Common use of Letter of Credit Clause in Contracts

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Letter of Credit. In lieu (a) Effective as of providing January 1, 2005, Assignee shall provide to Assignor/Lesco a cash Security Depositletter of credit, simultaneously with the execution of this Leasein a form reasonably acceptable to Assignor/Lesco and from Assignee's senior lender (or any other financial institution reasonably acceptable to Assignor), Tenant may deliver to Landlord an irrevocable and transferable securing Four Million Four Hundred Thousand Dollars ($4,400,000), which letter of credit shall be maintained by Assignee at Assignee's sole cost and expense until the earlier of: (“Letter i) January 14, 2016; or (ii) the date on which Lesco and Assignor are completely released from their guarantee as described in Section 13, above. Notwithstanding the foregoing, the face amount of Credit”) running in favor the letter of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject credit shall be reduced when and if (and only to the terms extent that) the impact of a complete default of Assignee under the Lease and conditions set forth this Assignment would be less than $4,400,000. Commencing on January 1, 2007, Assignor/Lesco shall pay Assignee annually in the Lease. The terms advance an amount equal to 2.273% of the Letter face amount of Creditthe letter of credit to defray Assignee's cost of the letter of credit. Notwithstanding the foregoing, which are subject however, on January 1, 2007, Assignor/Lesco shall, in addition to Landlord’s reasonable consentpaying its contribution toward the cost of the letter of credit for 2007, shall strictly comply with the provisions of this Addendum #1prepay its contribution for 2008. The Letter of Credit Lesco/Assignor's next contribution payment shall be issued due on January 1, 2008 (for 2009), and such annual payments shall continue accordingly to ensure that the letter of credit remains in place for as long as required by a bank acceptable to Landlord in Landlord’s reasonable discretion and under this Section 20. If at any time Assignor/Lesco does not promptly pay its required contribution(s) toward the supervision cost of the banking commission letter of credit, Assignee shall post the State required letter of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter own expense. In such event, Lesco/Assignor's obligation to make contributions for the letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit credit through January 14, 2016 shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit accelerated and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expiresbecome immediately due and payable, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit Assignee shall be reasonably acceptable entitled to Landlord recover this entire sum from Assignor and shall provideLesco, among other thingsjointly and severally, plus interest on any overdue contributions at the rate of 10% per annum and an additional amount of $50,000 in effect that:liquidated damages.

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

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

Letter of Credit. In lieu of providing a cash addition to the Security DepositDeposit and as security hereunder, simultaneously Tenant shall deliver to Landlord, concurrently with the Tenant’s execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable a stand-by letter of credit in the amount of Five Hundred Thousand Dollars (“Letter $500,000.00). Said letter of Credit”credit shall be in form and with the substance of Exhibit F attached hereto, and issued by a financial institution acceptable to Landlord. The letter of credit shall provide for automatic yearly renewals throughout the Term of this Lease, provided, however, that in the event the letter of credit fails to be renewed and is not replaced by a substitute letter of credit meeting all of the requirements contained in this section not later than twenty (20) running days prior to the expiration date set on the then existing letter of credit, Landlord shall have the right to draw the full amount of such letter of credit and to hold such amount as a security deposit pursuant to Section 4.3 of this Lease. Upon any default by Tenant, including specifically Tenant’s failure to pay rent or to abide by its obligations under Sections 7.1 and 15.3 below, Landlord shall be entitled to draw upon said letter of credit in favor the amount required to remedy such default if such amount can readily be determined by Landlord, or, if such amount cannot be readily determined by Landlord, then in the full amount of the letter of credit. Such draw on the letter of credit shall be by the issuance of Landlord’s sole written demand to the issuing financial institution. Any such draw shall be without waiver of any rights Landlord may have under this Lease or at law or in equity as a result of the default. If any portion of the letter of credit is drawn after a default by Tenant, Tenant shall within five (5) business days after written demand by Landlord restore the letter of credit to the full amount required by this Lease and provide documentation evidencing such restoration satisfactory to Lender from the issuing financial institution. Failure to so restore within the applicable five (5) business day period shall be a default under this Lease. Provided that Tenant has not been in default under the Lease (beyond the expiration of any applicable cure period) at any time during the Term hereof, and provided further that Tenant has not at any time been more than five (5) days late with respect to any payments of rent due under the Lease, then upon the written request of Tenant, Landlord shall authorize consecutive reductions to the principal amount of the letter of credit in the amount of One Hundred Thousand Dollars ($100,000.00) each upon the expiration of the twelfth (12th), twenty-fourth (24th), thirty-sixth (36th), forty-eighth (48th) and sixtieth (60th) months of the Term. In addition to the foregoing reductions, provided that: (i) Tenant is not in default under the Lease at any time during the Term hereof, (ii) Tenant has not at any time been more than five (5) days late with respect to any payments of rent due under the Lease, and (iii) Tenant shall demonstrate, by the delivery of its financial statements to Landlord, a present net worth of not less than One Million Dollars ($1,000,000.00) (as determined by generally accepted accounting principles, consistently applied), then, upon written request of Tenant, Landlord shall authorize a reduction of fifty-percent (50%) of the then outstanding principal amount of the letter of credit. Further, if Tenant shall satisfy each of the conditions set forth in Subsection (i) through (iii) above and provided that Tenant shall demonstrate, by the delivery to Landlord of its financial statements, positive retained earnings of not less than Two Million Dollars ($2,000,000.00) (as determined by generally accepted accounting principles, consistently applied), then, upon written request of Tenant, Landlord shall authorize a full exoneration and release of the letter of credit. Upon expiration or earlier termination of this Lease or at any other time when the Letter of Credit securing Tenant’s obligations hereunder subject is to be reduced or released, Tenant may give Landlord written notice requesting that Landlord confirm such facts to the terms and conditions set forth in the Lease. The terms issuer of the Letter letter of Credit, which are subject to Landlord’s credit and Landlord shall so notify the issuer in writing with a reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:time.

Letter of Credit. In lieu As security for the full and faithful performance of providing a cash Security Depositevery covenant and condition of this Lease to be performed by Tenant, simultaneously Tenant shall deliver to Landlord the Letter of Credit specified in Section 1. Landlord shall be entitled to draw upon the Letter of Credit upon demand, without prior notice to Tenant, at any time or from time to time on or after (1) the occurrence of any default by Tenant beyond any applicable notice and cure period with the execution respect to any covenant or condition of this Lease, Tenant may deliver including but not limited to the payment of Rent, (2) if Tenant, or anyone in possession of the Premises through Tenant, holds over after the expiration or earlier termination of this Lease without Landlord's prior written consent, (3) Landlord an irrevocable and transferable letter is given notice by the issuer of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject that it is terminating the Letter of Credit, (4) a confirming bank gives notice to Landlord that it will cease to act in that capacity, or (5) the Letter of Credit expires on a specified date by its terms and is not renewed or replaced at least sixty (60) days in advance of its expiration date or (6) to the terms and conditions set forth extent permitted by law, in the event any bankruptcy, insolvency, reorganization or any other debtor creditor proceeding is instituted by or against Tenant. Landlord may apply the proceeds drawn on the Letter of Credit to the payment of any sum in default or any sum which Landlord may be required to spend or incur by reason of Tenant's default or any other sum which Landlord may in its reasonable discretion deem necessary to spend or incur by reason of Tenant's default, in such order and priority as Landlord elects in its absolute discretion. If any of the proceeds drawn on the Letter of Credit are not applied immediately to sums owing to Landlord under this Lease, Landlord may retain any such excess proceeds as a cash Lease Security Deposit for application, at Landlord's election, to future sums owing to Landlord under this Lease, in such order and priority as Landlord elects in its absolute discretion. The terms Tenant shall, within fifteen (15) days after Landlord's demand, restore the amount of the Letter of Credit drawn to the extent necessary so that the sum of any Security Deposit held by Landlord (that was not applied to amounts payable under the Lease) and the Letter of Credit is equal to the original amount of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues Tenant does not restore the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionits original amount within the required time period, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit such non-restoration shall be irrevocable for the period ending no less than one (1) year after the date considered an Event of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expirationDefault. If Tenant fails to renew shall have fully complied with all of the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit covenants and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements conditions of this Addendum #1. The form and terms of Lease, the Letter of Credit shall be reasonably acceptable returned to Tenant or, if Landlord has drawn on the Letter of Credit, the remaining proceeds of the Letter of Credit which are in excess of sums due the Landlord shall be repaid to Tenant, without interest, within thirty (30) days after the expiration or termination of the Lease Term and delivery of possession of the Premises to Landlord in accordance with this Lease. In the event of a sale or transfer of Landlord's estate or interest in the Land and Building, Landlord shall providehave the right to transfer the Letter of Credit to the vendee or the transferee, among Tenant shall pay any transfer fees charged by the issuing bank and Landlord shall thereafter be considered released by Tenant from all liability for the return of the Letter of Credit. Tenant shall cooperate in effecting such transfer. In the event of Tenant's default beyond any applicable notice and cure period. Landlord's rights to draw on the Letter of Credit shall be deemed to be in addition to any and all other things, rights and remedies at law or in effect that:equity available to Landlord for Tenant's default under this Lease.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the (a) Upon execution of this Lease, Tenant may shall deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with at Tenant’s sole cost and expense, the Letter of Credit securing Tenant’s obligations hereunder subject to described below in the terms and conditions amount set forth in the Basic Lease Information (the “LC Face Amount”) as security for Tenant’s performance of all of Tenant’s covenants and obligations under this Lease. The terms of Neither the Letter of CreditCredit nor any Letter of Credit Proceeds (as defined below) shall be deemed an advance rent deposit or an advance payment of any other kind, which are subject to or a measure of Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1damages upon Tenant’s default. The Letter of Credit shall be issued by a bank acceptable to Landlord maintained in Landlord’s reasonable discretion and under effect from the supervision of Effective Date through the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank date that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one sixty (160) year days after the date of issuanceExpiration Date (the “LC Termination Date”). On the LC Termination Date, Landlord shall return to Tenant shall renew the Letter of Credit and maintain it for any Letter of Credit Proceeds then held by Landlord (other than those Letter of Credit Proceeds Landlord is entitled to retain under the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions terms of this Section or unless the issuing bank delivers a notice 5.15(a)); provided, however, that in no event shall any such return be construed as an admission by Landlord that Tenant has performed all of non-renewal no later than thirty (30) days before expirationits obligations hereunder. If Tenant fails Landlord shall not be required to renew segregate the Letter of Credit Proceeds from its other funds and no interest shall accrue or be payable to Tenant with respect thereto. Landlord may (but shall not be required to) draw upon the Letter of Credit and use the proceeds therefrom (the “Letter of Credit Proceeds”) or any portion thereof to the extent necessary (i) to cure any default under this Lease beyond applicable notice and cure periods and to compensate Landlord for any loss or damage Landlord incurs as a result of such default, (ii) to repair damage to the Leased Premises caused by Tenant, (iii) to clean the Leased Premises upon termination of this Lease, and (iv) to reimburse Landlord for the payment of any amount which Landlord may spend or be required to spend by reason of Tenant’s default beyond applicable notice and cure periods, it being understood that any use of the Letter of Credit Proceeds shall not constitute a bar or defense to any of Landlord’s remedies set forth in Section 7.08(b) below. Landlord shall have the additional right to draw on the Letter of Credit in accordance with Section 5.15(c) below. In such event and upon written notice from Landlord to Tenant specifying the amount of the Letter of Credit Proceeds so utilized by Landlord and the particular purpose for which such amount was applied, Tenant shall immediately deliver to Landlord an amendment to the Letter of Credit or a replacement Letter of Credit in an amount equal to the full LC Face Amount. Tenant’s failure to deliver such replacement Letter of Credit to Landlord within ten (10) Business Days days of Landlord’s notice shall constitute an Event of Default hereunder. In the event Landlord transfers its expirationinterest in this Lease, Landlord may draw on shall transfer the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute any Letter of Credit from Proceeds then held by Landlord to Landlord’s successor in interest and Landlord or the transferee shall provide written notice of such transfer to Tenant meeting all requirements of this Addendum #1. The form and terms of the Bank, and thereafter Landlord shall have no further liability to Tenant with respect to such Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:or Letter of Credit Proceeds.

