EX-10.9 14 sfql062514s1ex109.htm

EXHIBIT 10.9

OFFICE LEASE

BETWEEN

M ETZLER ONE BUC KHEAD PLAZA, L.P.

(“LANDLORD”)

AND

S AFETY QUICK LIGHT L LC

(“TENANT”)

TABLE OF CONTENTS

|  | PAGE
1 | Basic Lease Information | 1
2 | Lease Grant, No Estate For Years | 3
3 | Term; Adjustment of Commencement Date; Early Access | 3
4 | Rent | 4
5 | Tenant’s Use of Premises | 7
6 | Security Deposit | 8
7 | Services Furnished by Landlord | 9
8 | Use of Electrical Services by Tenant | 10
9 | Repairs and Alterations | 10
10 | Entry by Landlord | 12
11 | Assignment and Subletting | 12
12 | Liens | 13
13 | Indemnity | 14
14 | Insurance | 14
15 | Mutual Waiver of Subrogation | 15
16 | Casualty Damage | 15
17 | Condemnation | 16
18 | Events of Default | 16
19 | Remedies | 17
20 | LIMITATION OF LIABILITY | 19
21 | No Waiver | 19
22 | Tenant’s Right to Possession | 19
23 | Relocation | 19
24 | Holding Over | 20
25 | Subordination to Mortgages; Estoppel Certificate | 20
26 | Attorneys’ Fees | 20
27 | Notice | 20
28 | Reserved Rights | 21
29 | Surrender of Premises | 21
30 | Hazardous Materials | 22
31 | Miscellaneous | 22
32 | Prohibited Persons and Transactions | 24
33 | Special Stipulations | 24

EXHIBITS AND RIDERS:

EXHIBIT A-1 OUTLINE AND LOCATION OF PREMISES

EXHIBIT A-2 LEGAL DESCRIPTION OF PROPERTY

EXHIBIT B RULES AND REGULATIONS

EXHIBIT C COMMENCEMENT LETTER

EXHIBIT D WORK LETTER

EXHIBIT E PARKING AGREEMENT

EXHIBIT F SPECIAL STIPULATIONS

EXHIBIT G GREEN BUILDING REQUIREMENTS

OFFICE LEASE

This Office L e ase (this “Lease”) is entered into by and betw een METZLER ONE BUCKHEAD P L A ZA, L.P., a Delaw a re limited partnership (“Landlord”), and SAFETY QU I CK LI GHT LL C, a Florida limited li ability company (“Te nant”), and shall be e f fec tive as of the d a te s et forth below L andlord’s si gnature (the “Eff e cti ve Date”).

1. Basic Lease Infor mation. The key business terms used in this L ease are d e f in ed as f ollo w s:

A. “Building”: The buildi ng commonly known as One Buckh ead Plaza and located at

3060 P eachtree Road, Atlanta, Geor gia 30305.

B. “Re ntable Square Footage of the Buildin g” is a g r eed and stipulated to be Four Hundred Sixt y-One Thousand S ix Hundred S i x t y-Nine (461,669) square feet, subject to a djustm e nt from time to tim e.

C. “Pre mises”: The area shown on Exh i bit A-1 to this L e a s e. T he P re mis es are lo ca t ed on the 3rd floor of the Building and known as suite number 390. The “R e ntable Square Footage of the Pre m ise s” is deemed to be two thousand eight hundred ninety-five (2,895) square f eet. If the Premises include, now or hereafter, one or more floors in their entirety, all corridors and r estroom fa cilities located on such full floor(s) shall be considered part of the Premises. Landlord and Tena nt stipulate and a g r ee that the Rentable Square Foot age of the Premises is corre ct and shall not be remeasur ed.

D. “Base Re n t”:

P e riod | Annual Rate P er Square Foot | M onthly Base Re nt
CD to Month 12 | $28.00 | $6,755.00
Month 13 to Month 24 | $28.84 | $6,957.65
Month 25 to Month 36 | $29.71 | $7,167.54
Month 37 to Month 39 | $30.60 | $7,382.25
= CD Comm encement D ate |  |

E. “Te nant’s Pro Rata Share”: T he p er c e nt a ge e qual to the R e nt a ble S qu are Foot a ge of the Premises divided by the Rentable Squa re Foot age of the Building.

F. “Base Y ear” for Operating Expenses: Calendar y ear 2013.

G. “Term”: The period of approxim ately thirt y-nine (39) months starti ng on the Comm encement Date, subject to the provisions of Article 3.

H. “Esti mated Comm e n ceme nt D ate”: Ja nu ary 1, 2014, subj ect to a djustm e nt, if any, as provided in S ection 3.A and the Work L ett er, if a n y.

I. “S ec urity Deposit”: $27,020.00, subject to the pr ovisions of Arti cle 6.

The S ecurity D eposit is pa y able to the order of M etzl er O ne B u c kh e ad P l a z a, L.P. as f ollo w s:

if by c h eck:

Metzler One B u ckhead Plaz a, L.P.

700 Fifth Avenu e, 61st Floor

S eattle, WA 98104

if by wire transfer:

The Comm erce B ank of W ashington

B ank Contact: Doris Re ed/Phone: 206-292-4589

ABA #

Account # [REDACTED]

Refere n ce: S a f e ty Quick L i ght LLC

J. “Prepaid Re n t”: $6,755.00, p a y a ble upon Te n a nt’s exec ution of t his L e ase to be a ppli ed to the fir st insta llm e nt of month ly B a se R e nt due h e re und e r.

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K. “Guarantor(s)”: None.

L. “Busin ess Day(s)”: Monday throu gh Friday of e a ch week, e x clusive of New Year’s Da y, Memorial Da y, Ind ependence Da y, L abor D a y, Thanks givi ng Da y, the day af t er Tha nks g iving and Christmas Day (“Holiday s”). L andlord may designa te additional Holida y s, provided that the additional Holida ys are commonly rec o gniz ed by other office buildings in the area whe re the Building is loca t ed.

M. “Law(s)”: All appli cable statutes, codes, ordinanc es, orders, ru l es a nd r e g ulations of a ny muni cip al or governmental e nti t y, now or here aft er adopt ed, including the Americ ans with Disabilities Act and a ny other law pertaining to disabilities and archit ectural barriers (coll ective l y, “ADA”), and all laws pe rtaining to the environment, including the Comprehensive Environme ntal Response, Compensation and Liabili ty A ct, as amended, 42 U.S.C. §9601 et s e q. (“CERC L A”), a nd all restrictive covenants e xisting of re cord and all rules and requirements of a ny e xisting a sso c i a tion or improvement district affecti ng the Property.

N. “Normal B usin ess Ho u r s”: 8:00 A.M. to 6:00 P.M. on B usin e ss D a ys a nd 8:00 A.M. to 1:00 P.M. on S aturda ys, ex clusive of Holida ys.

O. “Notice Addresse s”:

T enant: On or after the Comm encement Date, noti ces shall be sent to Tenant at the Premises. Prior to the Comm encement D ate, notices shall be sent to Tenant at the following address:

Safety Q uick L i g ht LLC 161 11 Bisca yne Bo ulevard North Mia mi, Florida 33 1 60 Att n: J a m es Hills P h o ne #: 404-295-0 1 82 Fax #: _____________
L andlord: Metzler Realty A d visor s, I nc. 700 Fifth Aven ue, 61 st Floor Seattle, Wash i n gton 9810 4-5 0 71 Att n: D wig ht J. Mc Rae Telec o py No.: (206) 6 2 3-48 64 | W ith a copy to: A l sto n, C o u rtn a ge & Bassetti LLP 1000 Seco nd A ven ue Suite 3900 Seattle, Wash i n gton 98104 Att n: T h o m as A. Bar k e witz P h o ne: (206) 62 3-7 6 00 Facsi mile: (206) 6 2 3-1752 | And to: One B u c khead Plaza 3060 Peachtree R oad, NW Suite 110 Atla nta, Geo r gia 30305 Att n: P roperty Ma nager P h o ne: (404) 95 3-4 4 00 Facsi mile: (404) 9 5 3-4401

Rent (defined in S ection 4.A) is pa y able to the order of Metz l er O ne Buc kh e ad P l a z a, L.P. as follows:

if by c h eck:

Metzler One B u ckhead Plaz a, L.P. P.O. Box 203640

Dall as, TX 75320-3640

if by check - Ove rnight Address:

Metzler One Buckhead Plaza, L.P.

2975 Regent Blvd.

Irving, TX 75063

if by wire transfe r:

Metzler One B u ckhead Plaza

ABA#121-000-248

Credit to: Metzler One Buckhead Plaza

Account# [REDACTED]

Refere n ce: S a f e ty Quick L i ght LLC

One Buckhead Plaza/Safety Quick Light LLC | 2 |

P. “Oth er Defined Term s”: In addition to the t er ms d ef in ed a bov e, an ind ex of the oth er defined terms used in the text of this L e ase is set forth below, with a cross-refe re n ce to the p ar a gra ph in this L ease in whi ch the definition of such term can be found:

Affiliate | 11.E |  | Minor Alt erations | 9.C(1)
Alterations | 9.C(1) |  | Moneta ry Default | 18.A
Approved Construction Documents | Work L ett er |  | Mortg age | 25
Cable | 9.A |  | Mortg agee | 25
Capit al Inv estm ent R e quirement | 6.C |  | Operati ng Expenses | 4.D
CBRE | 31.E |  | Pa rking F a cilities | Agreement
Change Order | Work L ett er |  | Pe rmitt ed Transfer | 11.E
Claims | 13 |  | Pe rmitt ed Use | 5.A
Coll ateral | 19.E |  | Prime Rate | 19.B
Comm encement Date | 3.A |  | Propert y | 2
Common Areas | 2 |  | Provide r | 7.C
Compl etion Estimate | 16.B |  | Relocated Premises | 23
Construction Allowanc e | Work L ett er |  | Relocation Date | 23
Construction Documents | Work L ett er |  | Rent | 4.A
Contamination | 30.C |  | Se rvice F ailure | 7.B
Cost Overruns | Work L ett er |  | Special Installations | 29
Costs of Reletting | 19.B |  | Substanti ally Compl ete | Work L ett er
Ex cess Allowance | Work L ett er |  | Taking | 17
Ex cess Operati ng Expenses | 4.B |  | Tenant Delay | Work L ett er
Expiration Date | 3.A |  | Tenant P arties | 13
For ce Majeure | 31.C |  | Tenant’s Inf ormation | Work L ett er
Ha z ardous Mater i als | 30.C |  | Tenant’s Insur ance | 14.A
La ndlord Parties | 13 |  | Tenant’s Propert y | 14.A
La ndlord Wor k | 3.A |  | Tenant’s R emovable Property | 29
La ndlord’s R ental Da m a g e s | 19.B |  | Time Sensitive Default | 18.B
Le a sehold Improv ements | 29 |  | Transfer | 11.A
|  |  | Work L ett er | 3.A

2. Lease G rant, No Estate For Year s. L andlord le ases the Premises to Te n ant and Tenant leases the Premises from L andlord, together with the right in common with others to use a ny portions of the Prop erty (defined below) that are designa t ed by L andlord for the common use of tenants and others, such as sidewalks, common corridors, vending a r eas, lobby areas and, with respect to multi-tenant floors, restrooms and elev ator fo y ers (the “Comm on Areas”). “Propert y” means the Building and the pa r cel(s) of l and on which it is loca t ed as more fully d escrib ed on Exhibit A-2, tog ether with all other buildings and improvements located thereon; and the Building g arag e(s) and other impr ovements serving the Building, if a n y, and the parcel(s) of land on which they a re loca t ed. No estate for y e ars or l easehold e state is int ended to be cre ated by this L ea s e; this L e ase creates only a usufruct. L andlord and Te n ant int end that their r elationship hereunder shall be that of landlord and tena nt pursuant to L aw. Tena n t’s int erest hereunder is not subject to levy and sale and is not assi gnable or tr ansfe r able (for sec u rity purpo s es, coll ateral purposes, or otherwise), e x cept as e xpressly prov ided in Article 11 of this L e ase.

3. Te r m; A djust me nt of Comme n c e me nt D ate; Ea rly Ac c ess.

A. Te r m. This L e ase shall govern the r elationship between L andlord and T e n ant with respect to the Premises from the Ef f ective Date through the last day of the calendar month in whi ch falls the last day of the T erm spec ified in S e ction 1.G (the “Expiration Date”), unl ess t erminated early in a c corda n ce with this L ea s e. The Term of this L e ase (as specified in S ection 1.G) shall comm ence on the “Comm e n c e m e nt Date”, which shall be the earliest of (1) the date on which the L andlord Work (defined below) is Substanti ally Compl ete, as determined pursuant to the Work L etter (defin ed below), or (2) the date on which the L andlord Work would have been Substanti ally Compl ete but for Tenant Delay, as su ch term is defined in the Work L ett er, or (3) the d ate Te n ant takes possession of any part of the Premises for purposes of conducti ng business. If L andlord is delay ed in delivering possession of the Premises or any other sp ace due to a ny reason, including L andlord’s failure to Substanti ally Compl ete the Landlord Work by the Estimated Comm encement Date, the holdover or unl awful possession of such space by any third p arty, or for any other r eason, such delay sh all not be a default by L andlord, rend er this L ease void or void a bl e, or oth erw ise re nder L andlord li able for d ama g es. Promptly aft er the determination of the Comm encement Da t e, the

One Buckhead Plaza/Safety Quick Light LLC | 3 |

Expiration Date, the Rent sc h edule and a ny oth er vari able matters, L a ndlord shall prepa re and deliver to Tenant a comm encement letter agr e ement subst anti ally in the form attached as Exhibit C. If su ch comm enc ement letter is not e x ecuted by Tenant within thi rty (30) days after delive ry of same by L andlord, then Tenant shall be deemed to h ave agr eed with the matters set forth ther ein. Notwithstanding a ny oth er provision of this Le a se to the contra ry, if the Expiration Date would otherwise o ccur on a da te other than the last day of a c alendar month, then the T erm shall be autom ati cally e xtended to include the last d ay of such c alendar month, which shall become the Expiration Date. “Landlord Work” means the work, if a ny, that L andlord is obligated to perform in the Premises pursuant to a sepa r ate work letter agr eement (the “Work L etter”), if a ny, atta ched as Exhibit D. If a Work Lett er is not att ached to this Lea se or if an att ac h ed Work L ett er does not require L andlord to perform a ny work, the oc currence of the Comm encement Date shall not be conditioned upon the pe rformance of work by L a ndlord.

B. Acce ptance of P r e mis e s. The P re mis es are a c ce pted by Tena nt in “AS I S” c ondition and config uration subje ct to (1) a ny L andlord obli g ation to pe rform L andlord Work, and (2) any latent defe cts in the Premises of which Tenant notifies Landlord within one (1) year after the Comm encement Date other than work perfor m ed by T enant P arties (de fined below). TE NANT H EREBY AGREES T HAT T HE PREMISES ARE IN GO OD ORDER AND SATISFAC TORY C ONDITION AND T HAT, E XCE PT AS O T H ERWISE E X PRESSLY S ET FORTH IN T HIS L EASE, T H ERE ARE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, E X PRESS OR IM P LIE D, BY LANDLORD REGARDING T HE PREMISE S, T HE BUILDING OR THE PRO P ERTY.

4. Re nt.

A. P ay me nts. As consid eration for this L e ase, commencing on the Comm encement Date, Te n ant shall pay L andlord, without a ny de m and, setoff or dedu ction, the tot al amount of B a se Rent, Tenant’s Pro Ra ta Share of Ex cess Op e r ating Expenses (d efined in Se ction 4.B) and a ny and all other sums pa y able by Tenant under this L ease (all of which are sometimes coll ective ly refe rred to as “Re nt”). Tenant shall pay and be li able for all rental, sales and use t axes (but exc luding in c ome tax es), if a n y, imposed upon or measured by Rent under a ppli cable L aw. The monthly Base Rent and Tenant’s Pro Rata S h are of Ex cess Operati ng Expenses shall be due a nd pa y able in advance on the first day of e a ch calendar month without noti ce or demand, provided that L andlord shall apply the Prepaid Rent to the p a y m ent of the inst allment of B ase Rent for the first full calendar month of the Term in which Rent is due shall be pa y able upon the e x ecution of this L e ase by T enant. All other it ems of Rent shall be due and pa y able by T enant on or before thirty (30) days after billing by L andlord. All paym ents of Rent shall be by good and sufficient check or by other means (such as autom atic debit or electronic transfe r) a c ceptable to L andlord. If the T erm comm ences on a day other than the first day of a ca l endar month, the monthly Base Rent and T enant’s Pro Rata Sha re of a ny Ex cess Operati ng Expenses for the month shall be prorated on a daily basis based on a three hundred-sixty (360) day calendar y e ar. L andlord’s ac c eptance of less than the cor r ect amount of Rent shall be conside r ed a pa yment on account of the e arliest Rent due. No endors ement or statement on a che ck or lett er a c compan ying a check or pa yment shall be considered an a ccord and satisfaction, and either p arty may a c cept such c h eck or pa yment without such a c ceptan ce being considered a w aiver of a ny ri ghts such party may h ave under this L ease or appli ca ble L aw. Te n a n t’s covenant to pay Rent is independent of eve ry oth er covenant in this L ea s e.

B. Excess Op erating Exp e nse s.

(1) Subject to S ection 4.B.(2) be low, comm e n cing with the calendar y e ar following the B ase Y ear, and each calend ar y e ar there after, Te n ant shall pay T enant’s Pro Rata Share of the amount, if any, by which Operati ng Expenses (defined in S ection 4.D) for each calend ar y ear during the T erm e x ceed Operati ng Expenses for the B ase Ye ar (the “Excess Op erating Expe nse s”). If Operating Expenses in a ny calend ar y e ar de crease b elow the amount of Op erati ng Expenses for the B ase Ye ar, Te n ant’s Pro Rata Share of Ope r ating Expenses for that c alendar y e ar shall be z ero doll ars ($0.00). In no event shall Base Rent be reduced if Operating Expenses for a ny calendar y e ar are less than Operating Expenses for the B ase Ye ar. On or about J anua ry 1 of e a ch calendar y e ar, Landlord shall provide Tenant with a good f aith estimate of the Ex cess Operati ng Expenses for such calend ar y ear during the T erm. On or before the first day of each month, Tenant shall pay to Landlord a monthly inst allment equ al to one-twelfth of Te n ant’s Pro Rata Share of Landlord’s estim ate of the Ex cess Op erati ng Expenses. If Landlord d eter mines that its good faith estimate of the Ex cess Operati ng Expenses was incorrect, Landlord may provide Tenant with a revised estimate. After its re ceipt of the revised estim ate, Tena nt’s monthly p ayments shall be based

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upon the revised estimate. If L andlord do es not provide Te n ant with an estimate of the Ex cess Operati ng Expenses by J anua ry 1 of a c alendar y e ar, Tenant shall continue to pay monthly inst allments based on the most re cent estimate(s) until Landlord provides Tenant with the new estimate. Upon delive ry of the new estimate, an adjustment shall be made for a ny month for which Tenant paid monthly installments based on the same y e a r’s prior incorr e ct estimate(s). Tena nt sh a ll pay L andlord the amount of a ny underpayment within thirty (30) days after re c eipt of the new estimate. Any ov erpayment shall be credit ed a g ainst the ne xt sums due and owing by Te n ant or, if no further Rent is due, refunded directly to Tenant within thirty (30) days of determination. The obli g ation of Tenant to p ay for Ex cess Operati ng Expenses as provided herein shall survive the e xpiration or earlier termination of this L ea s e.

(2) N ot w i th s t a n d ing t he f o re g oing S ect ion 4.B.(1), T e n a nt w i ll be e n t i t l ed to an a b a t e m e nt of Te n a nt’s P ro R a ta S h are of Exce ss O p era ting Exp e ns es du r i ng the f i r st t we lve (1 2) mon t hs of the Term c o m m e n c ing on t he C o mm e n ce m e nt Da te (the “A b at eme n t”). In the e v e nt of a Mon e t ary Defa ult (d ef in ed b e lo w) by Te n a nt und er th is Lea se du r ing the i n iti al Term beyond any a ppli ca b le n o ti ce a nd c u re p er io d s, the A b a t e m e nt s h a ll be a mo r t i z ed on a st r a i g ht-line b a s is a nd any un a mo r ti z ed a mo u n ts of the A b a t e m e nt at the ti me of d efa ult sh a ll b ec ome imm e d i a t e ly due a nd p aya bl e. Further, should Tenant be in an event of d efault (r egardless of a ny noti ce and cure peri ods) under this L ea se at a ny time a ny inst allment of the Abatement is otherwise due to be appli ed, su ch inst allment of the Abatement will not be provided until the event of de f a ult has been cur ed.