Letter of Credit. (a) In lieu of providing a cash Security Deposit, simultaneously with the execution of order to secure Tenant’s obligations to Landlord under this Lease, Tenant may shall deliver to Landlord Landlord, on the date that Tenant executes and delivers the Lease to Landlord, an irrevocable and transferable letter Irrevocable Standby Letter of credit Credit (“Letter of Credit”) running which shall be (a) in favor of the form attached hereto as Exhibit 9 (or a materially similar form reasonably acceptable to the issuing bank and Landlord), (b) issued by a bank reasonably acceptable to Landlord, with upon which presentment may be made in Boston, Massachusetts, (c) in an amount equal to the Letter of Credit securing Tenant’s obligations hereunder Amount (as set forth on Exhibit 1) and subject to the terms and conditions reductions as set forth herein, and (d) for the period specified below, subject to extension in accordance with the Lease. The terms of the Letter of Credit and as set forth herein. In the event of a change of circumstance relating to the bank issuing the Letter of Credit, which are subject or if Landlord otherwise in good faith believes that the financial condition of the issuing bank has been degraded, Landlord reserves the right to require Tenant to replace the Letter of Credit from time to time with a similar letter of credit issued by another bank satisfactory to Landlord’s reasonable consent. Tenant shall, shall strictly comply with on or before that date which is thirty (30) days prior to the provisions expiration of this Addendum #1the term of such Letter of Credit, deliver to Landlord a new Letter of Credit satisfying the foregoing conditions (“Substitute Letter of Credit”) in lieu of the Letter of Credit then being held by Landlord unless such Letter of Credit expressly provides for automatic renewals as required herein. The Such Letter of Credit shall be issued by automatically renewable provided that if the issuer of such Letter of Credit gives notice of its election not to renew such Letter of Credit for any additional period pursuant thereto, Tenant shall be required to deliver a bank acceptable Substitute Letter of Credit satisfying the conditions hereof, on or before the date thirty (30) days prior to Landlord in Landlord’s reasonable discretion and under the supervision expiration of the banking commission term of the State such Letter of California or the Federal Deposit Insurance CorporationCredit. If the credit Tenant agrees that it shall from time to time, as necessary, whether as a result of the bank that originally issues a draw on the Letter of Credit becomes unacceptable by Landlord pursuant to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter the terms hereof or as a result of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter the expiration of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit then in effect, renew or replace the original and maintain it any subsequent Letter of Credit so that a Letter of Credit, in the amount required hereunder, is in effect throughout Term of this Lease, including any extensions thereof, or in the event that Tenant remains in possession of the Premises following the expiration of the Term, or if Tenant has obligations hereunder to Landlord that remain unsatisfied following the expiration of the Term (as may be extended), and for the period ending one hundred twenty (120) days after the end latest to occur of the calendar year in which foregoing (i.e., the expiration of the Term expires(as may be extended), the date on which Tenant vacates and shall provide that it is automatically renewable for yields up the TermPremises, unless released pursuant etc.). If Tenant fails to the provisions of this Section furnish such renewal or unless the issuing bank delivers a notice of non-renewal no later than replacement at least thirty (30) days before expiration. If Tenant fails prior to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms stated expiration date of the Letter of Credit shall then held by Landlord, Landlord may draw upon such Letter of Credit and hold the proceeds thereof (and such proceeds need not be reasonably acceptable segregated) as a security deposit pursuant to Landlord and shall provide, among other things, in effect that:the terms of this Article 29.13.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously Concurrently with the Lessee’s execution of this Lease, Tenant may Lessee shall deliver to Landlord Lessor, as security for the performance by Lessee of all of its obligations under this Lease and for all losses and damages Lessor may suffer and for which Lessee is liable under the Lease (or which Lessor reasonably estimates that it may suffer and for which Lessee is liable under the Lease) as a result of any breach or default by Lessee under this Lease that is not cured after expiration of all applicable notice and cure periods, an irrevocable and transferable standby letter of credit (the “Letter of Credit”) ), in the form reasonably acceptable to Lessor and containing the terms required herein, payable in the City of Los Angeles, California, running in favor of LandlordLessor and issued by a solvent, nationally recognized bank with a long term rating of A- or better by Standard & Poor’s and with total assets of Fifteen Billion Dollars ($15,000,000,000.00) or more, under the supervision of the Superintendent of Banks of the State of California, or a national banking association, in the amount set forth in Section 1.1(l) above as such amount may be reduced in accordance herewith (the “Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1Amount”). The Letter of Credit shall (i) be issued by a bank acceptable to Landlord “callable” at sight and irrevocable (ii) be maintained in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California effect, whether through renewal, extension, or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable replacement for the period ending no less than one (1) year after from the Lease Commencement Date and continuing until the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expirationafter the expiration of the Term (the “LC Expiration Date”), (iii) assignable by Lessor to its successors and assigns who acquire the Building and assume the Lease or to Lessor’s lender who enter into a subordination and nondisturbance agreement with Lessee, (iv) permit partial draws and multiple presentations and drawings, and (v) be otherwise subject to the Uniform Customs and Practices for Documentary Credits (1993-Rev), International Chamber of Commerce Publication #500, or the International Standby Practices-ISP 98, International Chamber of Commerce Publication #590. If Tenant fails In addition to renew the Letter of Credit within ten (10) Business Days of its expirationforegoing, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit (and the bank issuing the same (the “Bank”)) shall be reasonably acceptable to Landlord Lessor, in Lessor’s reasonable discretion, provided that Lessor hereby approves XX Xxxxxx Xxxxx as the Bank. Lessor shall have the right to draw down an amount up to the face amount of the Letter of Credit if any of the following shall have occurred or be applicable: (A) such amount is due to Lessor under the terms and conditions of this Lease as a result of an Event of Default by Lessee that has not been cured after notice and expiration of any applicable cure period, or (B) Lessee has filed a voluntary petition under the U. S. Bankruptcy Code or any state bankruptcy code (collectively, “Bankruptcy Code”), or (C) an involuntary petition has been filed against Lessee under the Bankruptcy Code, or (D) the Bank has notified Lessor that the Letter of Credit will not be renewed or extended through the LC Expiration Date. The Letter of Credit will be honored by the Bank regardless of whether Lessee disputes Lessor’s right to draw upon the Letter of Credit. In connection with any permitted transfer or assignment of the Letter of Credit by Lessor, Lessee shall, at Lessee’s sole cost and expense, execute and submit to the Bank such applications, documents and instruments as may be necessary to effectuate such transfer, and Lessee shall be responsible for paying the Bank’s transfer and processing fees in connection therewith. If, as a result of any drawing by Lessor on the Letter of Credit, the amount of the Letter of Credit shall be less than the Letter of Credit Amount, Lessee shall, within five (5) business days thereafter, provide Lessor with additional letter(s) of credit or an amendment to the letter of credit in an amount equal to the deficiency, and any such additional letter(s) of credit or amendment shall comply with all of the provisions of this Section 5, and if Lessee fails to comply with the foregoing, notwithstanding anything to the contrary contained in Section 5 above, the same shall constitute a default by Lessee under this Lease (without the need for any additional notice and/or cure period). Lessee further covenants and warrants that it will neither assign nor encumber the Letter of Credit or any part thereof and that Lessor’s (Landlord’s) initials Lessee’s (Tenant’s) initials neither Lessor nor its successors or assigns will be bound by any such assignment, encumbrance, attempted assignment or attempted encumbrance. Without limiting the generality of the foregoing, if the Letter of Credit expires earlier than the LC Expiration Date, Lessor will accept a renewal thereof (such renewal letter of credit to be in effect and delivered to Lessor, as applicable, not later than thirty (30) days prior to the expiration of the Letter of Credit), which shall be irrevocable and automatically renewable as above provided through the LC Expiration Date upon the same terms as the expiring Letter of Credit or such other terms as may be acceptable to Lessor in its reasonable discretion. However, if the Letter of Credit is not timely renewed, or if Lessee fails to maintain the Letter of Credit in the amount and in accordance with the terms set forth in this Section 5, Lessor shall have the right to present the Letter of Credit to the Bank in accordance with the terms of this Section 5, and the proceeds of the Letter of Credit may be applied by Lessor against any Rent payable by Lessee under this Lease that is not paid when due and/or to pay for all losses and damages that Lessor has suffered or that Lessor reasonably estimates that it will suffer as a result of any breach or default by Lessee under this Lease and for which Lessee is liable under this Lease. Any unused proceeds shall need not be segregated from Lessor’s other assets. Lessor agrees to pay to Lessee, within fifteen (15) business days after the LC Expiration Date, the amount of any proceeds of the Letter of Credit received by Lessor and not applied against any Rent payable by Lessee under this Lease that was not paid when due or used to pay for any actual losses and/or damages suffered by Lessor (or reasonably estimated by Lessor that it will suffer) and for which lessee is liable under this Lease as a result of any breach or default by Lessee under this Lease; provided, however, that if prior to the LC Expiration Date a voluntary petition is filed by Lessee, or an involuntary petition is filed against Lessee by any of Lessee’s creditors, under the Bankruptcy Code, then Lessor shall not be obligated to make such payment in the amount of the unused Letter of Credit proceeds until either all preference issues relating to payments under this Lease have been resolved in such bankruptcy or reorganization case or such bankruptcy or reorganization case has been dismissed. Lessee hereby acknowledges and agrees that Lessor is entering into this Lease in material reliance upon the ability of Lessor to draw upon the Letter of Credit upon the occurrence of any breach or default on the part of Lessee under this Lease. If Lessee shall fail to perform any of its obligations hereunder (including without limitation timely payment of Rent), Lessor may, but without obligation to do so, upon prior written notice to Lessee and expiration of all applicable cure periods, draw upon the Letter of Credit, in part or in whole, to cure any such failure of Lessee and/or to compensate Lessor for any and all damages of any kind or nature reasonably sustained or which Lessor reasonably estimates that it will sustain resulting from the same, including, but not limited to, all damages or rent due upon termination of this Lease pursuant to Section 1951.2 of the California Civil Code for which Lessee is liable under this Lease. The use, application or retention of the Letter of Credit, or any portion thereof, by Lessor shall not prevent Lessor from exercising any other right or remedy provided by this Lease or by any applicable law, it being intended that Lessor shall not first be required to proceed against the Letter of Credit, and shall providenot operate as a limitation on any recovery to which Lessor may otherwise be entitled. Lessee agrees not to interfere in any way with payment to Lessor of the proceeds of the Letter of Credit, among either prior to or following a “draw” by Lessor of any portion of the Letter of Credit, regardless of whether any dispute exists between Lessee and Lessor as to Lessor’s right to draw upon the Letter of Credit. No condition or term of this Lease shall be deemed to render the Letter of Credit conditional to justify the issuer of the Letter of Credit in failing to honor a drawing upon such Letter of Credit in a timely manner in accordance with the terms of the Letter of Credit. Lessee agrees and acknowledges that (i) the Letter of Credit constitutes a separate and independent contract between Lessor and the Bank, (ii) Lessee is not a third party beneficiary of such contract, (iii) Lessee has no property interest whatsoever in the Letter of Credit, and (iv) in the event Lessee becomes a debtor under any chapter of the Bankruptcy Code, neither Lessee, any trustee, nor Lessee’s bankruptcy estate shall have any right to restrict or limit Lessor’s claim and/or rights to the Letter of Credit and/or the proceeds thereof by application of Section 502(b)(6) of the U. S. Bankruptcy Code or otherwise. Lessor and Lessee acknowledge and agree that in no event or circumstance shall the Letter of Credit or any renewal thereof be (i) deemed to be or treated as a “security deposit” within the meaning of California Civil Code Section 1950.7, (ii) subject to the terms of such Section 1950.7, or (iii) intended to serve as a “security deposit” within the meaning of such Section 1950.7. The Parties hereto (A) recite that the Letter of Credit is not intended to serve as a security deposit and such Section 1950.7 and any and all other thingslaws, rules and regulations applicable to security deposits in the commercial context (“Security Deposit Laws”) shall have no applicability or relevancy thereto and (B) waive any and all rights, duties and obligations either Party may now or, in effect that:the future, will have relating to or arising from the Security Deposit Laws. Lessor’s (Landlord’s) initials Lessee’s (Tenant’s) initials The amount of the Letter of Credit shall be reduced by $250,000.00 on each anniversary of the Commencement Date (each, a “Reduction Date”), provided that in no event shall the Letter of Credit be reduced below $315,825.38. Notwithstanding anything to the contrary in this Section 5, the amount of the Letter of Credit shall only decrease as set forth above if, as of the applicable Reduction Date, Lessee is not in default under this Lease and Lessor has not delivered a notice of default under this Lease that is uncured by Lessee. In the event Lessee does not satisfy the foregoing condition as of a particular Reduction Date (the “Letter of Credit Reduction Condition”), the Letter of Credit shall not be reduced as of such Reduction Date but if Lessee thereafter satisfies the LC Reduction Condition, the Letter of Credit shall be decreased upon such satisfaction of the LC Reduction Condition. Not more than thirty (30) days prior to each of the applicable reduction dates, Lessee shall deliver Lessor a notice (the “Reduction Request”) requesting that Lessor provide the Bank issuing the Letter of Credit a notice as required to cause the applicable reduction is to occur on the reduction date (the “Reduction Certification”). Within five (5) business days after Lessor’s receipt of the Reduction Request, and provided that Lessee meets the Letter of Credit Reduction Condition, Lessor shall deliver the Reduction Certification to the Bank in the form required by the terms of the Letter of Credit. If Lessor fails to deliver the Reduction Certification when required hereunder, Lessee shall have the right to offset such amount against Rent due under this Lease.

Letter of Credit. In lieu (This Clause is only applicable to those Retrocessionaires who cannot qualify for credit by the State having jurisdiction over the Company's loss reserves and unearned premium reserves). As regards policies or bonds issued by the Company coming within the scope of providing a cash Security Depositthis Agreement, simultaneously the Company agrees that when they shall file with the execution Insurance Department or set up on its books reserves for losses covered hereunder or unearned premium reserves on policies subject to this Agreement, which it shall be required to set up by law it will forward to the Retrocessionaires a statement showing the proportion of this Lease, Tenant may deliver such loss reserves and unearned premium reserves which is applicable to Landlord an them. The Retrocessionaires hereby agree that they will apply for and secure delivery to the Company a clean irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the unconditional Letter of Credit securing Tenant’s obligations hereunder subject issued by a bank chosen by the Retrocessionaire and acceptable to the terms appropriate insurance authorities, in an amount equal to the Retrocessionaires' proportion of the loss reserves calculated in accordance with a formula agreed with Retrocessionaires, and conditions set forth allocated loss expenses relating thereto or unearned premium reserves as shown in the Lease. The terms of statement prepared by the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1Company. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion "Evergreen" and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable issued for the a period ending no of not less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expiresyear, and shall provide that it is be automatically renewable extended for the Term, one year from its date of expiration or any future expiration date unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails prior to renew any expiration date, the bank shall notify the Company by certified or registered mail that it elects not to consider the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1extended for any additional period. The form and terms bank chosen for the issuance of the Letter of Credit shall be reasonably acceptable have no responsibility whatsoever in connection with the proprietary of withdrawals made by the Company or the disposition of funds withdrawn, except to Landlord ensure that withdrawals are made only upon the order of properly authorised representatives of the Company. At annual intervals, or more frequently as agreed but never more frequently than semiannually, the Company shall prepare a specific statement, for the sole purpose of amending the Letter of Credit, of the Retrocessionaire's share of outstanding losses and shall provideallocated expenses relating thereto or unearned premium reserves on policies subject to this Agreement. If the statement shows that the Retrocessionaire's share of such losses and allocated loss expenses and/or the unearned premium reserves, among other thingsexceeds the balance of credit as of the statement date, in effect that:the Retrocessionaire shall, within thirty (30) days after receipt of notice of such excess, secure delivery to the Company of an amendment of the Letter of Credit increasing the amount of credit