C. Rec o n c ilia t ion of O p er a t i ng Ex p e n s e s. W ithin one hund re d-twe nty (120) d a ys a f t er the end of e a ch c alendar y ear or as soon ther e after as is pr a cti cable, L andlord shall furnish T enant with a statement of the actual Operati ng Expenses and Ex cess Operating Exp e ns es f or su ch c a l e nd ar year. If the most re c ent estimated Ex cess Operating Expenses paid by Te n ant f or su ch ca l e ndar y e ar are more than the a ctual Ex cess Operating Expe ns es f or su ch ca l e nd ar y e a r, La ndlord sh a ll a pply a ny overpayment by Tenant a g ainst Rent due or ne xt becoming du e; p r ovid e d, if the Term expi res b ef o re the determination of the overpayment, L andlord shall, within thirty (30) days of determination, refund any overpayment to Tenant after first dedu cting the amount of Rent due. If the most re cent estimated Ex cess Operating Expenses paid by Te n ant for the prior calend ar ye ar a re less than the actual Ex cess Op erati ng Expenses for such ye ar, T enant shall pay L andlord, within thirty (30) days after its re c eipt of the statement of Operati ng Expenses, any und erpaym ent for the prior calendar year.

D. Op erating Exp e nses Defined. “Operating Exp e n s e s” m ea ns a ll c osts a nd exp e ns es incurred or a ccru ed in ea ch calendar y e ar in connection with the o w n er ship, op era tion, m a int e n a n c e, mana g ement, repair and protection of the Property which are directly attributable or re asonably allocable to the Buildin g, including L andlord’s personal property used in connection with the Property and including a ll costs and expenditures relating to the following:

(1) Operation, maintena n ce, repair and r eplac ements of a ny p art of the Proper t y, including the me chanic al, electric al, plumbing, HVAC, vertical tr ansporta tion, fire pre v ention and warning and a c cess control s yst ems; materials and supplies (such as building standard li ght bulbs and ball asts); equipm ent and tools; floor, wall and window coverin g s; p er son al p r op er t y; re qui red or beneficial easements; a nd related service a greements and rental e xpenses.

(2) A dminist ra tive c osts a nd m a n a g e m e nt f e e s, in c luding a cc ounting, i n f o r m a ti on and pr ofessional services (e x cept for n e goti ations and disputes with sp ecific tenants not aff e cting other parties); management office(s); and w a g es, salaries, bene f its, re imbu rsa ble exp e ns es a nd t axes (or alloc ations thereof) for full and p art time personnel involved in ope ration, maintenance and mana g ement.

(3) J anitorial service; window clea ning; wa ste dispos a l; g a s, wa t er a nd s ew er and other utili ty c h a r g es (in cluding add-ons); and l andscapin g, including all appli cable tools and supplies.

(4) Propert y, liability and other insurance cov e rages c arried by L andlord, including dedu ctibles a nd risk retention pr o gra ms and a proportionate allocation of the cost of blanket insurance poli cies maintained by L andlord and/or its Affiliates (defined below).

(5) Real estate tax es, assessments, busine ss t axe s, exc is e s, a sso c i a tion du e s, fee s, levies, c h a r g es and oth er tax es of e v e ry kind and n ature whatsoev e r, general and spe cial,

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e xtraordinary and ordinar y, fore s een and unforese en, including int erest on inst allment pa yments, which may be levied or assessed against or arise in connection with ownership, use, occup anc y, rental, operation or possession of the Property (inc luding person al property tax es f or p r op er ty that is owned by L andlord and used in connection with the ope r ation, mainten ance and re p air of the Propert y), or substituted, in whole or in part, for a tax previously in e xist ence by a ny taxing authorit y, or assessed in lieu of a tax incr e ase, or p aid as rent und er a ny gr ound lease. Re al estate tax es do not include L andlord’s income, fra n chise or estate tax es (exce pt to the ext e nt su ch exc lud ed tax es are assessed in lieu of tax es included above).

(6) Compliance with L aws, including li cense, per mit a nd insp ec tion fees (but not in dupli cation of capit al e xpenditures amortiz ed as p r ovid ed in S ect ion 4.D(9)); a nd a ll exp e ns es a nd fe es, including attorne y s’ fe es and court or other venue of dispute r esolution costs, incurred in ne goti ati ng or contesting re al estate tax es or the validity and/or appli cability of any governmental enactm ents which may a ffe ct Operati ng Expenses; provided L andlord shall c re dit a g a inst O p era ting Expenses a ny refunds re c eived from such ne goti ations or c ont e sts to the ext e nt o r i g in a lly in c lud ed in Operati ng Expenses (less L andlord’s costs).

(7) Building sa f e ty s ervic es, to the ext e nt p r ovid ed or c ont rac t ed f or by L a ndlord.

(8) Goods and services pur c h ased from L andlord’s subsidi aries and Affilia t es to

the e xtent the cost of sa me is generally consistent with rates c h a r g ed by unaffiliated third parties for simil ar goods and servic es.

(9) Amortiz ation of capit al e xpenditures incurred: (a) to conform with L a w s; (b) to provide or maintain building standards (other than building standard tena nt imp r ov e m e nts); or (c) with the int ention of promoting sa f ety or redu cing or controlling increases in Ope r ating Expenses, such as li ghting r etrofit and inst all ation of energy mana g ement systems. Such e xpenditures sh a ll be amortiz ed uniformly ov er the following periods of time (together with int e r est on the unamortiz ed balance at the Prime Rate (defined in S ection 19.B) as of the date incur r ed plus two perc ent (2%): for building improvements, the shorter of ten (10) y e ars or the estimated useful life of the improvement; and for all other it ems, three (3) y e ars for e xpenditures under Fifty Thousand and No/100 Dollars ($50,000.00) and five (5) y e ars for e xpenditures in e x cess of Fifty Thousand and No/100 Dollars ($50,000.00). Notwithstanding the for e goin g, L andlord may elect to amortize capit al expenditures under this subsection over a long er period of time ba s ed upon (i) the purpose and nature of the e xpenditure, (ii) the relative capit al burden on the Propert y, (iii) for cost s avings projects, the anti cipated pa y b ack period, and (iv) otherwise in accor d ance with sound real estate accounti ng principl es c onsistently appli ed.

(10) Electrical servi ces us ed in the op era tion, m a int e n ance a nd use of the P r op er t y; sales, use, e x cise and other tax es asses s ed by g ov ern m e nt al a utho r iti es on e l ec t r i cal s er vi c es suppli ed to the Propert y, and other costs of providing electri cal servic es to the Prope r t y.

E. Exclusions f rom Op erating Exp e nse s. Ope r ating Expenses e x clude the following e xpenditures:

(1) L e asing commissions, attorne y s’ fees and other e xpenses related to leasing tenant space and constru cting improvements for the sole benefit of an individual tenant.

(2) Goods a nd s er vi ces fur nish ed to an individu al t e n a nt of the B uilding w hi ch are above building stand ard and which a re s epa r ately reimbursable directly to L andlord in addition to Ex cess Operati ng Expenses.

(3) Repairs, repl a ce m e nts and g eneral m a int e n ance p a id by insura n ce pr o c e e ds or condemnation proc eeds.

(4) Ex cept as provided in Sec tion 4.D(9), de pre ciation, amortiz ation, int erest pa y m ents on a ny e n cumbrances on the Property a nd the cost of c apit al improvements or additions.

(5) Costs of inst alling a ny sp ecialty s erv i ce, such as an obs er v a to r y, b r o adca sting fa cilit y, lunch eon club, or athl etic or r ec r eational club.

(6) Expenses for repairs or m aint enance related to the Property whi ch have be en reimbursed to L andlord pursuant to warr anti es or s ervice contra cts.

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(7) Costs (other than maintenance costs) of a ny art work (such as s culptures or paintings) used to de corate the Building.

(8) Principal pa yments on indebtedness sec ured by liens a g ainst the Propert y, or costs of refinancing such indebtedness.

F. P r o ration of Op erating Exp e nses; Adjustm e nt s. If L andlord incurs Op erati ng Expenses for the Property tog ether with one or more other buildings or properties, whe th er pu r su a nt to a r eciproc al e asement agreement, common area a greement or otherwis e, the shar ed costs and e xpenses shall be equitably prorated and apportioned by L andlord b etwe en the Prop erty and the other buildings or properties. If a ny Ope r ating Expenses are not, in La ndlo rd’s rea son a ble judgm e nt, incurred proportionately by office ten ants and retail tenants of the Property, then L andlord may equit ably alloc ate such Operati ng Expenses betwe en office ten ants a nd re t ail t e n a nts. If the B uilding is not one hundred pe r c ent (100%) oc cupied during a ny calend ar y e ar or partial calendar y e ar or if L andlord is not supplying services to one hundred perc ent (100%) of the tot al Rentable Square Foota ge of the Building at a ny time during a c alendar ye ar or partial calendar ye ar, Operati ng Expenses shall be determined as if the Building had been one hundred p ercent (100%) o cc upi ed a nd L andlord had been supplying services to one hundred percent (100%) of the Rentable Square Foota ge of the Building during that c alendar ye a r. If Te n ant pays for Te n ant’s Pro Rata Share of Operati ng Expenses based on increases over a “Base Y ear” and Operating Expenses for a calendar year are d etermined as p rovided in the prior senten ce, Operati ng Expenses for the Base Ye ar shall also be d etermined as if the Building h ad b een one hundred pe r cent (100%) occupied and L andlord had been supplying servi ces to one hundred percent (100%) of the Rentable Square Footage of the Building. The e xtrapolation of Ope r ating Expe nses under this S ection shall be pe rformed by L andlord by adjusting the cost of those components of Operati ng Expenses that are impa cted by cha n g es in the oc cupa n cy of the Building.

G. In crease in Op erating Exp e nse s. Notwithstanding a n ything in this L ea se to the contra r y, inc r eases in Operati ng Expenses sh all, with the e x ception of r eal estate tax es, utility cha r g es, s ecurity e xpenses, insurance pr emiums and costs, and the c ost of complying with governmental requirements, be limited to a per y ear cumul ative increase of five p ercent (5%), compounded annu ally. Incre a s es in re al estate t a x es, utility char g es, se curity e xpenses, insur ance premiums and costs, and the cost of complying with governm ental requir ements shall not be subj ect to any limit or “c ap.”

5. Te nant’s Use of P re mis e s.

A. P er mitted Use s. The Premises shall be used only for general offi ce use (the “Permitted Use”) and for no other use wh atsoeve r. Tenant shall not use or permit the use of the Premises for a ny purpo se which is illeg al, c r eates obnoxious odors (including tobac co smoke), noises or vibrations, is dang erous to persons or pr opert y, could increa se L a ndlord’s insurance c osts, or which, in L andlord’s reasonable opinion, unre a sonably disturbs a ny other tenants of the Building or int erf eres with the op eration or mainten ance of the Property or a ny work by L andlord or its contractors in the Premises. Ex cept as provided below, the following uses a re e xpressly prohibited in the Premises: schools, government offi ces or agencies; personnel agencies; coll ection a g e n cies; credit unions; data pr o c essing, telemarketi ng or reservation c enters; medical treatm ent and h ealth care; r adio, television or other telecommunications broadcasti n g; restaurants and other retail; custom er service offic es of a public utili ty compan y; or a ny other purpose which would, in L andlord’s r eason able opinion, impair the reput ation or quali ty of the Building, overburden a ny of the Building s ystems, Common Areas or p arking f acilities (including a ny use which would create a population density in the Premises which is in e x cess of the density which is standard for the Building), impa ir L andlord’s e fforts to lea se space or otherwise interf ere with the operation of the Propert y. Notwithstanding the fore going, the following a n cil l a ry us es are p ermitt ed in the P re mis es only so long as they do not, in the aggregate, o cc upy more th an ten pe r cent (10%) of the Rentable Square Footage of the Premises or a ny sin gle floor (whiche v er is less): (1) the following services provided by Te n ant e x clusive ly to its empl o y e es: s chools, training and other educational services; credit unions; and simil ar empl o y ee servic es; and (2) the following servic es di rec t ly a nd exc lusiv ely supporting Tenant’s business: telemarketing; r e s e r v a tions; sto ra g e; d a ta p roce ssin g; d e bt c oll e c tion; and similar support servi ces.

B. Co m plian ce with La ws and G reen Build i ng Req uireme nts. Tenant shall comply with all L aws regarding the operation of Tenant’s business and the use, condition, c on f i g u ra tion a nd

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occupa n cy of the Premises and the use of the Common Areas. Tenant, within ten (10) da ys after re ceipt, sh all provide L a ndlord with copies of a ny noti ces Tenant receives r egarding a viol ation or all eged or potential viol ation of a ny L aws. Te n ant shall comply with the rules and r e g ul a tions of the Building att ached as Exhibit B and such other r e asonable rules and regul ations (or modifications thereto) adopted by L andlord from time to tim e. Such rules and regulations will be appli ed in an equit able manner as de t ermined by L andlord. Tenant shall also cause its a g ents, contractors, subcontractors, empl o y ees, customers, and subtenants to comply with all rules and r e gul ations.

Tenant a cknowle d g es that the Building is or may become in the future c ertified under the LEED rating s ystem. Te n ant shall cooperate with L a ndlord to comply with L andlord’s sust ainabili ty practi ces, whi ch includes complying with the appli cable “Gre en Buil ding” re qui re m e nts s et f o r th on Exhibit G att ached he r e to and incorpor ated by r ef erence herein.

C. Te nan t’s S ec u rity Responsibilities. Tenant shall (1) lock the doors to the P re mis es and take other reasonable steps to secure the Premises and the pers on al p r op e rty of a ll Te n a nt P ar ti es (defined in Article 13) and any of Tenant’s transferees, contractors or lic ensees in the Common Areas and parking f acilities of the Building and Property, from unlawful intrusion, theft, fire and other ha z ards; (2) keep and maintain in good working order all security and safety devi ces inst all ed in the Premises by or for the benefit of Tenant (such as locks, smoke detectors and bur glar alarms); and (3) cooperate with L andlord and other tenants in the Building on Building safety matters. Tenant acknowledg es that any se curity or safety measures employed by Landlord are for the protection of L andlord’s own int erests; that L andlord is not a gua r antor of the security or safety of the Tenant P arties or their property; and that such se cur ity a nd s a fe ty m a tt ers are the re sponsibility of Tenant and the local l aw enfor c ement authorities.

6. S ec u rity De posit.

A. S ec u rity De posit. The Se curity Deposit in the amount set forth in Se ction 1.I above shall be d elivered to L a ndlord upon the e x ecution of this L e ase by T enant and sh all be h eld by L andlord (without li abil i ty for int erest, e x cept to the e xtent required by Law) as sec urity for the performan ce of Te n ant’s obli g ations under this L ease. The S ecurity De posit is not an advance paym ent of Rent or a me asure of Te n ant’s li ability for d ama g es. L andlord may, from time to time while an event of d efault remains un cured, without prejudi ce to a ny other remedy, use all or a portion of the S ecurity Deposit to satisfy past due Rent, cure a ny un cured d efault by Te n a nt, or rep ay L andlord for damages and cha rges for which Tenant is legally li able under this Le ase or r esulting from Tenant’s br e ach of this Le ase. If L andlord us es the S ec urity Deposit, T enant shall on d emand restore the S ec urity D eposit to its original amount and such use by L andlord of the S ecurity D eposit shall not constitute a cure of the e xisting event of default until such time as the entire amount owing to Landlord is paid in full and the S ec urity Deposit is fully restor ed. Provided that Tenant h as performed all of its obli g ations hereund er, L andlord shall return a ny un appli ed portion of the S ecurity Deposit to Te n ant within thirty (30) days after the later to o ccur of: (1) the d ate T enant surrenders possession of the Premises to Landlord in accorda n ce with this Lea s e; or (2) the Expiration Date. Te n ant does he r e by authorize L andlord to withhold from the S ecurity Deposit all amounts allowed by L aw and the amount re asonab ly anti cipated by L andlord to be owed by T enant as a result of an underpa yment of Tenant’s Pro Rata Share of a ny Ex cess Opera ting Exp e ns es f or the final ye ar of the Term. To the fullest e xtent pe rmitt ed by appli cable L aw, Tenant agrees that the provisions of this Article 6 shall supersede a nd replace all statutory rights of Te n ant under appli cable L aw regarding the r etention, applic ation or r eturn of se curity deposits. If L andlord transfers its int erest in the Premises, Landlord shall assi gn the S ecur i ty De posit to the t ra ns feree a nd, following the assi gnment and the delive ry to Te n ant of an acknowle dgement of the transfe r ee’s responsibility for the S e curity Deposit if requir ed by Law, La ndlo rd sh a ll h a ve no f u r th er li a bility f or the return of the S ecurity Deposit. Landlord shall not be required to keep the S ecurity D eposit separa te from its other ac counts.

B. Re du ction in Amou nt of S ec u rity De posit. Notwithstanding a n ythi ng in this S ection 6 to the contra r y, so long as Tenant is then current in the pa yment of all Rent due hereunder and has not be en in default hereunder be yond a ny appli cable noti ce and c ure period during the p rior 12-month period, the S e curity Deposit shall be re duced as follows: (i) as of the first (1st) day of the twenti eth (20th) full calendar month during the T erm, the Se curity Deposit shall be redu ced to

$20,265.00, and L andlord shall pay to T enant the differenc e, if a n y, in the amount of S ec urity Deposit then h eld by L a ndlord and $20,265.00; a nd (ii) as of the first day of the thirt y-ninth (39th) full calendar month during the T erm, the S ec urity D eposit shall be reduc ed to $13,510.00 and

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L andlord shall pay to Tenant the diffe r enc e, if a n y, in the amount of S ecurity D eposit then held by L andlord and $13,510.00. Should Tenant be in de f ault (r e g ardl ess of a ny noti ce a nd c ure p er iods) as of the date the S ec urity Deposit is to reduce, or if Tenant h as be en in de f ault as specifi ed above be yond a ny applic able noti ce and c ure p eriods during the prior 12-month period, no reduction shall occur as of such appli ca ble date. In no e v ent shall the Sec urity Deposit ev er be in an amount less than $13,510.00 during the Term.

7. S ervices F u r nish ed by Landlord.

A. S tandard S ervice s. Subject to the provisions of this L ease, L andlord a g r ees to furnish (or cause a third party provider to furnish) the following servi ces to Te n ant during the Ter m:

(1) Water service for use in the lavatories on each floor on which the Premises are located.

(2) Heat and air conditioning in season during Normal Business Hours, at such temperatur es and in such amounts as required by governmental authority or as L andlord determines are standard for the Buil ding. Te n ant, upon such noti ce as is reasonab ly re quired by L andlord, and subject to the capacity of the Building s ystems, may r equest HVAC servi ce during hours other than Normal Business Hours. T enant shall pay L andlord for such additional se rvice at a rate equ al to Fift y-Five and No/100 Dollars ($55.00) per ope r ating hour per floor (the “Ho u rly HVAC C h arg e”). L andlord shall have the right, upon thirty (30) d a ys prior written noti ce to Tenant, to adjust the Hourly HVAC Char ge from time to time, but not more than on ce p er calend ar y e ar, based proportionate ly upon inc r eases in HVAC c osts, w hi ch c osts in c lude utiliti e s, t axe s, su rc h arge s, l a bo r, equipm ent, m aint enance and repair.

(3) Maintenance and r epair of the Property as d escribed in S ection 9.B.

(4) J anitorial service five (5) da ys per we ek (e x cluding Holida y s), as d eter min ed by L andlord. If Tenant’s use of the Premises, floor covering or other improv ements require special services in e x cess of the standard servi ces for the Building, T enant shall p ay the additional cost attributable to the special services.

(5) Elevator servic e, subject to proper authoriz ation and L andlord’s poli cies a nd procedur es for use of the elevator(s) in the Buildin g.

(6) Exterior window washing at such intervals as d etermined by L andlord.

(7) Electricity to the Premises for gene r al office use, in accordance with and subject to the terms and conditions in Article 8.