Letter of Credit. In lieu For purposes of providing a the Lease the term "Letter of Credit" is defined as the cash Security Deposit, simultaneously with on deposit at Ocwen Federal Bank FSB plus interest earned thereon or the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable standby letter of credit payable to Landlord for the benefit of Tenant (“Letter or any combination of Credit”the two) running in favor the amount of Landlord, with $_______ (the "Letter of Credit securing Tenant’s obligations hereunder subject Maximum Amount") for a period equal to two (2) years initially which, unless Stabilization shall have occurred prior to the terms and conditions set forth in the Lease. The terms initial expiration of the such Letter of Credit, which are subject shall be renewed until Stabilization or successive periods of 12 months whichever is later (provided, however, after the Commencement Date any such renewal Letter of Credit shall be required in the amount of the then unused balance and provided further Landlord may draw the full amount available under a Letter of Credit if same is not replaced as required hereunder within 10 days prior to Landlord’s reasonable consent, shall strictly comply with the provisions expiration of this Addendum #1any expiring Letter of Credit). The Letter of Credit shall be issued by a bank acceptable in form and substance, and from an issuer satisfactory to Landlord, deposited with Landlord in Landlord’s reasonable discretion to secure all obligations hereunder and under the supervision Development Agreement, the payment of working capital and Pre-Stabilization Rent payments upon sight draft by Landlord; provided, that no Event of Default exists hereunder. Working capital in the banking commission MAXIMUM amount of $_______ may be made available by Landlord for any expense to operate the State of California or Facility (other than Base Rent and Additional Rent) and up to $200,000 may be used to fund pre-marketing and operational start-up costs (the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues "Start-Up Costs") from the Letter of Credit becomes unacceptable during the Pre-Stabilization Period to be disbursed by Landlord to Tenant in Landlord’s 's reasonable discretion. To the extent additional working capital is necessary, Tenant shall at provide written notice to Landlord requesting that additional funds be made available from the Letter of Credit; provided that all such requests in the aggregate do not exceed $______. Landlord shall review any such request and shall have the right to require evidence or documentation from Tenant with respect to such working capital expenses. Landlord shall have the right to accept or reject any such request in its cost substitute another reasonable discretion. To the extent Landlord rejects any request or such request exceeds the $______ limit or Tenant has already exceeded the $______ limit, then Tenant will be required to fund the working capital that is needed. To the extent the Letter of Credit from is reduced below an amount equal to the Letter of Credit Maximum Amount less the Start-Up Costs at any time prior to the Commencement Date, Tenant shall be required to deposit the shortfall in the form of cash to be held under the Assignment and Pledge of Deposit Account agreement or a bank that is acceptable to replacement Letter of Credit in the amount of such shortfall on the same terms and conditions as and issued by the same issuer as the Letter of Credit with Landlord in Landlord’s sole reasonable discretionon or before the Commencement Date. The balance, if any, of Letter of Credit shall be irrevocable returned to Tenant upon achievement of Stabilization. In the event that at any time during the Lease Term (i) the cash flow from the Premises for any month is insufficient to pay scheduled Base Rent or Additional Rent, and (ii) scheduled Base Rent or Additional Rent then due and payable is not otherwise paid by Tenant directly or through a debit of the period ending Mandatory Sweep Account under Section 24(a) or (b) then, provided that no less than one Event of Default shall have occurred, Landlord upon receipt of a written direction from Tenant at least five (15) year after days prior to the date of issuance. Tenant payment date, shall renew disburse to itself from funds then available under the Letter of Credit an amount sufficient to pay the Base Rent or Additional Rent then due and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:payable.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the execution As security for Lessee's obligations under Paragraph 3 of this Lease, Tenant may Lessee shall, upon execution and delivery of this Lease, deliver to Landlord an Lessor a clean irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to (the terms and conditions set forth "Letter") in the Lease. The terms amount of the Letter of Credit$500,000.00, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a major commercial bank (the "Bank") reasonably acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Lessor, which Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant transferable and shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expiresspecify that multiple draws are permitted, and shall provide upon which Lessor may draw by presentation of a sight draft accompanied by a certificate executed by Lessor stating: "We certify that it Portfolio Recovery Associates, LLC is automatically renewable for the Term, unless released in default pursuant to the provisions terms of Paragraph 3 of its Lease with Riverside Investors, L.C., or its successor in interest and the amount drawn hereunder represents the amount required to cure such default." The Letter shall either (x) expire upon the achievement by Lessee of gross revenues (cash collections) in the prior 12 months of $15,000,000 or more, and pre-tax operating cash flow of $7,500,000 or more (pre-tax operating cash flow will be defined as cash collections as designated in the footnotes to Lessee's audited financial statements, less all operating expenses, adding back depreciation and amortization, exclusive of taxes and interest expense, as all of these items appear in Lessees audited financial statements), or (y) be renewed periodically so that the original Letter or a replacement thereof shall be in full force and effect throughout the term of this Section or unless the issuing bank delivers a notice of non-renewal no later Lease. Lessee shall deliver to Lessor any replacement Letters not less than thirty (30) days before expirationprior to the expiration of the then current Letter. If Tenant fails Lessee shall fail so to renew deliver any replacement Letter, then Lessor shall be entitled to draw upon the existing Letter. If Lessor shall draw upon any such Letter as a result of the failure of Lessee to perform any of its obligations under Paragraph 3 of this Lease or its obligations under this Section, Lessee shall immediately deliver to Lessor an additional Letter in the amount so drawn by Lessor, and otherwise on terms identical to the Letter. If the Bank shall become or be declared insolvent or be liquidated or reorganized or shall be subject to any provision of any bankruptcy law or code as then in effect or if the Letter shall cease to be in full force or effect (all collectively, a "Failure") then the date on which any of Credit the foregoing shall occur shall be deemed to be the expiration of the Letter, whereupon Lessee shall immediately deliver a replacement Letter from another Bank. For purposes of Section 22, if Lessee shall fail to deliver a replacement Letter as aforesaid within ten (10) Business Days days after notice from Lessor of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord occurrence of a substitute Failure, such event shall be deemed a default by Lessee in the payment of rent. Notwithstanding the foregoing, the Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms shall not be less than (i) $500,000 during the first year of the Letter Term and (ii) upon achievement of Credit shall be reasonably acceptable to Landlord and shall providethe foregoing release criteria, among other things, in effect that:$250,000 during the second year of the Term.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the execution of this Lease, Security Deposit to be delivered by Tenant may deliver to Landlord may be in the form of an irrevocable and transferable unconditional letter of credit (the “Letter of Credit”) running governed by the Uniform Customs and Practice for Documentary Credits, International Chamber of Commerce Publication No. 590, as revised from time to time, in favor an amount the amount set forth in Section K of the Summary, issued to Landlord, as beneficiary, in form and substance reasonably satisfactory to Landlord, by Bank of America, Xxxxx Fargo Bank or other bank reasonably approved by Landlord and qualified to transact banking business in California with an office in the Greater San Francisco Bay Area at which drafts drawn on the Letter of Credit securing Tenantmay be presented for payment. The full amount of the Letter of Credit shall be available to Landlord upon presentation of Landlord’s obligations hereunder subject sight draft accompanied only by the Letter of Credit and Landlord’s signed statement that Landlord is entitled to draw on the Letter of Credit pursuant to this Lease. Tenant shall maintain the Letter of Credit for the entire Lease Term and any extension thereof. The Letter of Credit shall expressly state that the Letter of Credit and the right to draw thereunder may be transferred or assigned by Landlord to any successor or assignee of Landlord under this Lease. Tenant shall pay any fees related to the terms and conditions set forth in the Lease. The terms issuance or amendment of the Letter of Credit, which are subject to Landlord’s reasonable consentincluding, shall strictly comply with the provisions of this Addendum #1without limitation, any transfer fees. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionpermit partial draws. The Letter of Credit shall provide that it will be irrevocable for the period ending no less than one automatically renewed until thirty (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (12030) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or Expiration Date unless the issuing bank delivers a issuer provides Landlord with written notice of non-renewal no at the notice address herein at least sixty (60) days prior to the expiration thereof. If, not later than thirty (30) days before expiration. If prior to the expiration of the Letter of Credit, Tenant fails to renew furnish Landlord with a replacement Letter of Credit pursuant to the terms and conditions of this Section, then Landlord shall have the right to draw the full amount of the Letter of Credit within ten (10) Business Days of its expirationCredit, Landlord may draw on by sight draft, and shall hold the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms proceeds of the Letter of Credit shall be reasonably acceptable as a cash Security Deposit pursuant to the terms and conditions of Section 6.1 above. In such event, Landlord may keep the Security Deposit in its general funds and shall provide, among other things, in effect that:not be required to pay interest to Tenant on the deposit amount.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver the Security Deposit to Landlord an irrevocable in the form of a clean, irrevocable, non-documentary and transferable unconditional letter of credit (“Letter the "LETTER OF CREDIT") issued by and drawable upon any commercial bank which is a member of Credit”) running in favor of the New York Clearing House Association or other bank satisfactory to Landlord, with trust company, national banking association or savings and loan association (the "ISSUING BANK"), which has outstanding unsecured, uninsured and unguaranteed indebtedness, or shall have issued a letter of credit or other credit facility that constitutes the primary security for any outstanding indebtedness (which is otherwise uninsured and unguaranteed), that is then rated, without regard to qualification of such rating by symbols such as "+" or "-" or numerical notation, "Aa" or better by Moodx'x Xxxestors Service and "AA" or better by Standard & Poor's Rating Service, and has combined capital, surplus and undivided profits of not less than $500,000,000.00. Landlord hereby approves Bank Boston or Fleet Bank as the issuer of the Letters of Credit and the form of Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth attached hereto as Exhibit G. Such Letter of Credit shall (a) name Landlord as beneficiary, (b) be in the Leaseamount of the Security Deposit, (c) have a term of not less than one year, (d) permit multiple drawings, (e) be fully transferable by Landlord without the payment of any fees or charges by Landlord, and (f) otherwise be in form and content reasonably satisfactory to Landlord. The terms If upon any transfer of the Letter of Credit, any fees or charges shall be so imposed, then such fees or charges shall be payable solely by Tenant. The Letter of Credit shall provide that it shall be deemed automatically renewed, without amendment, for consecutive periods of one year each thereafter during the Term (and in no event shall the Letter of Credit expire prior to the 30th day following the Expiration Date) unless the Issuing Bank sends a notice (the "NON-RENEWAL NOTICE") to Landlord by certified mail, return receipt requested, not less than 30 days next preceding the then expiration date of the Letter of Credit stating that the Issuing Bank has elected not to renew the Letter of Credit. Landlord shall have the right, upon receipt of the Non-Renewal Notice, to draw the full amount of the Letter of Credit, by sight draft on the Issuing Bank, and shall thereafter hold or apply the cash proceeds of the Letter of Credit pursuant to the terms of this Article 28, until Tenant delivers to Landlord a substitute Letter of Credit which are subject to Landlord’s reasonable consentmeets the requirements of this Section 28.2. The Issuing Bank shall agree with all drawers, shall strictly comply endorsers and bona fide holders that drafts drawn under and in compliance with the provisions terms of this Addendum #1the Letter of Credit will be duly honored upon presentation to the Issuing Bank (in person, by courier or otherwise provided in the attached approved form of Letter of Credit) at an office location in San Francisco, California, Boston, Massachusetts or the location of BankBoston's or Fleet Bank's letter of credit department. The Letter of Credit shall be issued by a bank acceptable to Landlord subject in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant all respects to the provisions Uniform Customs and Practice for Documentary Credits (1993 revision), International Chamber of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expirationCommerce Publication No. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:500.

Letter of Credit. In lieu of providing If Tenant elects to use a cash Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”: (a) running in favor of Landlord, with the Landlord shall have no obligation to accept a Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth unless it complies, in the Lease. The terms of the Letter of Creditall respects, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit Exhibit G attached, which shall be issued by a bank acceptable to Landlord determined in Landlord’s reasonable discretion 's sole discretion; and under (b) if accepted by Landlord, the supervision of Security Deposit shall remain in the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit unless and until the parties mutually agree, in writing, otherwise. Landlord is authorized to charge any damages it may sustain as the result of any default by Tenant against the Security Deposit; provided that in no event shall Landlord be entitled to draw more than the Maximum Draw Amount (as defined in Exhibit G) in effect at that time. Unless there is a bona fide dispute between Landlord and Tenant related to use of the Security Deposit (in which case the process contemplated under Section 17.3 will be followed), if any portion of the Security Deposit is in the form of cash and, i, prior to the termination of this Lease Landlord uses all or part of that cash portion the Security Deposit, in whole or in part, , Tenant shall immediately restore the cash amount so used by Landlord. At the Expiration Date, an earlier termination of this Lease, and/or whenever Tenant is required to restore amounts of the Security Deposit, Tenant shall be reasonably acceptable entitled to an accounting of all disbursements and applications of the Security Deposit made by Landlord as of that date. Within 90 days after the expiration or earlier termination of this Lease, any unused portion of the Security Deposit shall be returned to Tenant, but only after an inspection of the Premises has been made by Landlord after vacation by Xxxxxx, provided such inspection occurs with 30 days of vacation and subject to application of the Security Deposit as allowed under this Lease or otherwise by law. Notwithstanding the fact that this Lease may have expired or been terminated, Xxxxxxxx's right to use the Security Deposit as otherwise provided in this Section shall provide, among continue in full force and effect with respect to any amount received by Landlord in payment of Tenant's obligations under this Lease which Lender may be required to repay under any bankruptcy or insolvency laws. Any cash portion of the Security Deposit may not be commingled with other things, in effect that:Landlord's funds. Tenant shall not be credited with or entitled to any interest from Landlord on its Security Deposit.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously Simultaneously with the execution and delivery of this Lease, Tenant may shall deliver to Landlord an a clean, irrevocable and transferable letter of credit in the Security Deposit (“Letter of Credit”) running Amount (as defined in Article 1) in the form attached hereto as Exhibit L or otherwise satisfactory in form and content to Landlord and issued by an FDIC insured bank located in Boston reasonably satisfactory to Landlord in favor of Landlord. During the Term hereof, with including any extensions thereof, or for any period that Tenant remains in possession of the Letter premises following the expiration of Credit securing Tenant’s the term, or for any period Tenant has obligations hereunder subject to Landlord that remain unsatisfied following the terms and conditions set forth in the Lease. The terms expiration of the Letter of Creditterm (as may be extended), which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one ninety (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (12090) days after the end latest to occur of the calendar year foregoing (i.e., the expiration of the term (as may be extended), the date on which Tenant vacates and yields up the premises, etc.), the letter of credit shall be held to ensure the full and timely performance of Tenant’s obligations under this Lease; which letter of credit may be drawn upon by Xxxxxxxx and applied from time to time against outstanding obligations of Tenant hereunder without notice or demand. Tenant shall have no right to require Landlord to so draw and apply the letter of credit, nor shall Tenant be entitled to credit the same against rents or other sums payable hereunder. During the entire Term hereof, including any extension thereof, Tenant shall cause said letter of credit to be renewed, in which the Term expiresidentical form to that delivered herewith, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expirationprior to the date of expiration of same. If Tenant Without limiting any other remedies of Landlord, in the event that Xxxxxx fails to renew any letter of credit given hereunder at least thirty (30) days prior to the date of expiration thereof, then Landlord shall have the right to draw down the entire amount of said letter of credit and hold such sums as a cash deposit. If and to the extent that Xxxxxxxx makes such use of the letter of credit, or any part thereof, the sum so applied by Landlord (from cash or from a drawing on the letter of credit) shall be restored to the letter of credit (or by a new letter of credit equal to the difference) by Tenant forthwith upon notice from Landlord, and failure to so restore (within the cure period applicable to Base Rent hereunder) shall be a default hereunder giving rise to all of Landlord’s rights and remedies applicable to a default in the payment of rent. In the event of a change of circumstance relating to the bank issuing the letter of credit, or Landlord otherwise believes the financial conditions of the issuing bank has been degraded, Landlord reserves the right to require Tenant to replace the letter of credit from time to time with a substitute similar letter of credit issued by another bank satisfactory to Landlord. Following the expiration of the term of this Lease, to the extent that Xxxxxxxx has not previously drawn upon the Letter of Credit within ten (10) Business Days to the extent that Tenant is not otherwise in default of its expirationobligations under the Lease, Landlord may draw on shall return the existing Letter of Credit promptly following Landlord’s final calculation of amounts owed from Tenant to Landlord under the Lease (including, without limitation, any true-up of Additional Rent) and maintain Tenant’s payment of the funds same in full to Landlord. Notwithstanding the foregoing, provided that: (i) Tenant has not been in default of any of its obligations under this Lease after the giving of any applicable notice and the expiration of any applicable cure period prior to any Reduction Date (as hereinafter defined) in question, (ii) Tenant is, as of such Reduction Date, not in default of its obligation under the Lease (provided, however, that if there is no reduction of the security deposit based upon Tenant’s failure to satisfy the condition set forth in this clause (ii), then Tenant may subsequently achieve a non-interest-bearing reduction in the security deposit pursuant to be returned this sentence at such time as Tenant cures such default, so long as the Lease is then in full force and effect and Tenant is otherwise then in full compliance with its obligations under the Lease), and (iii) the Lease is then in full force and effect, Landlord shall refund to Tenant on receipt by Landlord such portion of a substitute the Letter of Credit from Tenant meeting all requirements which it is then holding so as to cause the total Letter of this Addendum #1. Credit to be reduced as of each Reduction Date to the amount shown in the following schedule: Reduction Date New Reduced Amount of Letter of Credit The form and terms first (1st) day of the second (2nd) Lease Year $725,733.36 The first (1st) day of the third (3rd) Lease Year $635,016.69 The first (1st) day of the fourth (4th) Lease Year $544,300.02 Any reduction in the Letter of Credit shall be reasonably accomplished by Tenant providing Landlord with a substitute Letter of Credit in the reduced amount in exchange for the existing Letter of Credit(s) which Landlord is then holding, or by an amendment to the existing Letter of Credit(s) then held by Landlord, in form and substance acceptable to Landlord, which is accepted by Landlord and shall provide, among other things, in effect that:writing.

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

Letter of Credit. In lieu (a) To secure the full and prompt payment by Subtenant of providing a cash Security Depositall amounts due under this Sublease and the performance of all obligations of Subtenant hereunder, Subtenant shall, simultaneously with the execution and delivery of this LeaseSublease, Tenant may deliver to Landlord an irrevocable and transferable provide Sublandlord with a letter of credit (the “Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject initial amount equal to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1Eighty Five Thousand One Hundred Thirty-Four and 34/100 Dollars ($85,134.34). The Letter of Credit shall be in a form reasonably satisfactory to Sublandlord and issued by a bank acceptable banking corporation reasonably satisfactory to Landlord in Landlord’s reasonable discretion and under Sublandlord. It shall have an expiration date no earlier than the supervision first anniversary of the banking commission date of issuance thereof and shall be automatically renewed from year to year through December 31, 2022 unless the issuer thereof provides notice to Sublandlord of its intent not to renew the subject letter of credit at least forty-five (45) days prior to the expiration thereof. Subtenant shall, throughout the term of this Sublease, deliver to Sublandlord, in the event of the State termination or non-renewal of California any such letter of credit, replacement letters of credit in lieu thereof (each such letter of credit and such extensions or replacements thereof, as the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues case may be, shall constitute the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1hereunder) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty ten (3010) days before expirationprior to the expiration date of the preceding Letter of Credit. If Tenant fails Subtenant shall fail to renew the obtain any replacement of or amendment to a Letter of Credit within ten any of the applicable time limits set forth in this Section 38, such failure shall, at the option of Sublandlord constitute an Event of Default; and Sublandlord shall have the right (10) Business Days but not the obligation), at its option, to draw down the full amount of its expiration, Landlord may draw on the existing Letter of Credit and maintain retain the funds same as a non-interest-bearing deposit cash security hereunder, and notwithstanding such draw by Sublandlord, Sublandlord shall retain all other rights and remedies that are available to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of Sublandlord under this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:Sublease.

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

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

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

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

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

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

Letter of Credit. In lieu of providing a cash addition to the Security Deposit, simultaneously with the execution of this Leaseif any, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlordas additional security hereunder, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Creditevent Tenant fails, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which any time during the Term expires(including any Extensions) to maintain cash or cash equivalent reserves of at least Ten Million Dollars ($10,000,000) (the “Cash Requirement”), and shall provide that it is automatically renewable for the Termthen Tenant shall, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days days after the date the Cash Requirement fails to be satisfied, deliver to Landlord written notice thereof and a letter of its expirationcredit in an amount equal to six (6) times the then effective Monthly Rent. The letter of credit shall be substantially in the form and of the substance of Exhibit F attached hereto, and issued by Union Bank of California or another financial institution reasonably acceptable to Landlord. Tenant shall be entitled to replace any such letter of credit with a new letter of credit that satisfies such conditions, and upon delivery of such replacement letter of credit by Tenant to Landlord, Landlord may shall deliver the old letter of credit to Tenant and cooperate with Tenant in terminating the old letter of credit, including by authorizing a full exoneration and release of the letter of credit. Landlord shall be entitled to draw on the existing Letter letter of Credit credit if Tenant has not replaced the letter of credit and the letter of credit is due to expire within ten (10) days and before the end of the Term. If Landlord so draws on the letter of credit, then Landlord shall hold the letter of credit proceeds as an additional security deposit; provided, however, that if Tenant subsequently delivers a letter of credit meeting the requirements set forth above, then Landlord shall immediately release such proceeds to Tenant. Upon any default by Tenant which has not been cured within the applicable time period after any notice required by this Lease, including specifically but without limitation Tenant’s obligation to pay rent or abide by any of its obligations under this Lease, Landlord shall be entitled to draw upon said letter of credit in the amount of the default(s) by the issuance of Landlord’s sole written demand to the issuing financial institution. Any such draw shall be without waiver of any rights Landlord may have under this Lease or at law or in equity as a result of the default. In the event that Tenant can demonstrate by the delivery to Landlord of its audited financial statements prepared in accordance with generally accepted accounting principles, consistently applied, that Tenant has reestablished the Cash Requirement, then, upon written request of Tenant, Landlord shall deliver the letter of credit to Tenant and cooperate with Tenant in terminating the letter of credit, including by authorizing a full exoneration and release of the letter of credit; provided, however, if at any subsequent time Tenant shall fail to maintain the funds as a non-interest-bearing deposit to be returned to Cash Requirement Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable give written notice thereof to Landlord and cause a replacement letter of credit to be delivered to Landlord in an amount equal to six (6) times the then effective Monthly Rent, and on other terms of, the original letter of credit. Tenant shall providesubmit to Landlord annually during the Term (including any Extension) on or before the first day of the fourth (4th) calendar month of Tenant’s fiscal year, among other thingsTenant’s audited financial statements for the preceding fiscal year prepared in accordance with generally accepted accounting principles, in effect that:consistently applied.