B. S ervice Int err uptions. For purposes of this L e ase, a “S ervice Failure” sh all mean a ny int erruption, suspension or termination of servi ces being provided to Te n ant by L andlord or by third-party providers, wh ether e ngaged by Te n ant or pursuant to arra ngements by such providers with L andlord, whi ch are due to (1) the appli c ation of L aws; (2) the failure, int erruption or malfunctioning of any ele ctrical or me chanic al equipm ent, utili ty or other se rvice to the Building or Property; (3) the performance of rep airs, maintenanc e, improvements or alt erations; or (4) the occur r ence of any other event or cause wheth er or not within the reasonable control of Landlord. No S ervice Failure sh all rend er L andlord li able to Te n ant, constitute a constructive eviction of Te n ant, give rise to an aba t ement of Rent, or reli eve Tenant from the obligation to fulfill a ny cove n ant or agree m ent. In no e v ent shall Landlord be li able to Tenant for any loss or damage, including the theft of Tenant’s Property (d efined in Article 14), arising out of or in conne ction with any S ervice Failure or the failure of any Building saf ety servic es, per sonnel or equipm ent.

C. Third Party S ervic e s. If Tenant desir es a ny s ervice whi ch L andlord has not specifically a g r eed to pr ovide in this L e ase, such as private security s ystems or telecommunications services serving the Premises, Tenant shall procure such service di r e c tly from a re put a ble thi rd p arty service provider (“Provide r”) for Te n ant’s own account. Tenant shall require each Provider to comply with the Building’s rules and regulations, all L aws, and L andlord’s r easonable poli cies and practi ces for the Building. Tenant acknowl e dges L andlord’s current policy that requir es all Providers utilizing a ny a r ea of the Property outside the Premises to be approved by L andlord and to enter into a written a greement ac c eptable to L a ndlord prior to g aini ng a c cess to, or making a ny

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inst all ations in or through, such area. Ac cordingl y, T enant sh all give L andlord written notice sufficient for su ch purposes.

D. S ignage. Tenant shall be entitl ed at its e xpense to have its na me shown upon a ny Dire ctory Board of the Building, which Dire ctory Board may be a free standing or comput eriz ed directory bo ard. L andlord shall desi gna te the st y le of the Dir ectory B o ard as well as the amount of space to be alloca t ed to T enant, which Board shall be located in an area d esi gna t ed by L andlord in the main lobby of the Building. Tenant shall also be entitl ed at its exp e nse to h a ve Building st a nd ard suite identification sig n a ge plac ed outside the Premises in a loc ation comparable to other ten ants in the Building.

8. Use of Electrical S ervic es by Tenan t.

A. Landlord’s Electrical S ervice. Subje ct to the terms of this L ea s e, L andlord shall furnish building stand ard electric al service to the Pr emises sufficient to ope rate custom a ry li ghti n g, office machin es and other equipm ent of simil ar low electric al consumption. L andlord ma y, at any time and from time to time, calcul ate Te n ant’s actual electric al consumption in the Premises by a survey conducted by a reputable consultant selected by L andlord, all at Tenant’s e xpense. The cost of any elec trical consumption in e x cess of that which L andlord determines is standard for the Building sh all be paid by T enant in a ccor d ance with S ection 8.D. The furnishing of electri cal services to the Premises shall be subject to the rules, regul ations and practi ces of the suppli er of su ch electricity and of any municipal or other gov ern m e nt al a utho r ity r e g ul a ting the busin e ss of p r oviding electric al utili ty servi ce. L andlord shall not be li a ble or r esponsible to Te n ant for any loss, d ama ge or e xpense which Tenant may sust ain or incur if either the quanti ty or c h a r acter of the ele ctrical service is ch a n g ed or is no long er avail able or no long er suitable for T enant’s require m ents.

B. S election of Electrical S ervice Provid e r. L andlord shall have and retain the sole right to sele ct the provider of ele ctrical s ervic es to the Building and/or the Propert y. To the fullest e xtent permitt ed by L aw, L andlord shall h ave the continuing ri ght to cha nge such utili ty provider. All cha r g es and e xpenses incurred by L andlord due to a ny su ch cha nges in electrical services, including maintenanc e, r epairs, inst all ation and related costs, shall be included in the electrical services costs r efere n ced in S ection 4.D(10), unless paid directly by Tenant.

C. Sub m eterin g. L andlord shall h a ve the c ontinuing r i g ht, upon thi rty (30) da ys wr itt en noti ce, to inst all a submeter for the Premises at Te n ant’s e xpense. If submetering is install ed for the Premises, L andlord may cha r ge for Tenant’s actual electr i cal c onsumption monthly in arre a rs f or the kilowatt hours used, a r ate per kilowatt hour equal to that cha r g ed to L andlord by the provider of electric al service to the Building during the same p eriod of time (plus, to the fullest e xtent per mitt ed by appli cable L aws, an administrative fee equal to fifteen percent (15%) of such cha r g e), e x cept as to electricity dire ctly pur chased by Tenant from third party providers after obtaining L andlord’s consent to the same. In the event L andlord is unable to determine the e x act kilowatt hourly cha rge during the period of time, L andlord shall use the a v erage kilowatt hourly charge to the Building for the first billing cy cle e nding after the p eriod of time in question. Ev en if the Pr emises are submetered, Te n ant shall remain obligated to pay Tenant’s Pro Rata Sha re of the cost of ele ctrical services as provided in S ection 4.B, e x cept that Te n ant shall be entitl ed to a c r edit a g ainst electri cal services costs equ al to that portion of the amounts actually paid by Te n ant separately and dir ectly to L andlord which a re attributable to building standa rd electrical services subm etered to the Premises.

D. Excess Electrical S ervic e. Tenant’s use of ele ctrical se rvice shall not e x ceed, in volt a g e, r ated c apacit y, use be yond Normal Business Hours or overall normal load for the Building, that which L andlord deems to be standard for the Building. If T enant r equests permission to consume e x cess electri c al service, L a ndlord may r efuse to consent or may condition consent upon conditions that L andlord re asonab ly e l ects (including the inst all ation, at its sole cost, of utili ty service up g r ades, meters, submeters, air handlers or cooling units). The costs of a ny approv ed additional consumption (to the e xtent permitt ed by L aw), inst all ation and maintenance shall be p a id by Te n ant.

9. Re pairs and Alte ration s.

A. Te nant’s Re pair Obligation s. Te n a nt sh a ll k eep the P re mis es in g ood c ondition a nd repair, ordina ry we ar a nd tear e x cepted. Tenant’s repair obli g ations include, without li mit ation, repairs to: (1) floor cov e ring and/or r aised flooring; (2) int erior partitions; (3) doors; (4) the int erior

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side of demising walls; (5) elec tronic, phone and data c abling and r elated equipm ent (coll ective l y, “Cable”) th at is inst all ed by or for the benefit of T enant whether loc ated in the Premises or in other portions of the Buildin g; (6) supple m ental air c onditioning units, private showers and kit chens, including hot w ater h ea t ers, plumbing, dishw ash ers, ice machines and similar fa cilities serving Tenant e x clusive l y; (7) phone rooms used e x clusive ly by T enant; (8) Alter ations (defined b elow) performed by contra ctors retained by T enant, includi ng r elated HVAC b alancing; and (9) all of Tenant’s furnishi n gs, trade fixtures, equipm ent a nd inventor y. Prior to performing a ny such re p air obli g ation, Tenant shall give written noti ce to L andlord describing the ne cessary maintena n ce or repair. Upon receipt of such noti ce, L andlord may elect either to perform a ny of the maintenance or repair obli g ations sp ecifi ed in such notic e, or require that T enant p erf orm su ch obligations by using contractors approved by L andlord. All work shall be performed at Te n a nt’s e xpense in accordance with the rules and proce dures describ ed in S ection 9.C below. If T enant fails to make a ny repa i rs to the Premises for more than fifteen (15) da ys after noti ce from L andlord (alt hough noti ce sh a ll not be required if there is an e m ergenc y), L andlord m a y, in addition to a ny other r emedy a v ail able to L andlord, make the repairs, and T enant shall p ay to L andlord the r easonable cost of the r epairs within thirty (30) da ys after r e c eipt of an invoi c e, together with an administrative char ge in an amount equal to fifteen p erc ent (15%) of the cost of the re p airs.

B. Landlord’s Re pair Ob ligations. L andlord shall keep and maintain in good repair and working ord er and make repairs to and perf o rm m aint enance upon: (1) structural elements of the Buildin g; (2) standard mechani cal (in cluding HVAC), e l ectric al, plumbing and fir e/life safe ty s ystems serving the Buil ding g enerall y; (3) Common Areas; (4) the roof of the Buildin g; (5) ext er ior windows of the Building; and (6) elevators serving the Building. L andlord shall prompt ly make repairs (taking into account the nature and ur g ency of the repair) for which Landlord is responsible. If a ny of the foregoing maintenance or r epair is necessitated due to the a cts or omissions of a ny Tenant P arty (d efined in Article 13), Te n ant shall pay the costs of such re p airs or maintenance to L andlord within thirty (30) da ys after r e c eipt of an invoi ce, tog e th er w ith an a dminist ra tive c h arge in an amount equal to fifte en perc ent (15%) of the c ost of the repairs.

C. Alte rations.

(1) W h en Consent Is Required. Te n ant shall not m ake alt erations, additions or improvements to the Premises or inst all a ny Cable in the Premises or other portions of the Building (coll ective l y, “Alt erations”) without first obtaining the wr itt en c ons e nt of La ndlo rd in each inst a n ce. However, L andlord’s c onsent shall not be required for a ny Alteration that satisfies all of the following criteria (a “Minor Alt erati on”): (a) is of a cosmetic na tu re su ch as p a intin g, wa llp a p e r ing, hanging pictur es and inst alling c arpeti n g; (b) is not visible fr om outside the P re mis es or Buildin g; (c) will not aff e ct the s ystems or structure of the Building; and (d) does not require work to be performed inside the walls or above the ceiling of the Premises; and (e) does not cause L andlord to incur a ny cost or e xpense. L andlord here by consents to the L a ndlo rd W o rk p erf o r m ed in a c c o r d ance with the Work L ett er atta ched to this L ease.

(2) Requirements For All Alterations, Including Minor Alterations. Prior to starting work on a ny Alteration, Tenant shall furnish to L andlord for r eview and a pp r ov a l: pl a ns a nd specifications; names of proposed contractors (provided that Landlord may desig n ate specific contractors with resp ect to Building systems); copies of contracts; ne c essa ry permits and a pp r ov a ls; evidence of contractors’ and subcontractors’ insura n ce; a nd Te n a nt’s s e c u r ity f or perf o rma n ce of the Alteration. Chang es to the plans and specificati ons must also be submitt ed to L andlord for its approval. Some of the foregoing requir ements may be waived by L andlord for the performance of specific Minor Alter ations; provided that such waiver is obtain ed in writing prior to the comm encement of such Minor Alterations. L andlord’s waiver on one o c c asion shall not waive L andlord’s ri ght to enforce such requir ements on a ny other oc casion. Alterations shall be constructed in a good and workmanlike manner using materials of a quali ty that is at least equal to the quality d esig n ated by L andlord as the minimum standard for the Building. L andlord may designate r easonable rules, regulations and pr o ce dures for the pe rformance of Alterations in the Building and, to the e xtent re asonab ly n e c essary to a void dis r uption to the o cc up a nts of the Building, shall have the ri ght to d esignate the ti me when Alterations may be performed. T enant sh all reimburse L andlord within thirty (30) days after rec eipt of an invoi ce f or ou t-o f-po c k et sums p a id by L andlord for third party e x amination of Tenant’s pl a ns f or A lt era tions. In addition, w ithin thi rty (3 0) days after r e ceipt of an invoice from L andlord, Tenant shall pay to L andlord a f ee equ al to fifteen perc ent (15%) of the tot al cost of such Alterations for Landlord’s oversi ght and coordination of a ny Alterations. No later than thirty (30) d ays aft er c ompl etion of the Alter ations, Tenant shall furnish

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“as-built” plans (whi ch shall not be required for Minor Alterations), completion affidavits, full and final waivers of li ens, rec eipts and bills covering a ll labor and materials. Tenant shall a ssu re th at t he Alterations comply with all insurance r equire m ents and L aws.

(3) L andlord’s Liabi lity For Alterations. L andlord’s approval of an Alter ation shall not be a repr esentation by L andlord th at the Alt eration complies with appli cable L aws or will be adequ ate for T enant’s use. Te n ant a cknowle dges that L andlord is not an archite ct or e n gineer, and that the Alterations will be designed and/or constructed using independ ent archit ects, e n gine e rs and contra ctors. Ac cording l y, L andlord do es not gua r antee or warr ant that the appli cable construction documents will comply with L aws or be free from err ors or omissions, or that the Alterations will be free f rom defects, and L andlord will have no li ability th erefor.

10. Entry by Landlord. L andlord, its a g ents, contra ctors and re presentatives may ent er the Premises to inspect or show the Premises, to clean and make repairs, alt e r ations or additions to the Premises, and to condu ct or facilit ate repa irs, alt e rations or additions to a ny portion of the Buildin g, including other tenants’ premises. Ex cept in emergencies or to provide janitorial and other B uilding services after Normal Business Hours, L andlord shall provide Tenant with reasonable prior notice of entry into the Premises, which may be giv en or a ll y. Landlord shall h ave the ri ght to tempor arily close all or a portion of the Premises to perform r epairs, alterations and a dditions, if re asonably necessa ry for the prote ction and safety of Te n a nt and its employ e es. Ex cept in emerg e n cies, Landlord will not close the Premises if the work c an re asonably be complet ed on weekends and after Normal Business Hours; provided, how ever, that Landlord is not requir ed to conduct work on weekends or after Nor m al Business Hours if such work can be conducted without closing the Premises. Entry by Landlord for any su ch purpos es shall not constitute a constructive eviction or entitle Tenant to an a b atement or reduction of Re nt.

11. Assign m e nt and Subletting.

A. Landlord’s Conse nt Re quire d. Subject to the remaining provisions of this Article 11, but notwithst anding a n ything to the c ontra ry cont ained elsewhere in this Lea s e, Te n ant shall not assi gn, transfer or encumber a ny int e r est in this L ea se (either absolutely or coll ater all y) or sublease or allow a ny third party to use a ny portion of the Premises (coll ective ly or individuall y, a “Transfer”) without the prior written consent of Landlord, which consent shall not be unre asonab ly withheld. W ithout limitation, Tenant agrees that L andlord’s cons ent shall not be considered unre asonab ly withheld if: (1) the proposed transfer e e’s financial condition does not meet the criteria Landlord uses to select Building tenants having simil ar leasehold obli g a tions; (2) the proposed transfe r ee is a gov ernm ental or g aniz ation or pr esent occup ant of the Propert y, or Landlord is otherwise e n g a g ed in le ase n e goti ations with the proposed transfe r ee for other premises in the Propert y; (3) a ny un cured event of default e xists under this Lease (or a condition e xists which, with the passa ge of time or g iving of noti ce, would become an event of default); (4) a ny portion of the Building or Premises would like ly become subject to additional or different Laws as a consequence of the proposed Tr ansfer; (5) the proposed tr ansferee’s use of the Premises conflicts with the P ermitt ed Use or a ny e x c lusive usa ge ri ghts g r anted to a ny other tenant in the Building; (6) the use, nature, business, activities or reputation in the business communi ty of the proposed transferee (or its principals, empl o y e es or invitees) does not meet L a ndlord’s standards for Building tenants; (7) either the Transfer or a ny consideration pa y able to Landlord in conn ection ther ewith advers e ly a ffe cts the re al estate inv estm ent trust qualification tests appli cable to Landlord or its Affiliates; or (8) the proposed transf eree is or has been involved in li tig ation with Landlord or a ny of its Affiliates. Tenant shall not be entitl ed to receive mon etary d ama g es based upon a claim that Landlord unre asonab ly withheld its consent to a proposed Transfer and Tenant’s sole remedy sh all be an action to enfor ce a ny such provision through spe cific perf ormance or de clar atory jud gment. Any att empt ed Transf er in violation of this Arti c le is voidable at Landlord’s option.

B. Conse nt Par a meters/R e quireme nts. As p art of Te n ant’s r equest for, and as a condition to, L andlord’s consent to a Transfer, Tenant shall provide L andlord with financial statements for the proposed transfere e, a complete copy (un e x ecuted) of the p r opos ed a ssi g nme nt or sublease and other contr a ctual documents, and such other information as L andlord may reasonably request. L andlord shall then have the right (but not the obli g ation) to terminate this L ease as of the date the Transfer would have been e ffective (“La ndlord Te r min ation Dat e”) with respect to the portion of the Premises which Te n ant desir es to Transfer. In such e v ent, Tenant shall v aca te such portion of the Premises by the L andlord T ermination Date and upon Te n ant’s vacati ng such portion of the Pr emises, the rent and other char g es p a y able shall be proportionat e ly reduc ed. Consent by

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L andlord to one or more Transfer(s) shall not ope r ate as a wa iv er of L a ndlord’s r i g hts to a pp r ove a ny subsequent Transf ers. In no event shall a ny Tr ansf er or P ermitt ed Transfer r elea se or re li e ve Tena nt from any obligation under this L e ase, nor sh all the ac c eptance of Rent from a ny assi g n ee, subte n ant or occup ant constitute a waiver or rele ase of Tenant from any of its obligations or li abilities under this L ease. Tenant shall pay L andlord a review fee of One Thousa nd and No/100 Dollars ($1,000.00) for L andlord’s review of any P ermitt ed Transfer or requ ested Transfer, provid ed if L andlord’s actual re ason able costs and e xpenses (in c luding re ason able attor n e y’s f ees) e x ceed One Thousand and No/100 Dollars ($1,000.00), Te n a nt sh a ll re imbu r se L a ndlo rd f or its ac tu al rea son a ble costs and e xpenses in li eu of such fix ed review fe e; provided, further, that in no event shall Te n a nt’s reimbursement obligations hereunder e x ceed Two Thousand and No/100 Dollars ($2,000.00) for each P ermitt ed Tr ansfer or requested Transfe r.

C. P ay me nt to Landlord. If the agg re g ate consid e r ation paid to a Tenant P arty f or a Transfer e x c e eds that p a y able by T enant und er this L ease (pror ated a c c ording to the tr ansfe rred int erest), Tenant shall pay L andlord fifty perc ent (50%) of such e x cess (aft er deducti ng ther efrom re asonab le leasing commissions and re asonable c osts of tenant improvements paid to unaffiliated third parties in connection with the Transfer, with proof of s a me p r ovid ed to La ndlo rd). Te n a nt sh a ll pay L andlord for L andlord’s share of a ny e x cess within thirty (30) da ys a fter Te n ant’s r eceipt of such e x cess considerati on. If a ny unc ured event of de f ault e xists under this L ease (or a condition e xists which, with the passa ge of time or givi ng of noti ce, would be come an event of de f ault), L andlord may require that all sublease pa yments be made directly to L a ndlord, in w hi ch ca se Te n a nt shall re ceive a credit a g ainst Rent in the amount of a ny pa y m ents re c eived, but not to e x ceed the amount pa y able by Te n ant under this L e ase.

D. Change in Control of Te nan t. E x cept for a P ermitt ed Transfer, if Te n ant is a corporation, limited li ability compan y, partn ership, or similar enti ty, and if the entity w hi ch o w ns or controls a majority of the voting shares/ri ghts in Tenant at any time s e lls or dispos es of su ch m a jo r ity of voting shares/ri ghts, or changes its identity for a ny reason (including a mer g er, consolidation or reor g aniz ation), such change of own ership or control sh a ll c onstitute a Tra ns fer. T he f ore g oing sh a ll not apply so long as, both before and after the Transfer, T enant is an enti ty whose outst anding stock is listed on a re c o gniz ed U.S. securities e x change, or if at le ast e i ghty percent (80%) of its voting stock is owned by another enti t y, the voting stock of whi ch is so listed; provided, how ever, that Tenant shall give L andlord written noti ce at least thirty (30) da ys prior to the eff e ctive date of such cha n ge in own ership or control.