Letter of Credit. In lieu If Tenant Fails to pay when due any Rent or other sum due under this Lease and such failure continues after notice from Landlord and the expiration of providing any applicable grace period, regardless of whether Tenant has filed a cash petition in bankruptcy under the federal bankruptcy laws, or if Tenant, following the filing of any such petition, rejects this Lease, then Landlord may (but shall not be required to) use, apply or retain all or any part of the Cash Security DepositDeposit for the payment of any Rent or other sum due under this Lease or for the payment of any other amount which Landlord may spend or become obligated to spend by reason of Tenant’s breach or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant’s breach of this Lease. Landlord shall thereupon be entitled to draw on the Letter of Credit to the extent necessary to cure the default in question. The Letter of Credit, simultaneously with or so much thereof as remains after the execution curing of any default of Tenant hereunder, shall be returned to Tenant within (30) days following the expiration of the term of this Lease (or earlier termination of the Lease) and surrender of the Premises by Tenant. The Letter of credit shall be issued for a term of at least twelve (12) months and shall be renewed automatically for consecutive twelve (12) month periods for the entire term of this Lease (except that the Letter of Credit shall expire not less than sixty (60) days after the expiration or sooner termination of the Lease) subject, however, to reduction as provided in Paragraph 53 below. If, at any time during the term of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit does not receive written notice from the issuing bank, at least fifteen (“Letter of Credit”15) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject business days prior to the terms and conditions set forth in the Lease. The terms expiration of any twelve (12) month term of the Letter of Credit, which are subject that the Letter of Credit is being renewed for another twelve (12) months, then Landlord shall have the right to Landlord’s reasonable consent, draw upon the Letter of Credit for the full amount thereof. Drawing upon the Letter of Credit shall strictly comply with be conditioned only upon presentation of the provisions original Letter of Credit to the issuer thereof accompanied by a certified statement from Landlord that Tenant is in default under this Addendum #1Lease and the default is continuing after notice and the expiration of any applicable grace period or Tenant has failed to timely renew such Letter of Credit. The Letter of Credit shall not be issued mortgaged, assigned or encumbered in any manner whatsoever by Tenant. The use, application or retention of the Letter of Credit, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law, it being intended that Landlord shall not first be required to proceed against the Letter of Credit, and such use, application or retention shall not operate as a bank acceptable limitation on any recovery to which Landlord in may otherwise be entitled. At Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues election, the Letter of Credit becomes unacceptable to Landlord in may name the Landlord’s reasonable discretionlender as a beneficiary, or as a co-beneficiary with Landlord, and/or may require that Landlord’s lender sign the certification required to be presented for any draw against the Letter of Credit. Landlord shall have the right to pledge or assign the Letter of Credit (or the proceeds of such Letter of Credit) to its lender holding a security interest in the Premises. In the event of a termination or transfer of Landlord’s interest in this Lease, Landlord shall transfer its interest in the Letter of Credit to the Landlord’s successor. In addition, upon termination or transfer of Landlord’s interest in this Lease, within ten (10) business days after request by Landlord or Landlord’s successor, Tenant shall at its cost substitute another either cause the Letter of Credit from a bank that is acceptable to Landlord in be amended to name Landlord’s sole reasonable discretionsuccessor as the party entitled to draw down on the Letter of Credit and deliver such amendment to the requesting party, or shall obtain and deliver to the requesting party a new Letter of Credit meeting the requirements of this Paragraph 52 naming Landlord’s successor as the party entitled to draw down on the Letter of Credit. The At Landlord’s election, within ten (19) business days after request by Landlord, Tenant shall cause the Letter of Credit to be amended to name Landlord’s lender as the beneficiary, or as a co-beneficiary with Landlord, and/or as a co-signer of any certification presented for a draw down of the Letter of Credit. If Tenant fails to comply with the requirements described in either or both of the prior two (2) sentences, Landlord or any lender designated in the Letter of Credit shall be irrevocable for entitled to draw down on the period ending no less than one (1) year after entire amount of the date Letter of issuanceCredit, the proceeds of which shall be held by Landlord as a cash Security Deposit to be utilized in the manner described in Paragraph 5. Tenant If a new Letter of Credit is delivered to Landlord as required by this paragraph above, the previously existing Letter of Credit shall renew be promptly returned to Tenant. Any fee due in connection with the transfer of Landlord’s rights as beneficiary under the Letter of Credit and maintain it for the period ending one hundred twenty to a successor landlord (120) days after the end of the calendar year or to Landlord’s lender), or in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section connection with an amendment or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms substitution of the Letter of Credit shall be reasonably acceptable paid by Tenant to the financial institution owned such fee or if Landlord and or any designated lender incurs any such fees, shall provide, among other things, in effect that:be paid by Tenant to the party incurring such fees upon demand.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with 4.1 Within thirty (30) days prior to the execution of this Leaseinitial Commencement Date, Tenant may deliver to shall furnish Landlord an a clean, unconditional and irrevocable and transferable letter of credit (the “Letter of Credit”) running in favor the Initial Premises LC Amount, issued by a commercial bank (the “Issuing Bank”) for the account of Landlord, with as security for the Letter performance of Credit securing all of Tenant’s obligations hereunder subject to the terms and conditions set forth in the under this Lease. The terms Issuing Bank shall be chartered under the laws of the Letter United States (or any State thereof or the District of CreditColumbia), which are shall be insured by the Federal Deposit Insurance Corporation, and shall at all times be subject to Landlord’s approval in Landlord’s reasonable consentand good faith discretion, shall strictly comply with provided, that so long as X.X. Xxxxxx Xxxxx Bank, N.A. satisfies the provisions requirements of this Addendum #1Section 4 for the Issuing Bank (e.g., the preceding terms of this sentence regarding being chartered and insured, and the terms of Section 4.3 below), X.X. Xxxxxx Chase Bank, N.A. is hereby approved by Landlord as the Issuing Bank. The Letter of Credit shall be issued by a bank acceptable to Landlord substantially in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. form attached hereto as Exhibit E. The Letter of Credit shall be irrevocable for the period ending no have a term of not less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending (except if less than one hundred twenty (1201) days after the end of the calendar year remains in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to in which event the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms term of the Letter of Credit shall be reasonably acceptable for the duration of the Term, plus the additional sixty (60) days required to satisfy the terms of the sentence that immediately follows). Tenant shall keep the Letter of Credit in full force and effect at all times during the Term and for sixty (60) days after the expiration or earlier termination of the Term, and shall deliver a renewal or replacement Letter of Credit to Landlord and not less than thirty (30) days prior to the expiration of the then-current Letter of Credit (the term “Letter of Credit” shall providerefer to the original Letter of Credit or the then-current renewal or replacement Letter of Credit). In the event of an Event of Default, among other thingsLandlord shall be entitled to (but shall not be required to) draw upon such portion of the LC Amount as is necessary to pay the actual damages resulting from such Event of Default (including, in effect that:without limitation, the payment of any delinquent Rent).

Letter of Credit. In lieu Tenant shall enter into a Letter of providing a cash Security Deposit, simultaneously with Credit (or ---------------- replacement Letter[s] of Credit in the execution event of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter termination of credit (“the original Letter of Credit”) running in favor of Landlord, a form satisfactory to and with a bank which meets with the Letter approval of Credit securing Tenant’s obligations hereunder subject to the terms Landlord and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1's lender. The Letter of Credit shall be issued in the initial amount of one million dollars ($1,000,000.00). So long as Tenant is not in default of Section 3.1 of this Lease Agreement, that amount may be decreased by a bank acceptable two hundred thousand dollars ($200,000.00) each year for five years until there is no balance remaining. If Tenant shall fail to make timely payments to Landlord in Landlord’s reasonable discretion and under the supervision pursuant to Section 3.1 of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues this Lease Agreement, Landlord shall be entitled to draw upon the Letter of Credit becomes unacceptable in an amount equal to any payment due Landlord in Landlord’s reasonable discretion, from Tenant shall at its cost substitute another Letter if such payment is not made within the time constraints of Credit from this Lease Agreement. In the event of a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew draw against the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end by Landlord, Tenant shall, within three weeks of the calendar year in which the Term expiresany such draw by Landlord, and shall provide that it is automatically renewable for the Term, unless released pursuant be required to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails take whatever steps are necessary to renew restore the Letter of Credit within ten (10) Business Days of its expiration, Landlord may to the balance that existed at the time immediately prior to the draw on against the existing Letter of Credit and maintain by Landlord. If the funds Lease Agreement is terminated as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord result of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms Tenant's default, the entire balance of the Letter of Credit shall be reasonably acceptable payable to Landlord immediately. If Landlord receives notice of the bank's intention to terminate the Letter of Credit, Tenant shall have 21 days to find a replacement letter of credit. If a replacement is not found, Landlord may declare the lease in default and draw and retain the balance of the existing Letter of Credit. Payment of the balance of the Letter of Credit upon Tenant's default shall providein no way limit Landlord's ability to recover all of its damages from Tenant. Landlord shall pay monthly fees related to maintaining the Letter of Credit for the months of February, among other thingsMarch, April, May, June and July, unless possession is delayed beyond September 1, 2001, in effect that:which case, Landlord shall pay such monthly fees until one month prior to possession by Tenant. All other expenses associated with the establishment and maintenance of the Letter of Credit shall be the obligation of Tenant. Except in the event the bank terminates the Letter of Credit or if the lease is terminated as a result of Tenant's default, if the amount paid to Landlord under the Letter of Credit exceeds the amount owed by Tenant to Landlord, upon Tenant's default, then Landlord shall refund the excess to Tenant within five days. In the event the bank terminates the Letter of Credit, Landlord shall refund the excess to Tenant when a new Letter of Credit has been established, or, if no new letter of credit is established, shall refund any excess to Tenant at such time as any damages have been calculated with reasonable certainty. If the lease is terminated as a result of Tenant's default, Landlord shall not be entitled to retain amounts exceeding any actual damages sustained as a result of the termination of the lease, and Landlord shall use its best efforts to mitigate its damages. Any refund payable to Tenant as a result of a termination of the lease shall be paid as soon as the amount (if any) can be ascertained with reasonable certainty.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with the execution of this Lease, (a) Tenant may shall deliver to Landlord an irrevocable and a clean, unconditional, irrevocable, transferable letter of credit (“the "Letter of Credit”") running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject a form reasonably acceptable to the terms Landlord and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject issued by Deutsche Bank Group or another financial institution ("Issuer") satisfactory to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued in the amount of One Hundred Fifty Thousand Dollars ($150,000.00), name Landlord as the beneficiary thereunder, and provide that draws thereunder will be honored upon receipt by Issuer of a bank acceptable written statement signed by Landlord or Xxxxxxxx's authorized agent stating that Landlord is entitled to draw down on a Letter of Credit pursuant to the terms of this Lease. Landlord in Landlord’s reasonable discretion and shall be entitled to draw the entire amount under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable if Xxxxxx does not deliver to Landlord a replacement letter of credit from Issuer or another financial institution reasonably satisfactory to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another the amount and form of the initial Letter of Credit from a bank that is acceptable no later than one month before the expiration date of the then existing Letter of Credit. If an Event of Default occurs under the Lease (after any applicable notice and cure periods), Landlord shall be entitled to Landlord in Landlord’s sole reasonable discretion. The draw upon the Letter of Credit to the extent required for payment of any Rent or any other sum as to which there is an Event of Default by Tenant or for any sum which Landlord may expend or may be required to expend by reason of Tenant's Event of Default in respect of any of the terms, covenants and conditions of this Lease, including but not limited to any damage or deficiency accrued before or after summary proceedings or other reentry by Landlord, including the costs of such proceeding or reentry and further including, without limitation, reasonable attorney's fees, (or, only if partial draws are not permitted, the entire amount of the Letter of Credit). Xxxxxxxx agrees that the Letter of Credit may also provide for partial draws by Landlord. It is agreed that Landlord shall be irrevocable for always have the period ending no less than one (1) year after right to draw upon and apply the date Letter of issuance. Tenant shall renew Credit, or any part thereof, as aforesaid, without notice and without prejudice to any other remedy or remedies which Landlord may have, or Landlord may pursue any other such remedy or remedies in lieu of drawing upon the Letter of Credit and maintain it for applying the period ending one hundred twenty Letter of Credit or any part thereof. If Landlord shall draw upon and use, apply or retain the Letter of Credit in whole or in part, Tenant shall within ten (12010) days after written notice from the end Landlord make such further amended Letter of Credit in form and substance reasonably satisfactory to Landlord as may be necessary to bring the balance of the calendar year in which Letter of Credit to a sum equal to the Term expires, and shall provide that it is automatically renewable for amount of the Term, unless released Security Deposit required to be maintained under this Lease. To the extent not applied by Landlord pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of Lease any amount drawn under the Letter of Credit shall be reasonably acceptable to held or applied by Landlord and shall provideas a Security Deposit. If at any time the Security Deposit is held as cash, among other things, in effect that:then Tenant may thereafter replace the cash security deposit with a letter of credit as set forth above.

Letter of Credit. In (a) At Sublessee’s election, in lieu of providing a the cash Security Deposit required by Section 18 of this Sublease, Sublessee may deliver to Sublessor with Sublessee’s execution and delivery of this Sublease an irrevocable letter of credit payable in either Washington, D.C. or New York City in the amount of the Security Deposit, simultaneously with issued for the execution benefit of this Leasethe Sublessor by a bank reasonably satisfactory to Sublessor (the “Issuing Bank”); provided, Tenant may deliver to Landlord an irrevocable and transferable however, if such letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject provides that draws thereunder may be submitted to the terms and conditions set forth Issuing Bank by fax without the requirement to submit the original of credit or the imposition of any requirements that would make the submission of such draws materially more difficult than an in-person submission in Washington, D.C., then such letter of credit may provide that in-person submission of draws thereunder may be made in Scranton, Pennsylvania or Tampa, Florida. If, during the Lease. The terms Sublease Term, the Issuing Bank enters into any form of the Letter of Creditregulatory or governmental receivership or other similar regulatory or governmental proceeding including, which are subject to Landlord’s reasonable consentwithout limitation, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued any receivership instituted or commenced by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance CorporationCorporation (FDIC) or is otherwise declared insolvent or downgraded by the FDIC or put on an FDIC “watchlist,” or if the financial condition of the Issuing Bank changes in any other materially adverse way, as reasonably determined by Sublessor, then Sublessee shall within 10 days after written notice from Sublessor deliver to Sublessor a replacement letter of credit which meets the requirements of this Section 19 and issued by a new Issuing Bank reasonably satisfactory to Sublessor. Sublessee’s failure to do so within 10 days after written request of Sublessor will constitute a default for which there will be no notice or cure period, and will give Sublessor the immediate right, without further notice to Sublessee, to draw upon such letter of credit. If Sublessee replaces such letter of credit pursuant to the credit foregoing, Sublessor will, within 10 days after Sublessor’s receipt of the bank that originally issues replacement letter of credit, deliver to Sublessee the Letter letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter credit so replaced. Each letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall credit will be irrevocable for the period ending no less than one (1) year after the date term of issuance. Tenant shall renew the Letter such letter of Credit credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall will provide that it is automatically renewable for a period ending not earlier than 60 days after the Termexpiration of the Sublease Term (the “Final L/C Expiration Date”) without any action whatsoever on the part of Sublessor. However, unless released pursuant the Issuing Bank will have the right not to the provisions renew said letter of this Section or unless the issuing bank delivers a credit on written notice of non-renewal no later to Sublessor given not less than thirty (30) 60 days before expiration. If Tenant fails the expiration of the then current term thereof (it being understood, however, that the privilege of the Issuing Bank not to renew said letter of credit will not, in any event, diminish the Letter obligation of Credit within ten (10) Business Days Sublessee to maintain such irrevocable letter of its expiration, credit with Landlord may draw on through the existing Letter of Credit and maintain date which is 60 days after the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms expiration of the Letter Sublease Term). Sublessee must be the applicant of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:the letter of credit.

Letter of Credit. In lieu On or before February 11, 2000, Tenant shall deposit with Landlord and shall maintain at all times on deposit with Landlord and keep whole and unencumbered an irrevocable, assignable, non-documentary standby letter of providing credit in form, and issued by, a cash Security Depositfinancial institution acceptable to Landlord in the amount of One Hundred Fifty Thousand Dollars ($150,000.00) (subject to reduction as provided below), simultaneously with as security for the execution faithful performance by Tenant of every term and condition of this Lease, it being expressly understood and agreed that Tenant may deliver not direct Landlord to apply said security in payment of rent for any month during the lease term. If there shall be a breach or default by Tenant in respect of any term or condition of this Lease, and such breach or default is not cured within the applicable cure period, if any, Landlord an irrevocable and transferable may draw upon all or any part of the letter of credit (“Letter to perform the same for the account of Credit”) running in favor Tenant, or for any damages, whether such damages or default accrue before or after summary proceedings or re-entry by Landlord. Landlord shall not be required so to use, apply or retain the whole or any part of Landlord, with said security nor shall the Letter provisions herein contained limit the rights and remedies of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Landlord under this Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, If Tenant shall strictly fully and faithfully comply with all of the provisions of this Addendum #1. The Letter Lease, then, upon the termination or expiration of Credit shall be issued this Lease by a bank acceptable to Landlord in Landlord’s reasonable discretion lapse of time or otherwise and under the supervision Tenant's surrender of the banking commission of Premises in the State of California condition required under this Lease, said security or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionany balance thereof remaining, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by within 30 days after such termination or expiration and surrender, as applicable. In the event of any sale, transfer or assignment of Landlord's interest under this Lease, Landlord of a substitute Letter of Credit may transfer or assign said security to the transferee, and Landlord thereupon shall be released from Tenant meeting all requirements of this Addendum #1liability with respect to said security. The form and terms Without affecting the non-documentary status of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:letter

Letter of Credit. In Notwithstanding the foregoing, Subtenant may, at any time, and in lieu of providing a cash the Security DepositDeposit in the form of cash, simultaneously with the execution of as provided for above, secure Subtenant's obligations to Sublandlord pursuant to this Lease, Tenant may deliver Sublease by delivering to Landlord Sublandlord an irrevocable and transferable sight draft letter of credit in an amount equal to the Collateral Amount and otherwise in such form, and issued by a bank, reasonably approved by Sublandlord, and having an expiration date no earlier than the date of expiration of the Sublease Term (“it being agreed that such letter of credit may be renewed on an annual basis, at least thirty (30) days prior to the expiration of the then current letter of credit) (such letter of credit being the "Letter of Credit”) running in favor "). In the event of Landlordany breach by Subtenant of Subtenant's obligations under this Sublease, with Sublandlord may, from time to time, draw upon and apply such amount of the Letter of Credit securing Tenant’s obligations hereunder subject as may be necessary to cure and/or compensate for such a breach. In the terms and conditions set forth event that Subtenant so delivers the Letter of Credit in the Lease. The terms then current Collateral Amount, then the Security Deposit (if previously provided) shall be returned to Subtenant, together with Interest thereon, no later than the date that is forty-five (45) days after Sublandlord's receipt of the Letter of Credit. Likewise, which are subject to Landlord’s reasonable consent, shall strictly comply with in the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank event that originally issues Subtenant has previously provided the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionCredit, Tenant shall Subtenant may, at its cost substitute another Letter any time, deposit with Sublandlord the applicable Collateral Amount of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit the Security Deposit (which shall be irrevocable for the period ending treated, and shall be in an amount, as described in Paragraph 12(a) above), in which event Subtenant shall no less than one (1) year after the date of issuance. Tenant shall renew longer be required to maintain the Letter of Credit and maintain it the Security Deposit shall be treated as provided for above (except that Interest thereon shall be payable only on the Collateral Amount of the Security Deposit that the Sublandlord actually has in Sublandlord's possession and only with respect to the time period ending one hundred twenty five (1205) business days after the end Sublandlord actually is in possession of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant Security Deposit to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty date five (305) business days before expirationLandlord returns the Security Deposit). If Tenant fails Notwithstanding anything to renew the contrary, in no event shall Sublandlord be required to pay to Subtenant any Interest with respect to the Letter of Credit within ten (10) Business Days of its expirationCredit, Landlord may draw on and Subtenant must maintain the existing Security Deposit or Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other thingsCredit, in effect that:the then current Collateral Amount, throughout the Sublease Term (as hereinabove provided for).

Letter of Credit. In lieu a. As security for the performance by Tenant of providing a cash Security DepositTenant's obligations hereunder, simultaneously Tenant shall cause to be delivered to Landlord concurrently with the execution of this LeaseLease by Xxxxxx, Tenant may deliver to Landlord an original irrevocable and transferable standby letter of credit (“the "Letter of Credit”") running in favor the amount specified in Paragraph 2.d. above, naming Landlord as beneficiary, which Landlord may draw upon to cure any default under this Lease or to compensate Landlord for any damage Landlord incurs as a result of Landlord, with Xxxxxx's failure to perform any of its obligations hereunder. Any such draw on the Letter of Credit securing Tenant’s obligations hereunder subject shall not constitute a waiver of any other rights of Landlord with respect to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject such default or failure to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1perform. The Letter of Credit shall be issued by a major commercial bank reasonably acceptable to Landlord in Landlord’s reasonable discretion , with a service and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues claim point for the Letter of Credit becomes unacceptable in the San Francisco Bay Area in California, have an expiration date not earlier than thirty (30) days after Expiration Date (or, in the alternative, have a term of not less than one (1) year and be automatically renewable for an additional one (1) year period unless notice of non-renewal is given by the issuer to Landlord in Landlord’s reasonable discretionnot later than forty-five (45) days prior to the expiration thereof) and shall provide that Landlord may make partial and multiple draws thereunder, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable up to Landlord in Landlord’s sole reasonable discretionthe face amount thereof. The Letter of Credit shall be irrevocable for in the period ending no less than one (1) year after the date of issuanceform attached hereto as EXHIBIT D, and shall otherwise be in form and content satisfactory to Landlord. Tenant shall renew If the Letter of Credit and maintain it for has an expiration date earlier than the period ending one hundred twenty thirtieth (12030th) days day after the end Expiration Date, then throughout the term hereof (including any renewal or extension of the calendar year in which the Term expires, and term) Tenant shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions evidence of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit to Landlord at least forty-five (45) days prior to the date the Letter of Credit expires. If Landlord draws on the Letter of Credit pursuant to the terms hereof, Tenant shall immediately replenish the Letter of Credit or provide Landlord with an additional letter of credit conforming to the requirement of this paragraph so that the amount available to Landlord from the Letter(s) of Credit provided hereunder is the amount specified in Paragraph 2.d. above. Tenant's failure to deliver any replacement, additional or extension of the Letter of Credit, or evidence of renewal of the Letter of Credit, within the time specified under this Lease shall entitle Landlord to draw upon the Letter of Credit then in effect. If Landlord liquidates the Letter of Credit as provided in the preceding sentence, Landlord shall hold the funds received from the Letter of Credit as security for Tenant's performance under this Lease, and Landlord shall not be required to segregate such security deposit from its other funds and no interest shall accrue or be payable to Tenant with respect thereto. No holder of a Superior Interest (as defined in Paragraph 21 below), nor any purchaser at any judicial or private foreclosure sale of the Real Property or any portion thereof, shall be reasonably acceptable responsible to Tenant for such security deposit unless and only to the extent such holder or purchaser shall have actually received the same. If Landlord transfers such security deposit to the grantee or transferee of Landlord's interest in the Real Property, Landlord shall be released from any further responsibility or liability for such security. If Tenant is not in default at the expiration or termination of this Lease, Landlord shall return to Tenant the Letter of Credit or the balance of the security deposit then held by Landlord, as applicable; provided, however, that in no event shall any such return be construed as an admission by Landlord that Xxxxxx has performed all of its covenants and shall provide, among other things, in effect that:obligations hereunder.