E. No Conse nt Re quire d. Tenant may assi gn its entire int erest under this L e ase to its Affiliate (defined below) or to a succ essor to Tenant by purcha s e, merger, consolidation or reor g aniz ation without the consent of L andlord, pr ovided that all of the following conditions are satisfied in L andlord’s reasonable discr etion (a “P ermitted Transfe r”): (1) no uncured event of default e xists under this Lease; (2) Te n ant’s suc ce ssor shall own all or substanti ally all of the assets of Te n ant; (3) su ch Affiliate or successor sh all ha ve a net worth which is at l east equ al to the greater of Tenant’s net worth at the date of this L e ase or Tenant’s net worth as of the day prior to the proposed pur chase, mer g er, consolidation or r e organiz ation; (4) no portion of the Building or Premises would like ly b ecome subject to additional or diffe r ent L aws as a consequence of the proposed Transf er; (5) su ch Affiliate’s or successor’s use of the Premises shall not conflict with the P ermitt ed Use or a ny e x clusive usage ri ghts granted to a ny other t enant in the Building; (6) neither the Transfer nor a ny consideration pa y able to L andlord in c onn ec tion th erewith a dv er s e ly affec ts the re al estate investment trust qualification tests a ppli cable to L andlord or its Affiliates; (7) such Affiliate or successor is not and h as not b een involved in liti g ation with L andlord or a ny of L andlord’s Affiliates; a nd (8) Tenant shall give L andlord written noti ce at l ea st thi rty (30) d a ys p r ior to the eff ective da te of the proposed Transf er, along with all applic able do cumentation and other information necess a ry for L andlord to determine that the requir ements of this S ection 11.E have been satisfied, including if appli cable, the qualific ation of such pr opos ed t ra ns fer ee as an Aff iliate of Tenant. The term “Affiliate” means a ny pe r son or e ntity c ont r ollin g, c ont r oll ed by or und er c ommon control with Tenant or L andlord, as appli cable. If r equested by L andlord, the Affiliate or successor shall si gn a commercially r easonab le form of assumption agreement.

12. Liens. Tenant shall not permit mechanic’s or other li ens to be placed upon the Propert y, Premises or T enant’s int erest in the Premises in connection with a ny work or service done or purportedly done by or for the benefit of Tenant. If a li en is so placed, Tenant shall, within ten (10) da ys of notice from Landlord of the filing of the lien, fully discha rge the lien by s ettling the claim which result ed in the li en or by bonding or insuring over the li en in the manner prescribed by the

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appli cable li en L aw. If Tenant fails to dischar ge the li en, then, in addition to a ny oth er ri ght or remedy of L andlord, L a ndlord may bond or insure over the li en or other wise discha rge the li en. Tenant shall, within thirty (30) days aft er receipt of an invoi ce from L andlord, reimburse L andlord for any amount paid by Landlord, includi ng r e ason able attorneys’ f ees, to bond or insure over the li en or discha r ge the li en.

13. Ind e m nity. Subject to Article 15 Te n ant shall hold L andlord, its trust ees, Affiliates, subsidiaries, members, principals, beneficiar i es, partners, offic ers, directors, shar eholders, empl o y e es, Mortga g e e(s) (defined in Article 25) and agents (including the m a n a g er of the P r o pe rty) (coll ectively, “Landlord Parti e s”) harmless from, a nd ind e mnify a nd defend su ch p ar ti es a g a inst, a ll li abilities, oblig ations, damages, penalties, claims, actions, costs, charges and e xpenses, including re asonab le attorney s’ fees and other profession al fe es that may be imposed upon, incurred by or asserted against any of such indemnified parties (each a “Clai m” and coll ective ly “Clai m s”) that arise out of or in conne ction with any d ama ge or injury oc curring in the Premises. Provided L andlord P arties are pr operly named as additional insureds in the poli cies required to be ca rried under this L e ase, and e x c ept as otherwise e xpressly provided in this L e a s e, the ind e mnity set f o r th in the pre c eding senten ce shall be limited to the g r eater of (A) Five Million and No/100 Dollars ($5,000,000.00) or (B) the aggregate amount of general/umbrella li ability in su ra n ce ac tu a l ly c a rr i ed by Te n ant. Subject to Articles 9.B, 15 and 20, L andlord shall hold Tenant, its trustees, members, principals, benefic i aries, partne rs, offi cers, dir ectors, shar eholders, empl o y ees and a g ents (coll ectively, “T e nant Parti e s”) harmless from, a nd indemnify and de f end such parties a g ainst, all Claims that arise out of or in conne ction with any dama ge or injury oc curring in or on the Property (e x cluding the Pr emises), to the same e xtent the Tenant P arties would ha ve been cov ered had they been named as additional insureds on the comm ercial g e n eral li ability insurance policy requir ed to be c arried by L andlord under this L ea s e. The indemni ty set forth in the pr ec eding s entence shall be limited to the amount of Five Million and No/100 Dollars ($5,000,000.00).

14. Insu ran ce.

A. Te nant’s Insu ran c e. Tenant shall maintain the following insura n ce (“T e nant’s Insurance”), at its sole cost and e xpense: (1) commercial gene r al li ability insurance appli cable to the Premises and its appurtenanc es providi n g, on an occ urre n ce b asis, a per occur r ence limit of no less than One Million and No/100 Dollars ($1,000,000.00); (2) c aus es of loss-sp ec i al f o rm (for m er ly “all risk”) property insur ance, including flood and e arthquake, cov ering all a bove building standard leasehold improvements and Tenant’s tr ade fixtures, equipm ent, furnit ure and other person al property within the Premises (“Te nant’s Property”) in the amount of the full replacement cost thereof; (3) business in c ome (for m erly “business int erruption”) insur ance written on an actual loss sust ained form or with sufficient limits to address re asonab ly anti cip ated business int e rruption loss es; (4) business automobile li ability insurance to cover all owned, hired and nonowned automobil es owned or operated by Te n ant providing a minimum combined sing le limit of One Million and No/100 Doll ars ($1,000,000.00); (5) workers’ compensation insurance as r equired by the state in which the Premises is located and in amounts as may be requir ed by appli cable statute (provided, howe v er, if no workers’ c omp e ns a tion insu ra n ce is st a tuto r ily requi re d, Te n a nt sh a ll carry workers’ compensation insurance in a minimum amount of Five Hundred Thousand and No/100

Dollars ($500,000.00)); (6) empl o y er’s li ability insurance in an amount of at least Five Hundr ed Thousand and No/100 Doll ars ($500,000.00) per occur r enc e; and (7) umbr ella li ability insur ance that follows form in e x c ess of the limits specified in (1), (4) and (6) abov e, of no less than Four Million and No/100 Doll ars ($4,000,000.00) p er o ccur r ence and in the agg r egate. Any company underwriting a ny of Tenant’s Insur ance sh all have, acc o r ding to A.M. Be st Insuran ce G uid e, a B e st’s rating of not less th an A- and a Fin ancial Size Cate gory of not less than VII I. All comm e r cial g e n eral li abilit y, business automobile li ability and umbrella li ability insura n ce poli cies shall name L andlord (or a ny suc cess or), L andlord’s prop erty mana g er, L a n dlo r d’s Mort g a g ee (if a ny), a nd th e ir respective members, prin cipals, beneficiaries, partners, offi cers, directors, empl o y ees, and a g ents, and other d esig n ees of L andlord as the int erest of such desi gne es shall appear, as “additional insureds” and shall be prim a ry with L andlord’s policy being se conda ry and noncontributor y. If a ny aggreg a te limit is reduced because of losses paid to below sevent y-five p e r cent (75%) of the limit required by this L e ase, T enant will notify Landlord in writing within ten (10) da ys of the d ate of reduction. All poli cies of Tenant’s Insura n ce shall contain endorsements that the insurer(s) shall give L andlord and its designees at least thirty (30) da y s’ adv ance written noti ce of a ny c h a n g e, canc ell ation, termination or lapse of insura n ce. Tenant shall provide L andlord with a certific ate of insurance and all r equired endorsements evidencing T enant’s Insura n ce prior to the e arlier to o cc ur of the Comm encement D ate or the date Tenant is provided a c cess to the Pr emises for a ny r eason,

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and upon re n ewals at le ast ten (10) da ys prior to the e xpiration of the insur ance cove ra g e. All of Tenant’s Insur ance poli c i es, endorsements a nd c erti f i ca t es w ill be on f o r ms a nd w ith d e du c tibl es a nd self-insured re t ention, if a n y, r easonab ly a c ceptable to L andlord. The limi ts of Tenant’s insurance shall not limit Tenant’s liability under this L e ase.

B. Landlord’s In s u ran ce. L andlord shall maintain: (1) commercial gene r al liabili ty insurance appli cable to the Property whi ch provides, on an oc cur r ence basis, a minimum combined single limit of no less than Five Million and No/100 Dollars ($5,000,000.00) (cov e ra ge in e x cess of One Million and No/100 Dollars ($1,000,000.00) may be provided by way of an umbr ell a/ex cess liability policy); and (2) c auses of loss-special form (formerly “all risk”) p roperty insura n ce on the Building in the amount of the replace m ent cost thereof, as reasonably estimated by L andlord. The for e going insur ance and a ny other insurance ca rried by L andlord may be effec t ed by a policy or poli cies of blanket insurance and shall be for the sole benefit of L andlord and under L andlord’s sole control. Consequently, Tenant shall have no right or claim to a ny proc eeds thereof or any other rights the r eunder.

15. M utual Waiver of Sub rogation. Notwithst anding a n ythi ng in this L ea se to the contra r y, Tenant waives, and shall cause its insurance c arr i e r(s) and a ny other p a rty claiming th r ou gh or und er such carrier(s), by way of subrog ation or otherwise, to waive a ny and all rig hts of re cove r y, Claim, action or caus es of a ction a g ainst all L andlord P arties for a ny loss or d amage to T enant’s busin ess, a ny loss of use of the Pr emises, and a ny loss, th eft or da m a ge to T enant’s Property (includi ng Tenant’s automobil es or the contents thereof), INCLUDING ALL RIGHTS (BY WAY OF SUBROGATION OR OTHERWISE) OF RECOVERY, CLAIMS, ACTIONS OR CAUSES OF ACTION ARISING OUT OF THE NEGLIGENCE OF ANY LANDLORD PARTY, which loss or dama ge is (or would have been, h ad the insurance r equired by this L e ase been maintain ed) covered by insu ra n c e. In a ddition, L a ndlo rd sh a ll cause its insur ance c arr i er(s) and a ny other party c l aiming throu gh or und er such c arrier(s), by w ay of subro g ation or oth erwise, to waive a ny and all rights of recove r y, Claim, action or c auses of action a g ainst all Te n ant P arties for a ny loss ofor dama ge to or loss of use of the Building, any additions or improvements to the Building, or a ny contents thereof, INCLUDING ALL RIGHTS (BY WAY OF SUBROGATION OR OTHERWISE) OF RECOVERY, CLAIMS, ACTIONS OR CAUSES OF ACTION ARISING OUT OF THE NEGLIGENCE OF ANY TENANT PARTY, w hi ch loss or d a m a ge is (or w ould h a ve been, had the insur ance r equired by this L ea se be en maintained) covered by insurance.

16. Casualty Damage.

A. Re pair or Te r mination by Lan dlord. If a ll or any p art of the P re mis es a re d a m a g ed by fire or other c asualty, Tenant shall immediately notify L andlord in writing. L andlord shall have the right to terminate this L ease if: (1) the Building shall be damag ed so that, in L andlord’s judgment, subst anti al alteration or reconstruction of the Building shall be required (wheth er or not the Premises have be en damag ed); (2) L andlord is not permitt ed by L aw to r ebuild the Building in subst anti ally the same form as exist ed before the fire or casualty; (3) the Premises have be en materially damag ed and there is less than two (2) y ears of the Term remaining on the date of the casualty; (4) any Mortga g ee r equires th at the insurance proceeds be appli ed to the payment of the mortg age debt; or (5) an uninsured loss of the Building occurs notwithstanding L andlord’s compliance with S ection 14.B above. L andlord may exercise its right to terminate this L e ase by notif ying Tenant in writing within ninety (90) days after the date of the c asualt y. If L andlord does not terminate this L e ase under this S e ction 16.A, L andlord shall comm ence and proc e ed with re asonab le dilig ence to repair and restore the Building and/or the Premises to subst anti ally the sa me condition as existed im m ediately prior to the date of da m a g e; p r ovid e d, howev er, th at L a ndlo rd sh a ll only be required to re construct building standard l e a s e hold imp r ov e m e nts existing in the P re mis es as of the da te of damage, and Tenant shall be r equired to pay the cost for r estoring any other leasehold improvements. Howeve r, in no event shall L andlord be required to spend more than the insurance proceeds re c eived by Landlord.

B. Timing for Re pair; Ter mination by Either Party. If all or a ny portion of the Premises is damag ed as a result of fire or other c a sua lty, La ndlo rd sh a ll, w ith rea son a ble p r omptn e ss, cause an archit ect or g eneral contractor selected by L andlord to provide L andlord and Tenant w ith a writt en estimate of the amount of time required to subst a nti a lly c ompl e te the re p a ir a nd resto ra tion of the Premises, using standard working methods (“Completion Estimate”). If the Compl etion Estimate indi cates that the Premises cannot be made tenantable within two hundre d-seventy (270) days from the date of damage, then reg ardless of anything in Se ction 16.A above to the contrary, either party shall have the right to terminate this L e ase by giving written noti ce to the other of such

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election within ten (10) da ys after r e ceipt of the Compl etion Estimate. Tenant, however, sh all not have the ri ght to termi n ate this L e ase if the fire or c asualty was caus ed by the ne gli g e n ce or int entional misconduct of a ny of the Te n ant P arties. If neither party terminates this L e a se und er this S ection 16.B, then L andlord shall repair and restore the Premises in accordance with, and subje ct to the limit ations of, S ection 16.A.

C. Abate m e nt. In the event a material portion of the Premises is damaged as a r e sult of a fire or other c asualt y, the B a se Rent shall abate for the portion of the Premi s es that is damag ed and not usable by Te n ant until subst anti al compl etion of the repairs and restor ation requir ed to be made by L andlord pursuant to S ection 16.A. Tenant, however, shall not be entitl ed to such abatement if the fire or other casu alty was caused by the ne glig e n ce or int entional mi s conduct of a ny of the Tenant P arties. L andlord shall not be li able for a ny loss or dama ge to Tenant’s Property or to the business of Tenant r esulting in a ny way from the fire or other c asualty or from the r epair and restoration of the d ama g e. L a ndlord and Te n ant here by waive the provisions of a ny L aw relating to the matters addressed in this Arti cle, and a g r ee that their r espective rights for damage to or destruction of the Premi s es shall be those specifi c ally provided in this L e a s e.

17. Cond e m nation. Either party m ay t erminate this L ease if the whole or a ny material part of the Premises are taken or condemned for a ny public or quasi-public use under L aw, by eminent domain or private pur c h ase in li eu there of (a “T aking”). L andlord shall also have the ri ght to terminate this L ea se if th ere is a Taking of a ny portion of the Building or Property which would leave the remainder of the Building unsuitable for use as an office building in a manner compar able to the Building’s use prior to the Taking. In order to e x ercise its right to terminate this L ea se under this Article 17, L andlord or Te n ant, as the case may b e, must provide written noti ce of termination to the other within for t y-five (45) da ys after the terminating party first re c eiv es noti ce of the Ta kin g. Any such t ermination sh all be eff ective as of the date the ph ysical t aking of the Pr emises or the portion of the Building or Property occ urs. If this L e ase is not terminated, the Rentable Square Foota ge of the Buildin g, the Rentable Square Foota ge of the Premises and Tenant’s Pro Rata Share shall, if appli cable, be a ppropriately adjust ed by Landlord. In addition, Ba se Rent for a ny por tion of the Premises taken or c ondemned shall be aba t ed during the une xpired T erm eff ective when the ph ysical t aking of the portion of the Premises occurs. All compensation awarded for a Takin g, or sale proc e eds, shall be the property of L andlord, any rig ht to rece ive c omp ens a tion or p r o cee ds b e ing e xpressly waived by Te n ant. However, Tenant may file a separate claim at its sole cost a nd exp e nse for Te n ant’s Property (e x cluding above building st andard l easehold improv ements) and Tenant’s re asonab le reloc ation e x p enses, provided the filing of such claim does not diminish the award w hi ch would otherwise be re c eivable by L andlord.

18. Eve nts of De fault. Tenant shall be consid ered to be in defa ult under this Lease upon the occur r ence of a ny of the following e v ents of de fault:

A. Tenant’s failure to pay when due a ll or any por tion of the R e nt (“Mo n e tary Def a u l t”).

B. Tenant’s failure to perform a ny of the obligations of Te n a nt in the m a nn er s et f o r th in Articles 14, 23, 24, 25 or 32 (a “Time S e nsitive Default”).

C. Tenant’s failure (other than a Moneta ry Default or a Time S ensitive Default) to comply with a ny term, provision or covenant of this L e ase, if the failure is not cured within ten (10) da ys after written noti ce to Tenant. However, if Tenant’s f ailure to comply c annot reasonab ly be cured within ten (10) da ys, Tenant shall be allowed additional time (not to exceed an additional ten (10) da ys) as is r easonably necess a ry to cure the failure so long as: (1) Tenant comm ences to cure the failure within the ten (10) day period following Landlord’s initi al written noti ce, and (2) Tenant dilig ently pursues a course of action that will cure the failure and bring Tenant back into compliance with this L e ase. How ever, if Tenant’s failure to comply cre a t es a ha z ardous condition, the f ailure must be cured immediately upon noti ce to Tenant. In addition, if L andlord provides Tenant with noti ce of Tenant’s failure to comply with the same specific term, provision or covenant of this Lease on more than two (2) occ asions during a ny twelve (12) month period, Tenant’s subsequent violation of the same term, provision or covenant shall, at Landlord’s option, be deemed an incurable event of default by Tenant.

D. Tenant or a ny guarantor of this L e ase becomes insolvent, files a peti tion for protection under the U.S. B ankrup t cy Code (or simil ar L a w) or a p etition is filed a g ainst Te n ant or a ny g u arantor under such L aws and is not dismiss ed within for t y-five (45) d a ys a f t er the d a te of su ch

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filing, makes a transf er in fraud of creditors or mak es an assi gnment for the benefit of creditors, or admits in writing its inability to pay its debts wh en due.

E. The leasehold estate is taken by proc ess or ope r ation of L aw.

F. In the case of a ny ground floor or re t ail tenant, or a ny other tenant whose space is visible from the Comm on Areas or e l evator lobby are as of the Building, Tenant does not take possession of, or abandons or vaca t es all or a substantial portion of the Premises.

G. Tenant is in default be yond a ny noti ce and cure period under a ny other lease or agree m ent with L andlord, including a ny le ase or a g r eement f or parkin g.

19. Re m e dies.

A. Landlord’s Reme dies. Upon a ny d efault, L andlord shall ha ve the ri ght without noti ce or demand (e x cept as provided in A rticle 18) to pursue a ny of its ri ghts and remedies at L aw or in equity, including a ny one or more of the following r emedies:

(1) Terminate this L ea s e;

(2) R e-enter the Pr emises, change locks, alter sec urity devic es and lock out Tenant or terminate Te n ant’s right of possession of the Premises without t er min a ting this L ease, a nd without complying with applicable L aw, the be n efits of which are waived by Te n ant to the full est e xtent permitt ed by applicable L aw;

(3) Remove and store, at Te n ant’s e xpense, all the p r op erty in the P re mis es using such lawful for ce as may be ne c essar y;

(4) Cure such event of d efault for T enant at Te n ant’s e xpense (plus a fifteen perc ent (15%) administrative fee);

(5) W ithhold or susp e nd p a y m e nt of sums L a ndlo rd wo uld oth erw ise be obli g a t ed to pay to Te n ant under this L e ase or a ny other agr eement;

(6) Require all future pa yments to be made by cashie r’s che ck, money order or wire transf er aft er the fir st time a ny che ck is return ed for insufficient funds, or the second time a ny sum due hereund er is more than five (5) da ys lat e;

(7) Apply a ny Se curity Deposit as permitt ed under this L e ase; and/or

(8) Recover su ch other amounts in addition to or in li eu of the fore going as may be permitt ed from time to time by appli cable Law, including a ny other amount necessa ry to compensate L andlord for all the detriment proxim ately caus ed by Te n ant’s failure to p erf orm its obli g ations under this L e ase or which in the ordina ry course of e v ents would be like ly to result therefrom.

B. Me asu re of Da mage s.

(1) Calculation. If L andlord either terminates this L e ase or terminates Tenant’s right to possession of the Premises, Tenant shall immediately surrender and v aca te the P re mis es a nd pay L andlord on demand: (a) all Rent a c crued through the end of the month in which the termination becomes effe ctive; (b) int erest on all unpaid Rent from the date due at a rate equ al to the lesser of eighteen perc ent (18%) per annum or the highest int erest rate permitt ed by appli ca ble Law; (c) all e xpenses r easonably incurred by L andlord in enforcing its ri ghts a nd remedies under this L e ase, including all re a sonable legal e xpenses; (d) Costs of Reletting (defined below); and (e) all L andlord’s Rental Dama g es (d efin ed b elow). In the event that L andlord relets the Premises for an amount greater than the Rent due during the Te rm, Tenant shall not re ceive a credit for a ny such e x cess.

(2) De finitions. “Cost s of R e l e tti n g” sh a ll in c lude c omm erc i a l ly rea so n a b le c os t s, losses and e xpenses incurred by L andlord in r eletting all or a ny portion of the Premises including, without limitation, the cost of removing and storing Tenant’s furniture, tra de fixtures, equipm ent, inventory or other prop e r t y, r epairing and/or d emolishing the Premises, re moving and/or r eplacing

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Tenant’s si gna ge and oth er fixtures, making the Pr emises re a dy for a new tenant, including the cost of advertisi n g, commissions, archit ectur al fees, le g al f ees and l easehold improvements, and a ny allowances and/or c on cessions p r ovid ed by La ndlor d. “L a n dlord’s R e n tal D amag e s” sh a ll m ean the tot al Rent which L andlord would ha ve r e c eived under this L e ase (had Te n ant made all such L e a se paym ents as required) for the remainder of the Te rm minus the fair rental value of the Premises for the same period, or, if the Premises are r elet, the actual rental v alue (not to e x ceed the Rent due during the Term), both discounted to present value at the Prime Rate (defined below) in effect upon the date of determination. For purposes he r eof, the “Prime Rat e” sh a ll be the p er a nnum int ere st ra te publi c ly announc ed by a federally insured bank selected by L andlord in the state in which the Building is loca t ed as su ch bank’s prime or base r ate. F or purposes of determining the f air rent al value of the Premises, the parties he r e by a gree th at all r easonable and re l evant f actors sh all be considered as of the time L andlord seeks to enfor ce such remedy, including, but not limited to, (a) the length of time remaining in the T erm, (b) the th e n-current mar k et conditions in the gene r al a r ea in which the Building is located, (c) the likelihood of reletting the Premises for a p eriod of time equal to the re m ainder of the Term, (d) the net eff e ctive rental ra t es then being obtained for sp ace of simil ar type and size in similar type buildings in the gene r al area in wh i ch the Building is lo ca t e d, (e) the va c ancy lev els in comparable qu ali ty d evelopm ents in the g eneral area in which the Building is located, (f) the anti cipated duration of the period the Premises will be uno c cupied prior to r eletting, (g) the anti cipat ed cost of reletti n g, and (h) the current lev els of new c onstruction that will be compl eted during the remainder of the Term and the degree to which such new construction will like ly aff ect va cancy r ates and rental rates in comparable quali ty developme nts in the ge n eral a rea in which the Building is located. Such payment shall not be deemed a pe n alty but shall be and constitute Landlord’s liquidated dama g es, L andlord and Te n ant acknowledge and agree th at it is difficult to determine the actual dama g es L andlord would suffer from Tenant’s default and that the agreed upon liquidated d ama g es are a re ason able estimate of a ctual d amages.

(3) L andlord’s Alternati ve Calculation. B ecause future market rent al rates, and the costs or time involved in re l etting m ay be un certain and difficult to d etermine at the time of Tenant’s default, the parties a gree that Landlord m ay in its sole discretion e l e ct to re cov er, in li eu of calculati ng damages under S ection 19.B(1)(d) a nd (e) above (but without limiting damages under S ection 19.B(1)(a) and (b) above), the sum of (a) the unamortiz ed portion of all costs, loss es and e xpenses incur r ed by Landlord as a r esult of entering into the Le ase, and (b) twent y-five p ercent (25%) of the tot al nominal Rent which Landlord would have received under this Lea se (h ad Tenant made all such Rent paym ents as required) for the remainder of the Term, whi ch the parties agree is a fair and r eason able estimate of Landlord’s R ental Dama g es and the Costs of Reletting.

C. Te nant Not Reli eved f rom Liabilities. Unless expressly provided in this L ea s e, the repossession or r e-entering of all or any part of the Premises shall not reli eve Tenant of its li abilities and obli g ations under this L e ase. In addition, Tenant shall not be reli eved of its li abil iti es und er this L e ase, nor be entitl ed to any d ama g es he r eunder, based upon minor or immaterial errors in the e x ercise of L andlord’s remedies. No right or remedy of L andlord shall be e x clusive of any other right or r emedy. Ea ch ri ght and r emedy shall be cumul ative and in addition to a ny other ri ght and remedy now or subsequ ently avail able to L andlord at L aw or in equity. If Tenant fails to pay any amount when due he r eunder (after the e xpiration of any appli cable cure period), L andlord shall be entitl ed to re c eive intere st on any unp aid it em of R ent from the date initi ally due (without re g ard to a ny appli cable g r a ce period) at a rate equal to the lesser of e i ghte en pe r cent (18%) per annum or the highest ra te permitt ed by L aw. In addition, if Te n ant fails to pay any it em or inst allment of Rent when due (after the e xpiration of a ny applic able cure period), Tenant shall pay L andlord an administrative fee equal to five p ercent (5%) of the past due Rent. However, in no event shall the cha r g es p ermitt ed under this S ection 19.C or elsewhe re in this L e ase, to the e xtent they a re considered interest under appli cable L aw, e x ce ed the maximum lawful rate of interest. If any pa y m ent by T enant of an amount deemed to be interest results in T enant h aving p aid any int erest in e x cess of that permitt ed by L aw, then it is the e xpress int ent of L andlord and Tenant that all such e x cess amounts ther etofore coll ected by L andlord be credit ed a g ainst the other amounts owing by Tenant under this L ease. Receipt by L andlord of T enant’s keys to the Pr emises shall not constitute an a c ceptan ce or surrend er of the Pr emises. NOTWITHSTANDING ANY OTHER PROVISION OF THIS LEASE TO THE CONTRARY, TENANT SHALL HOLD LANDLORD PARTIES HARMLESS FROM AND INDEMNIFY AND DEFEND SUCH PARTIES AGAINST, ALL CLAIMS THAT ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS LEASE, SPECIFICALLY INCLUDING ANY VIOLATION OF APPLICABLE LAWS OR CONTAMINATION (DEFINED IN ARTICLE 30) CAUSED BY A TENANT PARTY.

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D. L andlord’s Lien. To secure T enant’s obligations under this L e ase, Te n ant grants L andlord a contr actual se curity int erest on all of T enant’s invento r y, goods, consumer goods and equipm ent now or here aft er situated in the Premises and all proceeds there fro m, in c luding insu ra n ce proceeds (coll ective l y, “Collateral”). No Coll ateral shall be r emoved fr om the Premises without L andlord’s prior written consent until all of Tenant’s obli g ations a re fully satisfied (e x cept in the ordinary course of business and then only if repl aced with it ems of same or greater v alue and quali t y). Upon a ny eve nt of default, L andlord ma y, to the fullest e xtent permitt ed by L aw and in addition to a ny other re m edies provided h e r ein, ent er upon the Premises and take possession of a ny Coll ateral without being held li able for tresp ass or conversion, and sell the s ame at public or private sale, after givi ng Tenant at least ten (10) da ys written noti ce (or more if requir ed by L a w) of the time and place of such sale. Such noti ce may be s ent with or without return re ceipt requested. Unless prohibited by L aw, a ny L andlord P arty may pur chase a ny Coll ateral at such sale. Subject to appli cable L aw, the pr o ceeds from such sa l e, less L andlord’s e xpenses, including re ason able attorne y s’ fees and other e xpenses, shall be credited against Tenant’s obli g a tions. Any su r plus sh a ll be paid to Tenant (or as otherwise requir ed by L a w) and a ny defi ciency shall be paid by Te n ant to L andlord upon demand. Tenant he r e by authoriz es L andlord to file a financ ing statement suff i cient to perfect the for e going s ecurity interest, or to file a copy of this L ease as a financing statement, as permitt ed under L aw.

20. LIMITATION OF LIABILIT Y. NOTW I THSTAN D ING ANYT HING TO THE CONTRARY C ONTAINED IN THIS L EA S E, THE L IAB IL ITY OF L ANDL O RD (A ND OF ANY SUCCESSOR L AND L ORD) TO TENANT (OR ANY PERSON OR ENTI TY C L A IMING BY, THROUGH OR UNDER TENANT) S HALL BE L I M I TED TO THE INTER E ST OF LAND L O RD IN THE PROPERTY. TENANT SHALL L OOK S O L E LY TO LAN D L ORD’S I NTEREST IN THE PROPERTY FOR THE RECOVERY OF ANY JUDGMENT OR AWARD AG A INST L AND LORD. NO L AND LORD PARTY SHA LL BE PERSON A LLY LI ABLE FOR ANY JUDGMENT OR DE F I C I ENCY. B E FORE FILING SU IT FOR AN ALLEGED D E FAU LT BY LANDL O R D, TENANT S HALL G I VE L ANDL O RD AND THE M O R TGAGEE(S) (D E FIN ED IN AR T I C LE 2 5) WHOM TENANT HAS BEEN NOT I F I ED IN W R I T I NG HO LD MORTGAGES (DEF INED IN A R T I C LE 2 5) ON THE PROPER TY, B UILDING OR PREM I SES, NO T ICE AND REASONABLE TI ME TO CURE THE ALLEGED DEF AU LT. TEN ANT HEREBY W A IVES A LL C L A IMS AGAINST A LL L AND LORD P ART IES FOR C ON S EQUENTIAL, SP ECIAL OR PUN ITIVE DAMAGES A LL EGED LY SUFF ERED BY ANY TENANT P A RTIE S, I NCLUD I NG LOST PROFITS AND BUS INESS INTERRUPTION.

21. No Waiver. Neither part y’s f ailure to de clare a default immediately upon its occur r ence or delay in taking action for a default shall constitute a waiver of the default, nor shall it constit ute an estoppel. Neither part y’s failure to enfor ce its rig hts for a default shall constitute a waiver of that party’s ri ghts regarding a ny subsequ ent def ault.

22. Te nant’s Right to Possession. Provided Tenant pa ys the Rent and fully p e rforms all of its other covenants and agre ements under this L ea s e, Tenant shall have the right to o cc upy the P re mis es without hindrance from Landlord or any person lawfully claiming throu gh L andlord, subject to the terms of this L e ase, all Mortg ages, insura n ce r equirements and applic able Law. This covenant and all other cove n ants of L a ndlord shall be binding upon L andlord and its su c cessors only during its or their respective periods of ownership of the Building, and shall not be a personal covenant of any L andlord Parties.

23. Relocation. L andlord m a y, upon sixty (60) da ys noti ce to Tenant, r eloca te the Premises to a ny other premises within the Property (“Relo cated Pre mises”) on a d ate of relo cation (the “Relocation Date”) spec ified therein. The Reloc ated Premises shall in all respects be subst antially the same or bett er, as rea sonably de t ermined by L andlord, in are a, f inish, and a pp r op r i a t ene ss f or the P ermitt ed Use. In such event, all reasonable e xpenses of moving Te n ant and d ecor ating the Relocated Premises with subst anti ally the s ame leasehold improvements shall be at the e xpense of L andlord, including the ph ysical move, r elocati ng Tenant’s e xisting telephone equipm ent and oth er costs set forth below. All moving costs (including the cost to relocate phones, comput ers and other s ystems of simil ar nature), all costs of reprinting statione r y, c ards and other printed m a t er i al b ear ing Tenant’s addr ess at the Premises if such address c h anges due to the relocati on (but only the quanti ty existing immediately prior to the relocation) and all other out-of-poc k et costs directly incurred by Tenant in connection with relocation to the Re lo ca t ed P re mis e s, in c luding r e a son a ble d ecora ting a nd design costs, shall be paid by L andlord within thirty (30) da ys after r e ceipt of third-party invoic es therefor. From the Reloc ation Date throu gh the Expiration Date, the aggreg a te B ase Rent for the

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Relocated Premises shall be the same as for the original Premises. Tenant’s failure to vacate the Premises and move into the Relocated Premises on the Relocation Date shall constitute a Time S ensitive Default.

24. Holding Over. E x cept for a ny permitt ed occup a n cy by Tenant under Article 29, if Tenant or a ny p arty claiming b y, through or under Tenant f ails to surrender the Premises at the expi ration or earlier termination of this L e ase, the continued oc c upancy of the Premises shall be that of a tenancy at suff eranc e. Tenant shall pay an amount (on a per month b asis without reduction for partial months during the holdover) equa l, for the initial two (2) months of such holdover, to one hundred fifty percent (150%) of, and thereafter to two hundred percent (200%) of, the greater of: (A) the sum of the Base Rent and Tenant’s Pro Rata Share of Ex cess Operating Expenses due for the period immediately pr eceding the holdover; or (B) the f air market gross r ental for the Premises. Tenant shall otherwise continue to be subje ct to all of Tenant’s obligations und er this L ea s e. No holdover by T enant or p a yment by T enant after the e xpiration or e arly termination of this L e ase sh all be construed to e xtend the Term or prevent L andlord from immediate recov ery of possession of the Premises by summ a ry pr o ceedings or otherwise. In addition to the pa yment of the amounts provided above, if L andlord is un able to deliver possession of the Pr emises to a n ew tenant, or to p erf orm improvements for a new tenant, as a r esult of Tenant’s holdover and T e n ant fails to vacate the Premises within fifteen (15) da ys after L andlord notifies Tenant of L andlor d’s inability to deliver possession, or perform improvements, such failure shall constitute a Time S ensitive Default hereunder; and notwithstanding a ny other provision of this L e ase to the contra r y, TENANT SHALL BE LIABLE TO LANDLORD FOR, AND SHALL PROTECT LANDLORD FROM AND INDEMNIFY AND DEFEND LANDLORD AGAINST, ALL LOSSES AND DAMAGES, INCLUDING ANY CLAIMS MADE BY ANY SUCCEEDING TENANT RESULTING FROM SUCH FAILURE TO VACATE, AND ANY CONSEQUENTIAL DAMAGES THAT LANDLORD SUFFERS FROM THE HOLDOVER.

25. Sub or d i nation to Mortgages; Esto pp el Certificate. Tenant a c cepts this L e a se subj ect a nd subordinate to a ny mortgage(s), de ed(s) of trust, g r ound l ea s e(s) or oth er li en(s) now or subs e qu e ntly aff e cting the Premises, the Buil ding or the P r op e rty, a nd to re n ewa ls, modi f i c a tions, ref in a n c ings a nd e xtensions thereof (coll e ctively, a “Mortgage”). The party h aving the b e n efit of a Mo r tga ge sh a ll be referred to as a “Mort gagee.” This clause shall be self-op erative, but upon requ est from a Mortg agee, Te n ant shall e x ecute a comm ercially r easonable subo r din a tion a g reeme nt in fa vor of the Mortg agee. In li eu of having the Mortga ge be superior to this L e ase, a Mortg agee sh all have the right at any time to subordinate its Mortgage to this Le ase. If requ ested by a succ essor-in-int erest to all or a part of L andlord’s int erest in this Le ase, Te n ant shall, without c h arge, a tto rn to the su cce sso r- in-int erest. Te n ant shall, within five (5) days aft er receipt of a written request from L andlord, e x ecute and deliver an estoppel certificate to those parties as are reasonably requested by L andlord (including a Mort g agee or prospective purc h ase r). The estoppel certific ate sha ll in c lude a st a t e m e nt certifying that this Le ase is unmodified (e x cept as identified in the estoppel certific ate) and in full force and eff ect, de s cribing the dates to which Re nt and other cha rges ha ve been paid, repr esenti ng that, to the best of Tenant’s knowle d g e, there is no default (or stating with specificity the nature of the alle g ed d e f ault) and c ertifying other matt ers with respect to this L ea se that may r easonably be requested. Te n ant’s failure to provide any estoppel certificate within the five (5) day period specified abov e, and the continuation of such failure for a period of five (5) days after L andlord delivers a second written noti ce requesti ng same, sha ll c onstitute a T ime S e nsitive Defa ult und er this L e ase.

26. Attor n eys’ Fees. If either party institutes a suit a g ainst the other for viol ation of or to enfor ce a ny cov enant or condition of this L ease, or if either p arty intervenes in a ny suit in whi ch the other is a party to enf orce or protect its int e r est or rights, the pr evailing party shall be entitl ed to all of its costs and e xpenses, including r e asonable attorneys’ f ees.

27. Notice. If a demand, re quest, approval, consent or noti ce (coll ective l y, a “n oti ce”) shall or may be given to either p a r ty by the other, the noti ce shall be in writing and de livered by hand or sent by registered or c ertified mail with return re ceipt requested, or sent by ov e r ni g ht or s a me d ay c our i er service, or sent by f acsimile, at the party’s respe ctive Notice Address(es) set forth in Article 1, e x cept that if Tenant has vacated the Premises (or if the Notice Address for Tenant is other than the Premises, and Tenant has vacated su ch addr ess) without providing L andlord a new Notice Address, L andlord may serve notice in a ny mann er d escribed in this Arti cle or in a ny other manner permitt ed by L aw. Ea ch noti ce shall be deemed to have been re ceiv ed or giv en on the earlier to occ ur of ac tu al delivery (which, in the c ase of delivery by fa csimil e, shall be deemed to oc cur at the time of d e liv ery indi cated on the electronic confirmation of the fa csimil e) or the date on which delivery is first

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refused, or, if Te n ant has vacated the Pr emises or the other Notice Addr ess of Tenant without providing a new Noti ce Address, three (3) da ys after notice is deposit ed in the U.S. mail or with a courier service in the manner describ ed above. Either party ma y, at a ny time, cha n ge its Notice Address by givi ng the other party written notice of the new address in the manner de s cribed in this Arti cle.

28. Reser v ed Rights. This L e ase do es not g r ant a ny rights to li ght or air ov er or about the Building. L andlord e x cepts and reserves e x clusi v e ly to itself the use of: (A) roofs, (B) telephon e, electric al and j anitorial c losets, (C) equipm ent rooms, Building risers or similar areas that are used by L andlord for the provision of Building s ervic es, (D) ri ghts to the land and improvements below the floor of the Premises, (E) the improvements and air rights above the Premises, (F) the improvements and air rights outside the demising walls of the Premises, (G) the areas within the Premises used for the installation of uti lity lines and other inst all ations se rving occup ants of the Building, and (H) a ny oth er a r eas desi gnated from time to time by L andlord as service areas of the Building. Te n ant shall not have the ri ght to inst all or operate a ny equipment producing radio freque n cies, electric al or electroma g n etic output or other si gnals, noise or emissions in or from the Building without the prior written consent of L andlord. To the e xtent permitt ed by applic able L aw, L andlord reserv es the right to restrict and control the use of such equipm ent. L andlord has the right to change the Building’s name or address. L andlord also has the right to make su ch oth er ch ang es to the Property and Building as L andlord de ems appropriate, provided the c h anges do not materially aff e ct T enant’s ability to use the Pr emises for the P ermitt ed Use. L andlord shall also ha ve the ri ght (but not the obli g ation) to temporarily close the Building if L andlord r e asonab ly d etermines that there is an imminent danger of signific ant dama ge to the Building or of p er son al injury to L a ndlo rd’s empl o y e es or the occup ants of the Building. The circumst anc es under which L andlord may temporarily close the Building shall include, without limitation, electrical int erruptions, hurrica n es and civil disturbanc es. A closure of the Building und er su ch cir cumst a n ces shall not constitute a constructive eviction nor entitle Tenant to an a b atement or reduction of Re nt.

29. Su rre nd er of Pr e mises. All improvements to the Premises (coll ective l y, “Leasehold Improve m e nts”) shall be owned by L andlord and shall r emain upon the Premises without compensation to Tenant. At the e xpiration or e arlier termination of this L e ase or Te n ant’s ri ght of possession, Tenant shall remove Tenant’s Removable Property (d efined b elow) from the Premises, and quit and surrender the Premises to L andlord, broom clean, and in good order, condit ion and repair, ordin a ry we ar and tear e x cepted. As used h erein, the term “Te nant’s Re movable Property” shall mean: (A) Cable inst all ed by or for the benefit of Tenant and located in the Premises or other portions of the Building; (B) a ny L e asehold Impro v ements that are inst all ed by or for the benefit of Tenant and, in L andlord’s re ason able jud gment, are of a n ature that would require remov al a nd repair costs that are materially in e x cess of the removal and repair costs associated with standard office im p r ov e m e nts (“S p ec ial I n stallatio n s”); a nd (C) Te n a nt’s p er son al pr op er ty. N ot w ithst a nding the for e goin g: (i) L andlord ma y, in L andlord’s sole discretion and at no cost to L andlord, require Tenant to leave a ny of its Special Installations in the Premise s; and (ii) L andlord acknowle dges and agrees th at the L andlord’s Work inst all ed in accor d ance with the Work L etter att ached to this L e ase shall not be deemed a Special Installation hereunde r. If Te n ant fails to remove a ny of Tenant’s Removable Property (other than Spec i al I nst a ll a tions w hi ch La ndlo rd has d e si g n a t ed to re m a in in the Premises) within two (2) da ys after the termination of this L e ase or of Te n a n t’s right to possession, L andlord, at Tenant’s sole cost and e xpense, shall be entitl ed (but not obli g ated) to re move a nd sto re Tenant’s Remov able Propert y. L andlord sh all not be r esponsible for the value, pr eserv ation or safeke eping of Tenant’s Removable Propert y. Tenant shall pay L andlord, upon demand, the e xpenses and stora ge c h a r g es incur r ed for Tena n t’s Removable Propert y. To the fullest e xtent permitt ed by appli cable L aw, a ny unused portion of T enant’s S ecurity Deposit may be appli ed to offset L andlord’s costs set forth in the preceding sentence. In addition, if Tenant fails to remove Tenant’s R emovable Property from the Premises or storage, as the case may be, within thirty (30) da ys after written noti ce, L andlord may de em all or a ny part of Tenant’s Removable Property to be abandoned, and title to Tenant’s Remov able Property (e x cept with r esp ect to a ny H a z ardous Material [defined in Article 30]) shall be deemed to be immediately v ested in L andlord. Ex cept for Special Installations de signated by L andlord to remain in the Pr emises, Tenant’s R emovable Property shall be removed by T enant before the Expiration Date; provided that upon L andlord’s prior written consent (which must be requested by Tenant at least thirty (30) da ys in adv ance of the Expiration Date and which shall not be unre asonably withheld), Te n ant may r emain in the Premi s es for up to five (5) da ys after the Expiration Date for the sole purpose of removing T enant’s Removable Propert y. Tenant’s possession of the Premises for such purpose shall be subj ect to a ll of the terms and conditions of this L ea s e, including the obli g ation to pay B a se R ent and Tenant’s Pro

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Rata Share of Ex cess Operating Expenses on a per diem basis at the rate in effect for the last month of the Term. In the e v ent this L ea se is terminated prior to the Expiration Date, Tenant’s Removable Property (e x cept for Spe cial Install ations desig n ated by L andlord to rema in in the P re mis e s) sh a ll be removed by T enant on or before such earlier date of termination. Tenant shall re p a ir d a m a ge ca us ed by the install ation or r emoval of Tenant’s R emovable Propert y.

30. Hazar dous Material s.

A. Restrictions. No H a z ardous Material (defined below) (e x cept for de minimis quantiti es of household cleaning products and office suppli es us ed in the o r din a ry c ou r se of Te n a n t’s business at the Premises and that are used, kept a nd disposed of in complian ce with L aws) shall be brought upon, us ed, kept or disposed of in or about the Premises or the Property by any T enant P arties or any of T enant’s transf erees, contr actors or li cense es without Landlord’s prior written consent, which consent may be withheld in L a ndlord’s sole and absolute discretion. Tenant’s request for su ch consent shall include a repr esentation and warranty by T e n ant that the Ha z ardous Material in question (1) is necessary in the ordina ry course of Tenant’s business, and (2) shall be used, kept and disposed of in compli ance with all Laws.

B. Re m e diation. Tenant shall, at its e xpense, monit or the Premises for the presence of Ha z ardous Mat erials or conditions which may r easonably give rise to Contamination (defined below) and promptly notify L andlord if it suspects Contamination in the P re mis e s. Any re m e di a tion of Contamination caused by a Te n ant P arty or its c ontractors or invitees which is re qui red by Law or which is deemed necessa ry by L andlord, in L andlord’s opinion, shall be perfo r m ed by La ndlord a nd Tenant shall reimburse Landlord for the cost ther eof, plus a fif t een p er c e nt (1 5%) a dminist ra tive fee.

C. De finition s. For purposes of this Artic le 30, a “Hazardous Material” is a ny subst ance the pr esence of which requir es, or may here after require, notific ation, investig ation or remediation under a ny L aws or whi ch is now or he r eafter defined, listed or re gulated by a ny governmental authority as a “ha z ardous waste”, “e xtremely h a z ardous wast e”, “solid wa st e”, “toxic subst ance”, “ha z ardous substanc e”, “ha z a rdous m aterial” or “regul ated substanc e”, or otherwise regulated und er a ny L a ws. “Contam i nati o n” means the e xist ence or a ny relea se or disposal of a Ha z ardous Material or biological or or g a n ic contaminant, including a ny su ch contaminant which could advers e ly impa ct a ir quali ty, such as mold, fungi or other bacterial agents, in, on, under, at or from the Pr emises, the Building or the Prop erty which may result in a ny li ability, fin e, use restriction, cost re cov e ry li en, remediation requirement, or other governme nt or private party ac tion or imposition affecti ng a ny L andlord P arty. F or purposes of this L ea s e, claims arising from Contamination shall include diminution in value, restrictions on use, adv erse impa ct on l easing spac e, and all costs of site investig ation, remediation, removal and restor ation work, including response costs under CERC LA and similar statut es.

D. Re ports, Su rveys and Acce ptance of P re mise s. All c urrent surve ys or reports prepa r ed for the Property reg arding the pr esence of Ha z ardous Materials (if a n y) in the Building are avail able for inspe ction by Te n ant in the office of the Property man a g er. W ith respect to Ha z ar dous Materials, Tenant he r e by (1) ac c epts full responsibility for r eviewing a ny su ch surve ys and reports and satisf ying itself prior to the e x ecution of this L e ase as to the acceptabili ty of the Premises under S ection 3.B above, and (2) acknowle d g es and agrees that this provisi on satisfies all noti ce requirements under appli cable L aw. In the e v ent Tenant perfor ms or ca us es to be p erf o r m ed a ny t e st on or within the Premises for the purpose of determining the pr esence of a Ha z ardous Mat erial, Tenant shall obtain L andlor d’s prior written c ons ent a nd use a v e ndor a pp r oved by L a ndlo rd f or su ch testing. In addition, Te n ant shall provide to L andlord a copy of such test within ten (10) da ys of Tenant’s r eceipt.

31. M iscellan eous.

A. G ove r ning La w; Ju ris diction and Ve nu e; S everability; Paragraph Headings. This L ea se and the rights and obli g ations of the pa rti es shall be int erpreted, construed and enfor c ed in accorda n ce with the L aws of the state in which the Property is located. All obli g ations under this L e ase are p erf ormable in the county or other jurisdiction where the Property is located, which shall be venue for all le g al actions. If any term or provision of this L ease shall be invalid or unenfor c eable, then such term or provision sh a ll be a utom a ti ca lly ref o rmed to the ext e nt n ec e ss ary to render such term or provision enfor c eable, without the ne c essity of e x ecution of any amendment or new document. The remainder of this L ea se shall not be affected, and e a ch remaining and r e f o r m ed

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provision of this L ea se shall be valid and enf orced to the fullest e xtent permitt ed by L aw. The headin gs and titl es to the Arti cles and S ections of this Lea se are for conveni ence only and sh a ll h a ve no eff e ct on the int erpretation of a ny part of this L e ase. The words “in clude”, “includin g” a nd simil ar words will not be construed restrictive ly to limit or e x clude other items not list ed.

B. Recor ding. Tenant shall not re cord this L ea se or a ny memor andum without

L andlord’s prior written consent.

C. F or ce Maje ure. Whenever a period of time is pr escribed for the taking of an action by L andlord or T enant, the period of time for the performan ce of such action shall be e xtended by the number of days that the pe rforman ce is actually delay ed due to strikes, ac ts of God, shorta g es of labor or materials, war, terrorist a tt ac ks (in c luding bio-c h e mi cal a tt a c ks), c ivil distu r b a n ces a nd oth er causes beyond the r eason able control of the perf o rming party (“Force Majeure”). H o we v e r, e v e nts of For ce M ajeure shall not e xtend the Term, or a ny period of time for the payment of Rent or other sums pa y able by either party or a ny p eriod of time for the written e x ercise of an option or right by either party.

D. Transf erability; Release of Lan dlord. L andlord shall have the r i g ht to t rans fer a nd assi gn, in whole or in part, all of i ts rights and obli g ations under this L e ase and in the Building and/or Propert y, and upon such transfer L andlord shall be released from a ny further obli g ations hereunder, and T enant a g r ees to look solely to the succ essor in int e r est of L andlord for the performa n ce of such obli g ations.

E. Brok er s. L andlord and Tenant re pre s e nt th at n e ith er p ar ty h as d e a lt di rec tly w ith any other brokers other than CBRE, Inc., which r epr esented L andlord, and The Edison Group, L LC, which re presented Te n ant (whose commissions sh all be paid by L andlord pursuant to se p arate written agree m ents) in connection with this L e ase. TE NANT AND L ANDLORD SHALL EACH INDEMNIFY T HE O T H ER AGAINST ALL COST S, EXP ENSES, ATT ORNEYS’ F E ES, LIENS AND O T H ER LIABILITY FOR CO MMIS SIONS OR O T H ER C O M P E NSATION CLAIMED BY ANY BROK ER OR A G ENT CLAIMING T HE SAME B Y, T HRO U GH OR UNDER T HE INDEMNIFYING P ARTY, O T H ER THAN T HE BROK ERS SPECI FICALLY IDENTIFIED AB O V E.

F. Authority; Joint and S everal Liability. L a ndlord covenants, w arr a nts and repre s ents that e ach individu al e x ecuting, att esting and/or d elivering this L ease on be h alf of L andlord is authoriz ed to do so on behalf of L andlord, this L e ase is binding upon and enforceable against L andlord, and L andlord is duly organiz ed and leg ally e xisting in the state of its or g aniz ation and is qualified to do business in the state in whi ch the Pr emises are loca t ed. Simil arl y, Te n ant covenants, warrants and repre s ents that each indi vidual e x ecuting, att esting and/or delivering this L e ase on behalf of Tenant is authori z ed to do so on behalf of Tenant, this L e ase is binding upon and enfor c eable against Tenant; and Tenant is duly or g aniz ed and le g ally e xisting in the state of its organiz ation and is qualified to do business in the st ate in which the Premises are loc ated. If there is more than one Te n ant, or if Tenant is comprised of more than one party or enti t y, the obligations imposed upon Tenant shall be joint and several oblig ations of all the p arties and entiti es. Notices, pa y m ents and a greements given or made b y, with or to a ny one p erson or enti ty shall be de emed to have be en given or made b y, with and to all of them.

G. Time is of the Essence; Relationship; Su ccessors and Assign s. Time is of the essence with r espect to T enant’s perfor m ance of its obli g ations and the e x erc ise of a ny e xpansion, rene w al or e xtension rights or other options g r a nted to Te n ant. This L e a se shall create only the relationship of landlord and tenant between the p arties, and not a partnership, joint venture or a ny other relationship. This L ease and the covenants a nd conditions in this L e ase shall inure only to the benefit of and be binding only upon L andlord and Tenant a nd th e ir p er mitt ed su cce sso rs a nd a ssig ns.

H. Su rvival of Ob ligation s. The e xpiration of the T erm, w h ether by lapse of time or otherwise, shall not relieve either party of a ny obli g ations which a ccru ed prior to or which may continue to accrue after the e xpiration or early termination of this L ease. Without limiting the s c ope of the prior senten ce, it is a greed that T enant’s oblig ations under S e ctions 4.A, 4.B, and 4.C, and under Articles 6, 8, 12, 1 3, 19, 24, 29 and 30 shall survive the e xpiration or early termination of this L e ase.

I. Bind i ng Eff ec t. L andlord has delivered a copy of this L e ase to Tenant for Tenant’s review onl y, and the d elive ry of it do es not constitute an offer to Tenant or an option. This L ea se

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shall not be effective against a ny party hereto until an original copy of this L ease has be en signed by such party and d elivered to the other part y.

J. F ull Agr ee m e nt; A m end m e nts. This L e ase cont ains the parties’ entire agreement reg arding the subject matt er hereof. All understandings, discussions, and agree m ents previously made betw een the p arties, written or or al, are sup e rseded by this L ea s e, and neither party is r e l ying upon a ny warranty, stat ement or re present ation not contained in this L ea s e. This L e ase may be modified only by a written a g r eement si gned by L andlord and Tenant. The e xhibits and riders att ached h ereto are inco rporated herein and ma de a part of this Le ase for a ll purposes.

K. Tax Waiver. Tenant w aives all rights pursu ant to all L aws to contest any t a x es or other levies or protest appraised values or re c eive noti ce of reapprais al reg arding the Property (including L andlord’s personalt y), irresp ective of whether L andlord contests same.

L. F inan cial Stat e m e nts. At any time du r i ng t he T er m, T e n a nt sh a ll deliver to L andlord, within ten (10) days aft er L andlord’s requ est therefor, audit ed fin ancial statements of Tenant, including a balan ce sheet and a profit and loss statement for the most rec ent two (2) y ears, all prepa r ed in a c corda n ce with gene r ally a c cepted accounti ng principl es c onsistently appli ed and certified by an indep endent certified public a c countant. Notwithstanding the for egoing, L andlord shall not make a ny su ch r equest to Tenant more than one (1) time in any tw elve (12) month period during the Term; provided, however, that there sh all be no such limit to L a ndlord’s requ ests in the event such requ est is made aft er an e v ent of default (r egardless of notice or cure periods) h as occur r ed under this L ea se or in connection with a sale or finance, or proposed sale or finance, of the Building.

32. P rohibited Persons and Transaction s. Tenant repre s ents to L andlord: (i) that neither Tenant nor a ny person or enti ty that directly owns a ten percent (10%) or gr eater equity int erest in it, nor a ny of its officers, dir ectors or managing memb ers, is a person or entity with whom U.S. persons or entities are restricted from doing business und er regulations of the Office of F oreign Ass et Control (“OFAC”) of the Department of the Tr easu ry (in cluding those named on OFA C’s Specially Design ated N ationals a nd Blocked P ersons List) or under Ex ecutive Order 13224 (the “Exe c uti ve Order”) sign ed on S eptember 24, 2001, and entitl ed “Blocking Property and Prohibiting Transactions with P ersons Who Commit, Threaten to Commit, or Support Terrorism”, or other L a ws (each such person, a “Prohibited Person”), (ii) that Tenant’s activities do not viol ate the International Money L aundering Aba t ement and Anti-Terr orist Finan cing A ct of 2001, or the regulations or orders pr omulgated ther eunder, as they may be a m ended fr om time to time, or other anti-money laund ering L aws (the “An ti-Mon ey Laundering Laws”), and (iii) that throughout the Term of this L ea se Te n ant shall comply with the Ex ecutive Order and with the Anti-Money L aund ering L aws.

33. Sp ecial Stip ulation s. The special stipulations, if a n y, set forth on Exhibit F att a c h ed to this L e ase are incorporated h erein by r eferenc e. If there is no Exhibit F atta ched to this L e ase, th ere a re no such spe cial stipulations. Such spe cial stipulations shall control if in c onfli ct with a ny of the for e going provisions of this L e ase.

[THE REST OF THIS P A GE IS INTENTIONALLY BLAN K]

[SIGNATURES COM MENCE ON THE FOLLOWING P A GE]

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L andlord and Te n ant have e x ecuted this L e ase as of the Effective Date specified below L andlord’s si gnature.

LANDLORD:

M ETZLER ONE BUC KHEAD PLAZA, L.P.,

a Delaw are limited partn ership

B y: Metzler One B u ckhead GP, LLC, a D elaw are limited liabili ty compan y, its g e n e r al par tner

B y: MUSREF One Buckhe ad Plaza L P, its sole member

B y: MUSREF GP One B u c khead Plaza LLC, its g en eral partner

B y: Metzler Man a g ement, I n c., its Mana g er

By: /s/ Steven A. Franceschina

Name: Steven A. Franceschina

Title: Vice President

Effective Date: December 17, 2013

TENANT:

S AFETY QUICK LIGHT LLC,

a Florida limi t ed li ability company

By: /s/ James R. Hills

Name: James R. Hills

Title: President, CEO

Tenant’s Federal Emplo y er Identific ation Number:

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EXHIBIT A-1

OUTLINE AND LOCATION OF PREMISES

[NOTE: Draw i n g s, d i m e nsio ns, plan s, bo un daries, i nterior wall s, f u rnitu re, fixtu res, a nd i m pr o v e m e n ts s h o wn in this E x hibit are f or illustrative p u rpo ses o n ly a nd are n ot inte n ded to in dicate the ac t ual i mpro v e men ts to the P rem i ses, w hich shall be co ns t r ucted in accordance with t he A ppro ved C o n struction Docu ments]

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EXHIBIT A-2

LEGAL DESCRIPTION OF PRO PERTY

TRACT A

All that tract or pa r cel of land l ying and being in Land Lot 99 of the 17th District, City of Atlant a, Fulton Count y, Ge o r gia, and being more particularly de s cribed as follows:

Comm encing at a point on the northwest line of the ri ght of way of P e a chtr ee Road (r i ght of way varies) 438.2 f eet as me asured north erly along the west line of the ri ght of w ay of P e a chtree Road from the int erse ction formed by the west line of the ri ght of w ay of Pe achtree Road with the north line of L and Lot 100 of said 17th District of Fult on Count y, G eor gia; thence North 68 degrees 44 minutes 59 seconds W e st a dist ance of 14.03 f eet to a point on the e xisting ri ght of way li ne of P eachtree Road; thence northeaster ly along the arc of a cur ve of the e xisting northwest right of w ay line of P eachtree Road, which arc has a chord as measured North 27 degrees 01 minutes 47 seconds East of 56.25 fe et, a distance of 56.26 feet to a point; thence northeaster ly along the arc of a c urve of the e xisting northwest right of way line of P e a chtree Road, which arc has a cho rd as m ea su red Nor th 29 degr e es 18 minutes 01 seconds East of 10.10 fe et, a dist a n ce of 10.10 fe et to a point; thence northeaster ly along the a rc of a curve of the e xisting northwest ri ght of way line of P eachtree Road, which a rc has a chord as measured North 31 d e grees 18 minutes 40 se conds East of 48.71 fe et, a dist ance of 48.72 f eet to a point; thence continuing along said ri ght of way North 32 de grees 58 minutes 37 seconds East a dist ance of 317.25 fe et to a point; s aid point being the southe ast point of the mitered int ersection of the west right of way of P eachtree Road (variable right of wa y) and the south right of w ay of W est P aces F erry Ro ad (v ariable ri ght of wa y); thence along the miter ed int ersection along a cur ve to the left, an arc dist ance of 30.51 fe et, said curve having a r adius of 53.51 fe et and being subt ended by a chord of 30.10 fe et, at North 16 de g r ees 38 minutes 30 seconds East, to a point; said point being the P O INT O F B EG INN I NG; thence South 64 de g r ees 47 minut es 13 seconds W est a dist a n ce of 149.11 fe et to a point; thence North 68 de g re es 44 minut es 59 s ec onds W est a distance of 330.40 fe et to a point; then ce North 21 degrees 15 mi nutes 01 seconds East a dist ance of 15.50 f eet to a point; thence North 68 de g r ees 44 minutes 59 se c onds W est a dist ance of 20.50 fe et to a point; then ce North 21 de g r ees 15 minutes 01 seconds East a dist ance of 56.00 fe et to a point; thence North 68 degrees 44 minut es 59 se conds W est a dist ance of 127.50 feet to a point; thence North 21 de g r ees 15 minutes 01 seconds East a dist ance of 87.07 fe et to a point; th e n ce N o r th 21 degr e es 47 minutes 54 seconds W est a dist ance of 46.64 fe et to a point on the south right of w ay of W est P aces F erry Road; thence along said ri ght of way South 60 de grees 25 minutes 19 seconds East a dist ance of 32.17 f eet to a point; thence continuing along said right of way South 60 de g r ees 25 minutes 19 seconds East a dist ance of 304.82 fe et to a point; thence continuing a long s a id r i g ht of way South 67 de g r ees 12 minutes 02 seconds East a dist ance of 115.55 fe et to a point; thence continuing along said right of w ay on a cur ve to the left, an a rc dist ance of 109.63 feet, said cur ve having a r adius of 783.89 fe et and being subtended by a chord of 109.54 fe et, at South 69 d e g rees 34 minutes 00 seconds East, to a point; thence continuing along said ri ght of w ay on a c u r ve to the r i g ht, an arc dist ance of 69.00 f eet, said curve having a radius of 53.51 fe et a nd b e ing subt e nd ed by a c hord of 64.32 fe et, at South 36 degrees 38 minutes 00 seconds East, to a point; said point being the P OINT OF BEG INN I NG;

TRACT B

All that tract or pa r cel of land l ying and being in Land Lot 99 of the 17th District, City of Atlant a, Fulton Count y, Ge o r gia, and being more particularly de s cribed as follows:

Comm encing at a point on the northwest line of the right of way of Pe a chtr ee Road (as an 80 foot right of wa y) 438.2 f eet as measured northerly along the west line of the right of way of P e a chtree Road from the int ers ecti on formed by the west line of the ri ght of way of Pe achtree Road with the north line of L and Lot 100 of said 17th District of Fulton; thence North 62 degrees 20 minut es 43 seconds W est a dist ance of 542.39 feet to a point; thence South 21 de g r ees 15 minutes 01 seconds W est a dist ance of 0.48 feet to a point; said point b eing the P O INT OF BEGIN N ING; th ence North 68 de g r ees 44 minutes 59 seconds W est a dist ance of 223.09 fe et to a point; th ence S outh 21 d e g rees 15 minutes 01 seconds West a dist ance of 6.19 fe et to a point; thence North 68 de g r ees 44 minutes 59 s econds W est a dist ance of 70.71 f eet to a point; thence North 21 d e grees 15 minutes 01 seconds East a dist ance of 11.30 fe et to a point; thence South 68 de g r ees 44 minutes 59 seconds East a dist ance of 2.80 feet to a point; thence North 21 de g r ees 15 minut es 01 sec onds East a dist ance of

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156.87 fe et to a point; thence South 68 de g rees 44 minutes 59 seconds East a dist ance of 291.00 fe et to a point; then ce South 21 de g r ees 15 minutes 01 seconds W est a dist ance of 161.98 f eet to a point; said point being the POINT OF BEG I NN I NG;

TRACT C

All that tract or pa r cel of land l ying and being in Land Lot 99 of the 17th District, City of Atlant a, Fulton Count y, Ge o r gia, and being more particularly de s cribed as follows:

Comm encing at a point on the northwest line of the right of way of Pe a chtr ee Road (as an 80 foot right of wa y) 438.2 f eet as m easured northerly along the west line of the right of way of P e a chtree Road from the int ers ecti on formed by the west line of the ri ght of way of Pe achtree Road with the north line of L and Lot 100 of said 17th District of Fulton Count y, G eor gia; thence Nor th 68 degrees 44 minutes 59 seconds W est a dist ance of 14.03 fe et to a point on the e xisting right of w ay line of P eachtree Road (a 94 foot right of way at this point); thence northeasterly along the a rc of a c urve of the e xisting northwest right of way line of P e a chtree Road, which arc has a cho rd as m ea su red Nor th 27 degr e es 01 minutes 47 seconds East of 56.25 fe et, a dist a n ce of 56.26 fe et to a point; thence northeaster ly along the a rc of a curve of the e xisting northwest ri ght of way line of P eachtree Ro ad, which a rc has a chord as measured North 29 d e grees 18 minutes 01 se conds East of 10.10 fe et, a dist ance of 10.10 fe et to a point; thence northe aster ly along the arc of a cur ve of the e xisting northwest right of way li ne of P eachtree Road, whi ch arc has a chord as measured North 31 de g r ees 18 minutes 40 seconds East of 48.71 fe et, a dist ance of 48.72 fe et to a point; th e n ce c ontinuing a long said right of way North 32 de grees 58 minutes 37 s econds East a dist ance of 317.25 fe et to a point; said point being the south east point of the mitered intersection of the west right of way of P eachtree Road (variable right of w a y) and the south ri ght of way of W est P a c es F erry Road (variable right of wa y); said point being the P OINT OF B EG INN I NG; thence a long the we st ri g ht of w ay of P e a c ht ree Road South 32 de grees 58 minutes 37 seconds W est a dist ance of 116.93 fe et to a point; thence leaving said ri ght of way North 68 degrees 44 minutes 59 seconds W est a dist a n ce of 376.76 f e et to a point; thence South 21 d egrees 15 minutes 01 se conds W est a dist ance of 17.60 fe et to a point; thence North 68 d e grees 44 minutes 59 seconds W est a dist ance of 183.00 fe et to a point; then ce North 21 de g r ees 15 minutes 01 seconds East a distance of 125.50 fe et to a point; thence South 68 degrees 44 minutes 59 seconds East a dist ance of 127.50 fe et to a point; thence South 21 de grees 15 minutes 01 seconds W est a dist ance of 56.00 fe et to a point; thence South 68 degrees 44 minutes 59 seconds East a dist ance of 20.50 fe et to a point; thence South 21 de g r ees 15 minutes 01 seconds W est a dist ance of 15.50 fe et to a point; thence South 68 degrees 44 minutes 59 seconds East a dist ance of 330.40 f eet to a point; thence North 64 d egrees 47 minutes 13 s e conds East a dist ance of 149.11 fe et to a point on the mitered int ersection; thence along the mit ered int er s ec tion a long a c u rve to the ri ght, an a rc distance of 30.51 f eet, s aid curve having a radius of 53.51 fe et and b eing subtended by a chord of 30.10 fe et, at South 16 de g r ees 38 minutes 30 sec onds W est, to a point on the west ri ght of w ay of P eachtree Road; said point being the PO I NT OF BEG I NN I NG;

TOGETHER W ITH the rights and benefits a ccruing to the for e going Tr acts A, B a nd C by vi r tue o f:

Easement Tr act D; Rights and benefits, including A ccess Ea s ement and Utility Ea s ement, a ccruing to the for e going Tra cts A, B and C by virtue of that certain Recipro cal Easement A greement re cor d ed in Book 10149, P a ge 394 of the Official Records of Fulton County, G eor gia;

Easement Tr a ct E; Rights and benefits, including A ccess Ea s eme nt, ac c r uing to the f o re g oing Tra c ts A, B and C by virtue of th at cert ain Recipro cal Ea s ement A greement r ecor d ed in Book 12015, Pa ge 333 of the afore s aid r ec ords as amended by First Amendment to Re ciproc al Ease m ent A g r eement re cor d ed at Book 13787, P a ge 178 of the afore s aid records; and

Easement Tr a ct F; Rights and benefits, including W alkway and Roa dway Easements, Conditional Future Grant of Plaza Ar ea Ea s ement, Und e r ground Storm Drain Ease m ent, Easement for Existing Utility Lines, and License for P arkin g, a ccruing to the for e going Tr acts A, B and C by virtue of that certain Dedi c a tion, Ag r ee m e nt R e sp ec ting Ease m e nts a nd Cost S h ar ing Agree m e nt r e c o r d ed at Book

20252, P a ge 5 of the afor esaid re cords,

Easement Tr a ct G; Rights and bene fits, including Conditional Future Grant of Access E asement, accruing to the for e going Tracts A, B and C by virtue of that certain A g r ee m ent Respecting A ccess re cor d ed in De ed Book 19390, P a ge 182, afor esa id re cords,

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Easement Tr a ct H; Rights and benefits, including the right to construct and maintain certain improvements within the public rights-of-wa y, a cc ruing to the f o r e g oing Tr a c ts A, B a nd C by vi r tue of that cert ain A greement recor d ed at De ed Book 12856, P a ge 74, afor esa id re cords.

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EXHIBIT B

RULES AND REGULATIONS

1. No sign, picture, advertisement or noti ce shall be displa y ed by Te n ant on a ny part of the Premises, the Building or the Property unless the same is first approved by L a ndlord. Any such sign, picture, advertisement or noti ce approved by La ndlord shall be paint ed or inst all ed for Tenant by Landlord at Tenant’s e xpense. No awnin gs, curtains, blinds, shades or screens shall be attached to or hung in, or used in conne ction with a ny window or door of the Premises without the prior consent of the Landlord, including approval by Landlord of the quali t y, t ype, desig n, color and mann er of att achment.

2. Tenant a grees that its use of ele ctrical current sh all never e x c e ed the c apa city of e xisting fe eders, risers or wiring installation.

3. Tenant shall not do or permit to be done in or about the Premises or Property a n y thing w hi ch shall increa se the rate of insurance on said Prop erty or obstruct or int e rfe re with the ri ghts of other lessees of L andlord or annoy them in any wa y, including, but not limited to, using any music al instrument, making loud or unseemly noises, or singin g, etc., nor use the Premises for sleepin g, lodgin g, or cooking by a ny person at any time e x cept with permission of L andlord. Tenant will be permitt ed to use for its own employ e es within the Premises a conventional coffee-maker. No vending machin es of a ny kind will be inst a lled, permitt ed or used on a ny part of the Premises. No part of said Prop erty or Premises shall be used for g amblin g, immoral or other unlawful purposes. No intoxicating beverage shall be sold in said Property or Premises without prior written cons ent of L andlord. No area outsi de of the Premises shall be used for storage purposes at a ny time.

4. No birds or anim als of a ny kind shall be brought into said Prop ert y. All vehicles, including bic y c l es, motor c y cles or other motoriz ed vehicles, shall be driven and parked only in areas designa t ed ther efor by Landlord.

5. The sidewalks, entra n ces, passages, corridors, halls, elevators, and stairw a ys in the P r op erty shall not be obstructed by T enant or used for a ny purposes other th an those for which same were int ended as ingress and e g r ess. No windows, floo rs or sk yli ghts that r efle ct or admit light into the Building shall be cove r ed or obstructed by T enant. Toilets, wash basins and sinks shall not be used for a ny purpose other than those for which they w ere construct e d, a nd no s wee ping, r ubbish, or oth er obstructing or improper substances shall be thrown therein. Any d ama ge r esulting to th e m, or to any other part of the Prop ert y, from misuse by T enant or its emplo y e es, shall be borne by Te n ant.

6. Only one key for each office in the Pr emises will be furnished Tenant without cha r g e. No additional lock, latch or bolt of a ny kind sh all be placed upon a ny door nor shall a ny cha nges be made in e xisting locks or mechanisms thereof without written consent of L andlord. At the termination of the L e ase, Tenant shall r eturn to L a ndlord all ke ys furnished to Tenant by L andlord, or otherwise proc ured by Tenant, and in the event of loss of a ny ke ys so furnished, Tenant shall pay to L andlord the cost the r eof.

7. L andlord shall have the right to prescribe the w eight, position and manner of inst all ation of hea vy articles such as saf es, machines and other e quipm ent which Tenant m ay use in the Pr emises. No safes, furniture, filing cabinets, box es, large parc els or other kind of fre i ght shall be taken to or from the Premises or allowed in any e l evator, hall or corridor at any time e x cept by permission of and at times allowed by L andlord. Tenant shall make prior a rra n g e m ents with L andlord for use of the fre i ght elevator for the purpose of transporting such articles and such arti cles may be tak en in or out of the Building only between or during hours as may be arr a n g ed with and designa t ed by L andlord. The persons empl o y ed to move the same must be approved by L andlord. In no event shall a ny we i ght e x ceeding fif ty (50) pounds per square foot of floor spa ce be placed upon a ny floor by Te n ant, without prior written approval of L andlord.

8. Tenant shall not cause or permit a ny g a s es, liquids or odors to be produced upon or p er m ea te from the Premises, and no flamm able, combustible, e xplosive, toxic or other ha z ardous fluid, chemi cal or substa n ce sh all be brou ght into the Propert y.

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9. Subject to L andlord’s se curity measur es in eff e ct for the Property from time to time during the Term of this L ease, T enant shall have ac c ess to the Premises on a twent y-four (24) hour, seven (7) day per w e ek basis.

10. Unless e xpli cit ly permitt ed by the L e ase, Te n ant shall not empl oy a ny p e rson other than L andlord’s contra ctors a nd empl o y ees for the purpose of cleaning and taking c are of the Premises. L andlord shall not be responsible for a ny loss, theft, m ysterious disapp ea r ance of or d amage to, a ny property, however occurring. Only persons authoriz ed by the L andlord may furnish ice, drinki ng water, towels, and other simil ar services within the Property and only at hours and under r e gulations fix ed by L andlord.

11. No conne ction shall be m ade to the electric wires or gas or electric fixtures of the Propert y, without the consent in writing on each oc casion of L andlord. All glass, locks and trimmings in or upon the doors and windows of the Premises shall be kept whole and in g ood repair. Tenant shall not injure, overload or d e f ace the Propert y, the woodwork or the walls of the Premises, nor permit upon the Premises any noisome, noxious, noisy or offe nsive business.

12. If Te n ant r equires wiring for a bell or buzz er s ystem, such wiring sh all be done by the electrician of the L andlord only, a nd no outside wiring men shall be allowed to do work of this kind unless by the written permission of L andlord or its repre s entatives. If tele phonic service is desir ed, the wiring for sa me shall be approved by L andlord, and no boring or cutting for wiring shall be done unless approved by L andlord or its representatives, as stated. The electric c urrent shall not be used for power or he ating unless written permission to do so shall first have been obtained fr om La ndlo rd or its represent atives in writing, and at an agreed cost to Tenant.

13. Tenant and its empl o y e es and invitees shall observe and obey all parking and tra ffic regulations as imposed by L andlord.

14. Canvassing, peddli n g, soli c iting a nd dist r ibution of h a ndbills or any oth er writ t en m a t er i a ls in the Property a re prohibited, and Te n ant shall cooperate to pr event the sam e.

15. L andlord shall have the ri ght to cha n ge the n ame of the Propert y, or a ny portion thereof, and to change the street addr ess of the Propert y, or a ny portion thereof, provid ed that in the case of a cha n ge in the street address of the Building, L andlord shall give Tena nt not l e ss th an sixty (60) days’ prior notice of the cha nge, unless the cha nge is required by government al authorit y.

16. These Rules and Re gulations are supplemental to, and shall not be construed to in a ny way modif y, amend, in whole or in p art, the terms, cov enants, agree m ents and conditions of the L e ase Agreement to which the same a re att ac h ed.

17. L AND LORD RESERVES THE R IGHT TO MAKE SUCH OTHER AND R EA S ONA B LE RU LES AND REGU L A T IONS AS IN ITS JUDGMENT MAY FROM T IME TO T I ME BE NEEDED FOR THE SAFETY, CARE AND C LEANLI NESS OF THE PROPERTY, AND FOR THE PRESERVA T I ON OF GOOD ORDER THERE IN.

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EXHIBIT C

COMMENCEMENT LETTER

| Re: | Office Lease dated _____________, 20___ (the “Lease”), between METZLER ONE BUCKHEAD PLAZA, L.P. (“Landlord”) and SAFETY QUICK LIGHT LLC (“Tenant”) for the Premises, the Rentable Square Footage of which is 2,895 square feet, located on the 3rd floor of One Buckhead Plaza. Unless otherwise specified, all capitalized terms used herein shall have the same meanings as in the Lease.

L andlord and Te n ant a g r ee that:

L andlord has fully compl eted all L andlord Work r equired under the terms of the L ea s e, if a n y.

Tenant has a c cepted poss ession of the Premises. The Premises are us able by T enant as int ended;

L andlord has no further obli g ation to perform a ny L andlord Work or other construction, and Te n a nt acknowle dges that both the Building and the Pre mises are satisf actory in all resp ects.

The Comm encement D ate of the L e a se is , 20 .

The Expiration Date of the L ea se is the last day of , .

Tenant’s Addr ess at the Premises after the Comm encement D ate is:

One B u ckhe ad Plaza

3060 P eachtree Road

Suite 390

Atlanta, GA 30305

Attention:

Phone:

Fa x:

All other terms and conditions of the L e ase are ratified and a cknowle d g ed to be uncha nged.

EXE CUTED as of , 20 .

LANDLORD:

M ETZLER ONE BUC KHEAD PLAZA, L.P.,

a Delaw are limited partn ership

B y: Metzler One B u ckhead GP, LLC, a D elaw are limited liabili ty compan y, its g e n e r al par tner

B y: MUSREF One Buckhe ad Plaza L P, its sole member

B y: MUSREF GP One B u c khead Plaza LLC, its g en eral partner

B y: Metzler Man a g ement, I n c., its Mana g er

By: /s/ Steven A. Franceschina

Name: Steven A. Franceschina

Title: Vice President

TENANT:

S AFETY QUICK LIGHT LLC,

a Florida limi t ed li ability company

By: /s/

Name:

Title:

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EXHIBIT D

WORK LETTER

This Work L ett er is atta ched as an Exhibit to an Office L e a se (the “L ease”) betw een METZ LER ONE BUCKHEAD P L A ZA, L.P., as L andlord, and SAFETY QU I CK LI GHT LL C, as Tenant, for the Premises, the Rentable Square Footage of which is 2,895 square fee t, located on the

3rd floor of the Building. Unless otherwise specified, all capit aliz ed terms us ed in this Work L ett er shall have the same mea nings as in the L ea s e. In the e v ent of a ny conflict b etween the L e ase and this Work L ett er, the latt er shall control.

1. App roved Constr u ction Doc u m e nts.

(A) Tenant’s I nformation. Within ten (10) da ys after the Ef f ective D ate of this L e ase, Tenant shall submit to L andlord (i) the name of a representative of Tenant who has been designated as the person responsible for receivi ng all information from and delive ring all information to L andlord r elating to the construction of the L andlord Work (as d efined below), and (ii) all information necessa ry for the preparation of compl ete, detailed a r chit ectur al, mechanical, ele ctri cal and plumbing drawin gs and specific ations for construction of the L andlord Work in the Premises, including Tenant’s partition and furniture la yout, r eflected ceiling, tel ephone and elec trical outl ets and equipm ent rooms, initi al provider(s) of telec omm uni ca tions s er vi ce s, doo rs (in c luding h ardware and ke ying schedul e), glass partitions, windows, c ritical dim ensions, imposed loads on structure, millwork, finish schedules, security devic es, if a n y, which Tenant desires or L andlord requires to have inte grated with other Building safe ty s yst ems, and HVAC and electrical r equirements (including T enant’s conn ected electric al loads and the National Ele ctrical Code (N F P A-70) Desi gn Load Calcul ations), tog ether with all supporting information and delive ry schedules (“T e nant’s Inform ation”).

(B) Const r u c tion D o c um e nt s. F ollo w ing L a ndlo r d’s exec ution of the L ea se a nd re ce ipt of Tenant’s Inf ormation, L andlord’s de si gna t ed arc hit ec tu ra l/eng in e er ing f i rm sh a ll p re p are a nd submit to Tenant all finished and detailed archite ctural drawings and spe cifications, including mec h anical, electric al and plumbing drawin gs (the “Constru ction Docume nts”). In addition, L andlord shall advise Tenant of the number of days of Te n ant De l ay (as d ef in ed be lo w) a ttri but a ble to ext ra o r din ary requirements (if any) contained in Tenant’s Information. L andlord (or its d e si g n ated re pre s e nt a tiv e) reserv es the ri ght to designate the location(s) of all of Tenant’s me chanical, ele ctrical or other equipm ent and the mann er in which such equipm ent will be connected to Building systems.

(C) Approved Construction Documents. Within three (3) Business Da ys after re ceipt, Tenant shall (i) approve and return the Constru ction Documents to L a ndlord, or (ii) provide L andlord Tenant’s written requested c h a n g es to the Construction Documents, in which event L andlord shall h ave the Construction Documents revised (as L andlord de ems appropriate) and resubmitted to Tenant for approval within three (3) Business Days after r ec eipt. If Te n ant fails to request cha n g es within such three (3) Business Day p eriod, T enant sh all be de emed to h ave approved the Construction Documents. Upon Tenant’s approval, the Const r u c tion D o c um e nts sh a ll become the “Approved Constru cti on Docu m e n t s.” By granti ng approv al of the Construction Documents (whether such approval is exp re ssly grant ed or d ee m ed giv en as p r ovid ed a bov e), Ten a nt shall be d eemed to ha ve confirmed by m eans of ca l culations or m etering that the avail able ca p acity of the Building ele ctrical system will support Ten ant’s electric al requir ements.

2. P r i cing and Bids. Following receipt of the Approved Construction Documents, L andlord will prompt ly pr i ce the constru ction of the L andlord Work with approved general contractors in accor d ance with the Approved Construction Do cuments and furnish wr itt en price estimates to Tenant. Upon re c eipt, Tenant shall prompt ly r eview such esti m ates and compl ete negoti ations w ith L andlord for a ny c h a n g es or adjustments thereto. Within five (5) Business Da ys after such receipt, Tenant shall return the estimates with written approval to L andlord. If Tenant fails to give its approval within such five (5) Business Day period, the lowest competent estimates will be deemed approved by T enant.

3. Landlord’s Contributio n s. L andlord will provide a constru ction allowance not to e x ceed Nine and 50/100 Dollars ($9.5 0) multipli ed by the Rentable Square Footage of the Premises (the “Constru ction Allowan c e”), toward the cost of c onstructing the L andlord Work. P ayments shall be made directly to L andlord’s contractor pe rforming the L andlord Work. The Construction Allowance shall be appli ed towards the cost of (a) all space planning, d esign, consulting or r eview servic e s,

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construction management fe e, and construction d r awings, (b) e xtension of electric al wiring from L andlord’s desi g n ated location(s) to the Premi s es, (c) pur chasing and inst alling all building equipm ent for the Pr emises (includi ng a ny subme t ers and oth er above buil ding standard ele ctric al equipm ent approved by L andlord), (d) r equired metering, r e-c ircuiting or re-wiring for meterin g, equipm ent rental, e n gine ering desi gn s ervices, c onsulting servic es, studi e s, construction services, cost of billing and coll ections, and (e) materials a nd labor. If the entire Construction Allowance is not e xhausted in constructing the L andlord Work, then up to Five Thous and S even Hundr ed Nine ty and No/100 Dollars ($5,790.00) of such unused and remaining portion (the "Excess Allowan c e") may be used by Te n a nt as a cre dit a g a in st s u cce ss i ve i ns t a llm e n ts of Ba se R e nt c o mi ng due a nd p aya b le und er the L ea se until e xh a ust e d, p r o v id ed t h at T enant desi gna t es the amount of such Ex cess Allowance, if a n y, to be appli ed as a c r edit a g a inst B ase Rent within sixty (60) da ys aft er the Comm encement Date by written noti ce to L andlo rd. Notwithstanding a n ything in this Work L etter or the L ea se to the contrar y, if T enant does not de signa te the amount of such Ex cess Allowance, if a n y, to be appli ed as a c r edit against Base Rent within si x ty (60) da ys after the Comm encement Date, Te n a nt sh a ll h a ve no f u r th er r i g ht to a pply the Exce ss A l l o wa n ce, if any, as a cre dit a g a inst B a se R e nt. The Construction Allowance, in c luding t he Exce ss A l lo wa n ce (b ut exc lu d ing the a m o u nt d e si g n a t ed by Te n a nt to be a ppli ed as a cre d it a g a inst B a se R e nt in acc o r d a n ce w ith the f o re g oin g) made avail able to Tenant under this Work L ett er must be utili z ed for its int e nded pu r pose w ithin one hundred-e i ghty (180) days of the Effe ctive Da te or be forfeit ed with no further obli g a tion on the p art of L andlord.

4. Constr u ction.

(A) Gene r al Terms. Subject to the terms of this Work L etter, L andlord agrees to cause leasehold improvements to be constructed in the Premises (the “Landlord Work”) in a good and workmanlike manner in a ccorda n ce with the Approved Construction Documents. As a part of the L andlord Work, L andlord shall construct a demising wall to separate the Premises fr om the adjoining suite in a loc ation mutually a g r ee able to L andlord and T enant and approxim ately located as shown on Exhibit A-1 att ached to the L ea s e, using Building st andard m aterials and finishes, and shall sheet rock, s and and paint both sides of said d emising wall, all at Tena nt’s e xpense, subject to appli cation of the Construction Allowance, to the e xtent avail able. Tenant acknowle d g es that L andlord is not an archite ct or engin eer, and that the L andlord Work w ill be d e sign ed a nd p erfor m ed by ind ependent a r chit ects, e n gineers and contra ctors. Ac cordin g ly, L andlord does not g u arantee or warr ant that the Approved Construction Documents will comply with L aws or be fr ee fr om errors or omissions, nor that the Landlord Work will be free from defe cts, and L a ndlord will have no li ability therefor. In the e v ent of such errors, omissions or de f ects, and upon Tenant’s written request, L andlord will use comm ercially reasonable efforts to cooperate with T enant in enfor cing any appli cable wa rranti es. In addition, Landlord’s approval of the Construction Documents or the L andlord Work shall not be int erpreted to waive or otherwise modify the t erms a nd p r ovisions of the L e ase. Ex cept with respe ct to the economic terms set forth in P arag raph 3 of this Work Letter, the terms and provisions contained in this Work L ett er shall survive the compl etion of the L andlord Work and shall govern in all appli cable circumst ances ar ising und er the Le ase th r oughout the t erm of the Le ase, including the construction of future improveme nts in the P re mis e s. Te n a nt ac kno w l edges that Tenant’s Inf ormation and the Approved Construction Documents must comply with (i) the definitions used by L andlord for the electri cal terms used in this Work L ett e r, (ii) the ele ctrical and HVAC desi gn ca p acities of the Buildin g, (iii) L andlord’s poli cies conc erning communic ations and fire alarm services, and (iv) L andlord’s poli cies c oncerning Te n ant’s elec trical desi gn pa r ameters, including harmonic dist ortion. Upon Tenant’s request, Landlord will provide Tenant a written statement outlining it ems (i) throu gh (iv) abov e.

(B) ADA Compliance. L andlord sh a ll, as an O p era ting Exp e ns e, be re sponsible f or ADA (and a ny appli cable state a c cessibility stand ard) compliance for the core are as of the Building (including e l evators, Common Areas, and s ervice a r eas), the Prop erty’s p arking facilities and all points of access into the Property. Tenant shall, at its e xpense, be responsible for ADA (and a ny appli cable state a c cessibility stand ard) compliance in the P re mis e s, inc luding re st r ooms on any f loor now or hereafter leased or occupied in its entire ty by Te n ant, its Affiliates or transfere es. L andlord shall not be responsible for determining whether T enant is a public accommodation under ADA or whether the Approved Construction Documents comply with ADA requirements, including submission of the Approv ed Const r u c tion D o c um e nts f or re vi ew by a pp r op ria te st a te agenc i e s. S u ch determinations, if desired by Te n ant, shall be the sole responsibility of Te n ant.

(C) S ubstanti al Compl etion. The L andlord Work shall be deemed to be “Su bsta ntially

Co mplete” on the date that all L andlord Work (other than a ny d etails of construction, mechanical

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adjustment or a ny other simil ar matter, the non-compl etion of which does not materially int e rfe re with Tenant’s use or oc cupancy of the Pr emises) has been pe rformed. Time is of the essen ce in connection with the obligations of L andlord and Tenant under this Work L ett er. L andlord shall not be li able or r esponsible for a ny claims incurred (or all eged) by T enant due to a ny d elay in a chieving Substanti al Compl etion for a ny re ason. Te n ant’s sole and e x clusive remedy for a ny delay in achieving Substanti al Compl etion for a ny re ason other than Tenant D elay (d efined below) sh all be the resulting postponem ent (if a n y) of the commencement of r ental pa yments under the L ea s e. “Te nant Delay” me ans a ny act or omission of Tenant or its agents, empl o y ees, v endors or contractors that actually delays the Substanti al Compl etion of the L andlord Work, including: (i) Tenant’s f ailure to furnish information or approv a ls within a ny time period specified in this L e ase, including the failure to pr epare or approve pr elimina ry or final plans by a ny appli cable due date; (ii) Tenant’s sele ction of non-building standard equip m ent or materials; (iii) cha ng es re que st ed or m a de by Te n ant to previously approved plans and specifi cations; or (iv) activities or perfor m a n ce of work in the Premises by Te n a nt or Tenant’s contractor(s) during the pe rforman ce of the L andlord Work.

5. Costs.

(A) Change Orders and Cost Overruns. L andlord’s a pproval is requi red in a dv a n ce of a ll cha n g es to, and deviations from, the Approved Construction Documents (e a ch, a “C h a n ge O rd e r”), including a ny (i) omission, removal, alt e r ation or other modification of a ny portion of the L andlord Work, (ii) additional archit ectural or e n gineering services, (iii) cha nges to materials, whether building standard materi als, specially or d ered materials, or specially f abr i cated materials, or (iv) canc ell ation or modification of supply or fabr i cation order s. Exce pt as oth erw ise exp re ssly p r ovid ed in this Work Lett er, all costs of the L andlord Work in e x cess of the Construction Allowance including Cha n ge Or d ers requested by Te n ant and approved by L andlord which increase the c ost of the L andlord Work (colle ctive ly, “Cost Overruns”) shall be paid by T enant to Landlord within ten (10) days of receipt of L andlord’s invoi ce. In addition, at Landlo r d’s elec tion, La ndlo rd m ay requi re Tenant to pre pay a ny projected Cost Ove rruns within ten (10) days of receipt of L andlord’s invoice for same. L andlord may stop or decline to commence all or a ny portion of the L andlord Work until such paym ent (or pre payment) of Cost Overruns is rece iv e d. On or b e f o re the Comm e n ce m e nt Da t e, and as a condition to Tenant’s right to take possession of the Premises, Tenant shall pay L andlord the entire amount of all Cost Overruns, less a ny prepaid amounts. Te n a n t’s fa ilu re to p ay, when du e, a ny Cost Overruns or the cost of a ny Cha n ge Or d er shall constitute an event of default under the L e ase.

(B) Construction Management Fe e. Within ten (10) da ys following the date of invoi ce, Tenant shall, for sup ervision and administration of the construction and install ation of the Landlord Work, pay Landlord a construction mana g ement fee equal to five perc ent (5%) of the aggreg ate contract price for the Landlord Work, which may be paid from the unused portion of the Construction Allowance (if a n y). Tenant’s failure to pay su ch construction mana g ement fee when due shall constitute an e v ent of de f ault under the Lease.

6. Acce ptance. By taking possession of the Premises, Tenant a g r e es a nd ac know l e dg es th at (i) the Premises are usable by Te n ant as int ended; (ii) L andlord has no f u r th er obli g a tion to p erf o rm a ny L andlord Work or other construction (e x cept pun chlist it ems, if a ny a greed upon by L andlord and Tenant in writing); and (iii) both the Building and the Premises are s atisfac tory in all r espects.

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EXHIBIT E

P ARKING A GREE M ENT

This P arking A greement (the “Agree m e nt”) is att ached as an Exhibit to an Office L ease (the “Lease”) b e t w e en M ETZ L ER ONE BU C KHEAD PLAZA, L.P., as L a ndlord, a nd S AFETY QUICK LI GHT LL C, as Te n ant, for the Premises, the Re ntable Square Foot a ge of which is 2,895 square fe et, located on the 3rd floor of the Building. Unle ss otherwise specified, all capit aliz ed terms used in this Agreement shall have the same m eanin gs as in the L e ase.

1. As of the Comm e n cement Date of the L e ase, Te n ant shall take a nd pay for a minimum of five (5) permits (based upon a ra tio of 2.0 parking spaces per 1,000 rentable square lea s ed) allow ing ac c ess to unreserved spac es in parking f acilities which L andlord provides for the use of ten ants and occupants of the Building (the “Parking Fac iliti e s”). Additionally, at Tenant’s sole option, Tenant may take up to two (2) a dditional permits (based upon the current parking ratio of 2.7 p ar king sp a ces per 1,000 rentable square leased and o ccupied) for the P arking F a cilities, if such permits are then avail able. During the T erm (includi ng a ny r enewal or e xtension), Tena nt shall pay L andlord’s quoted monthly contra ct rate (as set from time to time) for e a ch unreserved permit, which is currently $70.00 per month per unreserved sp ace, plus any tax es thereon.

To the e xtent reserved pa rking permits are a v ail able, Tenant may conv e rt up to one (1) of the afore m entioned unr eserv ed permits to a re s erved permit in the P arking F acilities at L andlord’s quoted monthly contr act rate (as set from time to time) for su ch re s erved p e rmit, which is currently

$105.00 per month p er reserved p arking sp ac e, plus a ny tax es ther eon. The location of the r eserv ed parking sp ace shall be mutually a g r eed upon by Landlord and Te n a nt, a nd in no e v e nt sh a ll La ndlo rd be obli g ated to issue such reserved permit to Tenant until such time as the parties have mutually agreed upon su ch locati on.

2. Tenant shall at all tim es comply with all L aws re specting the use of the P a rking F acilities. L andlord reserves the right to adopt, modif y, and enf o rce re a sona ble r ul es a nd re g ula tions gov e r ning the use of the P arking F a cilities or the Propert y, from time to time, including any key-card, sti cker, or other identification or entrance s ystems and hours of operations. L andlord may refuse to permit a ny person who viol ates such rules and regul ations to park in the P arking F acilities, and a ny viol ation of the rules and regulations shall subj ect the automobile in question to removal from the P arking F a cilities.

3. Tenant may v alidate visitor parking by such method or m e thods as L a ndlo rd m ay a ppr o v e, at the validation rate (as set from time to time) g enerally appli cable to visitor p ar king. U nl e ss sp ec i fied to the contra ry above, the parking spa ces for the parking permits provided hereund er shall be provided on an unreserved, “first-come, first-s erved” basis. Te n a nt ac kno wle dg es th at La ndlo rd h as arra nged or may arr a n ge for the P arking F acilities to be ope r ated by an indep endent contra ctor, un- affiliated with L andlord. In such event, T enant a c knowledges that L andlord shall have no li ability for claims arising throu gh acts or omissions of such independent contra ctor. L andlord shall h a ve no li ability wh atsoever for a ny dama ge to vehi cles or a ny other it ems located in or about the P arking Facilities, and in all events, Tenant a g r ees to seek r ecove ry from its insurance carrier and to require Tenant’s employe es to seek re cov e ry from their respective insurance c arriers for payment of any property dama ge sust ained in connection with a ny use of the P arking F acilities. Landlord r eserv es the right to assi gn specific parking spaces, and to reserve parking spaces for visitors, small cars, handicapped persons and for other ten ants, guests of tenants or other parties, with assi g n ed and/or reserv ed spa ces. Such reserved sp aces may be relocated as determined by L andlord from time to time, and Tenant and persons designated by Te n ant hereunder shall not park in a ny such assign ed or reserv ed parking spaces. L andlord also reserves the right to close all or any portion of the P arking Facilities, at its discretion or if required by casualty, strike, condemnation, repair, alt eration, act of God, L aws, or other rea son beyond L andlord’s re asonable control; provided, however, that e x cept for matters beyond L andlor d’s r easonable control, a ny such closure shall be tempora ry in n ature. If Tenant’s use of any parking permit is precluded for a ny r eason, Te n ant’s sole remedy for a ny p e r iod during which Te n ant’s use of any p arking permit is precluded shall be a b atem ent of par king c h arges for such pr e cluded permits. Tenant shall not assi gn its ri ghts under this Agreement e x cept in connection with a Permitted Transf er.

4. Tenant’s failure to pay for a ny of the abov e-r e ferenced p arking permits or to otherwise comply with a ny provision of this Agree m ent shall constitute an Event of D efault under the Lea s e. In addition to a ny ri ghts or re m edies a v ail able to Landlord in the event of a Monetary D e f ault under

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the L ea s e, L andlord shall have the ri ght to canc el this Agree m ent and/or re move a ny vehicles from the Parking F a cilities.

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EXHIBIT F

S PECIAL STIPULATIONS

These Special Stipulations (“S pecial Stipulation s”) are atta c h ed to a nd m a de an int e gral p art of an Office L e ase (the “Lease”) betw een METZLER ONE BUCKH EAD P L AZA, L.P., as L andlord, and SAF ETY QU I CK LIGHT LL C, as Tenant, for the P r emises, the Rentable Square Foota ge of which is 2,895 square f eet, loca t ed on the 3rd floor of One Buckh ead Plaz a. In the event of a ny conflict betwe en the provisions of these Special Stipulations and any other provision of the L e ase, the provisions of th ese Special Stipulations shall govern and control a nd sh a ll sup er s e de su ch other conflicting provisions of the L e ase. Unle ss otherwise specifi ed, all capit aliz ed terms used herein shall ha ve the sa me meanin gs as in the L ease.

NONE.

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EXHIBIT G

G REEN BUILDING REQUIREMENTS

These Gr een Building R equirements a re atta ched as an Exhibit to an Office L ea se (the “Lease”) b e t w e en M ETZLER ONE BU C KHEAD PLAZA, L.P., as La n d lord, a nd S AFETY QUICK LI GHT LL C, as Te n ant, for the Premises, the Re ntable Square Foot a ge of which is 2,895 square fe et, located on the 3rd floor of the Building. Unle ss otherwise specified, all capit aliz ed terms used in this Exhibit shall have the same meanin gs as in the L e ase. In the event of any conflict b etween the L ease and this Exhibit, the latter shall control.

The Building empl o ys gr een building operations and maintenance pra ctic e s. L andlord’s goal is to provide the ten ants of the Building with improved indoor air qu ali ty and the lowest possible utili ty costs while preserving the environment for generations to come.

I. ENERGY & ATMOSPHERE

Utilities are t he hig h e st co ntr ollable ex pense cate g o ry f or co mmercial of fice b uildin gs according to BOMA I nter natio nal. For this rea s on, Lan dlord enco u rag es the f oll o w i ng e nergy con ser vation mea su res.

a. ENERGY STAR® Lab eled P rodu cts

Landlord recommends that ENERGY STAR® labeled appliances (refrigerators, dishwashers, washers, etc.) and, if applicable, commercial food service equipment are installed in the Premises because these are such big energy consumers. To find products visit: www.energystar.gov/products.

b. Lighting

The Building’s lighting standard is based on the Illuminating Engineering Society of North America (IESNA) Lighting Handbook, LEED® for Existing Buildings and U.S. EPA’s ENERGY STAR® policies and guidelines regarding lighting for commercial buildings. The EPA’s website for lighting is http://www.energystar.gov/index.cfm?c=lighting.pr_lighting. Where possible, Tenant shall use LED, compact fluorescent lighting or similar bulbs for lighting in the Premises when replacing bulbs in the wall fixtures or any portable indirect lighting.

II. G r een Cleaning

The Building has a high-performance, sustainable cleaning policy to reduce the exposure of building occupants and maintenance personnel to potentially hazardous chemical, biological and particulate contaminants, which adversely affect air quality, human, health, building finishes, building systems and the environment. As part of this policy, Landlord uses environmentally sensitive cleaning products and paper made from recycled content. Landlord encourages the same practices from tenants.

III. Integrated Pest Management

The Building manages indoor pests in a way that protects human health and the surrounding environment. Integrated Pest Management (IPM) calls for using least-toxic chemical pesticides, minimum use of chemicals and using chemicals only in targeted locations and only for targeted species. Tenants have an important role in IPM. Generally, tenants are asked to keep their premises clean and to call Building management upon becoming aware of a pest issue.

IV. Recycling Program

The Building has a recycling program that includes the collection and sorting of dry-cell type batteries used in office equipment and daily consumables such as paper, cardboard, metals, plastic, glass etc. The success of the Building’s recycling program is dependent on participation by tenants of the Building.

V. Tenant Alterations & Improvements

To reduce the indoor air quality impact of the materials used in tenant finish-outs, Landlord recommends u se of prod ucts meeti ng t he f ollo wing criteria:

| • | L o w-VOC (v olatile or ganic co m p o u n d s) ad hesi ves and seala n ts d e fin ed as having a VOC co n t ent less t han the cu rrent VOC co nte nt li mits of So uth C oast Air Quality Ma nag e m e nt District (SCAQMD) R u le #1168, or sealan ts used as fillers t hat meet or e xceed t he req uire ments of t he B ay A rea Air Quality Ma nag e m e nt District R e g ulation 8, Rule 51.

| • | L o w-VOC pai nts a nd coatin gs that meet Green Seal’s Sta n dard GS-11 req uire ment.

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| • | No n-carpet fin i shed flooring t hat is FloorScor e-certified

| • | Carpet - Loop construction, broadloom or carpet tile that meets the CRI Green Label Plus testing program that is 100% recyclable. Preferably, the carpet should contain recycled content.

| • | Carpet cushion that meets the CRI Green Label Plus testing program and is 100% recyclable.

| • | Composite panels and agrifiber products such as particle board, oriented-strand board (OSB), medium- density fiberboard (MDF), etc., that co ntain no added u rea-for mald e h y de resi ns.

Help f ul web sites are w ww.greenseal.org and www.greeng u ard.org and h ttp://www.b uild i n g g ree n.com.

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