Letter of Credit. In lieu On or before April 30, 2021, Tenant and Landlord agree that the Security Deposit must be converted to a Letter of providing a Credit and Tenant shall deposit with Landlord an unconditional, irrevocable and transferable Letter of Credit in the amount of One Hundred Thousand and No/100 Dollars ($100,000.00), which shall replace the cash Security Deposit, simultaneously in a form as shown in the attached Letter of Credit Rider (“XX Xxxxx”) attached hereto and incorporated herein by this reference, with a term of at least one (1) year from the execution date of this Lease, Fourth Amendment and which shall provide for its automatic renewal from year to year thereafter unless terminated by the issuing bank or replaced by Tenant may deliver with another bank that is an Approved Bank or otherwise reasonably acceptable to Landlord an irrevocable not less than thirty (30) days prior to its expiration date, subject to the terms below, in a commercially reasonable form satisfactory to Landlord in its reasonable discretion and transferable letter issued by and drawn on a bank satisfactory to Landlord in its reasonable discretion for the account of credit Landlord, as security for the performance and observance by Tenant of the terms, covenants, conditions and provisions of the Lease (the “Letter of Credit”); provided, that, notwithstanding anything to the contrary contained herein, Landlord acknowledges and agrees that: (a) running the form of Letter of Credit attached hereto as Exhibit 1; and (b) a bank that is an “Approved Bank” (as defined below) shall be deemed satisfactory to Landlord for purposes of this sentence. Tenant at any time, but not more than once in favor of any twenty four (24) month period, at Tenant’s cost, including any costs incurred by Landlord, may substitute a new Letter of Credit meeting all the requirements of this Fourth Amendment for an existing Letter of Credit and Landlord agrees to cooperate with Tenant in accomplishing that substitution by releasing the Letter of Credit securing Tenantthen held by Landlord upon receipt of the new Letter of Credit meeting all requirements of this Fourth Amendment. Upon Landlord’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms receipt of the Letter of Credit, which are subject Tenant and Landlord agree that, at Tenant’s election, Landlord shall either return the cash Security Deposit to Tenant or apply the cash Security Deposit in the amount of $100,000.00 towards any current or future Base Rent then due or next coming due. In the event Tenant fails to provide Landlord the Letter of Credit on or before April 30, 2021, Landlord’s reasonable consentmay, shall strictly comply at Landlord’s sole and absolute discretion keep the cash Security Deposit as security for the faithful performance by Tenant of all of its obligations under the Lease as well as require Tenant to provide Landlord with the provisions Letter of this Addendum #1Credit as required herein. The cash Security Deposit and Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord at the expiry of a substitute Letter of Credit from Tenant meeting all requirements the Lease Term upon the terms and conditions contained in Article 20 of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:Fourth Amendment.

Letter of Credit. In lieu As additional security for the performance of providing a cash Security Deposit, simultaneously with the execution every provision of this LeaseSublease to be performed by Sublessee, Tenant may deliver to Landlord Sublessee shall deposit with Sublessor on or before the Commencement Date, an unconditional, irrevocable and transferable sight draft letter of credit in the principal amount of Two Hundred Fifty Thousand Dollars (“$250,000.00) (as may be amended, extended or replaced, "Letter of Credit”"), in form and content reasonably acceptable to Sublessor (including, but not limited to, a provision that any termination or cancellation thereof not be effective until at least ten (10) running in favor days after delivery of Landlordwritten notice to Sublessor of such termination or cancellation) and drawn on a commercial lender reasonably acceptable to Sublessor, with the Letter of Credit securing Tenant’s obligations hereunder having a term equal to, or being automatically renewable to, January 14, 2003, subject to the terms second paragraph of this section. Upon any default beyond applicable notice and conditions set forth in cure periods ("Event of Default") pursuant to the Lease. The terms of this Sublease, without waiver of any rights that Sublessor may have under this Sublease or at law or in equity as a result of an Event of Default, Sublessor shall have the right to draw upon the Letter of Credit, which are subject to Landlord’s reasonable consentin whole or in part, shall strictly comply either prior to, concurrently with the provisions or after Sublessor's application of this Addendum #1. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision all or any portion of the banking commission Security Deposit, for payment of any sums as provided in this section with respect to application of the State of California or the Federal Deposit Insurance CorporationSecurity Deposit. If the credit all or any portion of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionis drawn upon by Sublessor hereunder, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one Sublessee shall, within ten (110) year days after the date of issuance. Tenant shall renew written demand therefore, restore the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end to its original amount, or if drawn upon in full, deliver to Sublessor a replacement Letter of the calendar year in which the Term expiresCredit, and Sublessee's failure to do so shall constitute an Event of Default under this Sublease. In addition, the failure at any time by Sublessee to keep the Letter of Credit in full force and effect as required hereunder shall constitute an Event of Default under this Sublease. In the event that the Letter of Credit has an expiration date that is prior to January 14, 2003, and does not provide that it is automatically renewable for the Termautomatic renewals through and including January 14, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal 2003, then, no later than thirty (30) days before expirationprior to each scheduled expiration date of the Letter of Credit, Sublessee shall cause the Letter of Credit to be either extended for a period of at least one (1) year or replaced to the reasonable satisfaction of Sublessor, such that the Letter of Credit shall remain in full force and effect and drawable by Sublessor through and including January 14 2003. If Tenant fails Sublessor has not received any such extension or replacement on or before the date that is thirty (30) days prior to renew the then scheduled expiration date of the Letter of Credit, Sublessor shall be entitled to draw down on the Letter of Credit in full, and the funds so drawn by Sublessor shall be added to the Security Deposit then held by Sublessor under this Sublease and shall thereafter be held by Sublessor as part of such Security Deposit, subject to and in accordance with the terms of this Section 6. Notwithstanding anything contained in this Sublease to the contrary, if Sublessor draws on the Letter of Credit, then Sublessee shall have the right, upon ten (10) days' prior written notice to Sublessor, to obtain a refund from Sublessor of any unapplied proceeds of the Letter of Credit which Sublessor has drawn upon, any such refund being conditioned upon Sublessee simultaneously delivering to Sublessor a new replacement Letter of Credit in the amount then required, and otherwise meeting the requirements contained in this Section. In the event Sublessee has not provided Sublessor with written notice of its election to obtain a refund of any unapplied proceeds of the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms days of the Letter draw of Credit such funds by Sublessor, Sublessee shall be reasonably acceptable have waived its right to Landlord and shall provide, among other things, in effect that:obtain a refund of such funds.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with Within ten (10) Business Days following the execution of this LeaseLease by Landlord and Tenant, Tenant may shall deliver to Landlord an unconditional, irrevocable and transferable renewable letter of credit (“Letter of Credit”) running in favor of LandlordLandlord in the form attached hereto as Exhibit “I”, issued by Silicon Valley Bank (or another bank reasonably satisfactory to Landlord with a branch located in Southern California), in the principal amount of Three Hundred Ninety-Three Thousand Six Hundred Eighty-Five and 47/100 Dollars ($393,685.47) (“Stated Amount”), as security for the faithful performance and observance by Tenant of the terms, provisions and conditions of this Lease. Notwithstanding anything to the contrary contained herein, provided that Tenant is not then in default under the Lease beyond applicable notice and cure periods, the Stated Amount shall be reduced by two-thirds in the amount of $262,457.39 at the end of the twelfth (24th) month of the Lease Term. Landlord agrees to execute any commercially reasonable documentation required by the issuer of the Letter of Credit securing Tenant’s obligations hereunder subject to effectuate such reductions. Tenant shall pay all expenses, points and/or fees incurred by Tenant in obtaining the terms and conditions set forth in the LeaseLetter of Credit. The terms Letter of Credit shall state that an authorized officer or other representative of Landlord may make demand on Landlord’s behalf for the Stated Amount of the Letter of Credit, which are or any portion thereof (based upon a default hereunder beyond all applicable notice and cure periods), and that the issuing bank must immediately honor such demand, without qualification or satisfaction of any conditions, except the proper identification of the party making such demand. In addition, the Letter of Credit shall indicate that it is transferable in its entirety by Landlord as beneficiary and that upon receiving written notice of transfer, and upon presentation to the issuing bank of the original Letter of Credit, the issuer or confirming bank will reissue the Letter of Credit naming such transferee as the beneficiary (subject to Landlord’s reasonable consentLandlord paying any applicable transfer fees). If the term of the Letter of Credit held by Landlord will expire prior to the last day of the Lease Term and it is not extended, or a new Letter of Credit for an extended period of time is not substituted, within thirty (30) days prior to the expiration of the Letter of Credit, then Landlord shall strictly comply be entitled to make demand for the Stated Amount of said Letter of Credit and, thereafter, to hold such funds in accordance with this Section 3.3. Notwithstanding the provisions foregoing, Landlord acknowledges and agrees that Tenant shall have the right, from time to time throughout the Lease Term, to post a substitute Letter of Credit for the Letter of Credit required hereunder that shall meet the requirements of this Addendum #1Section 3.3. The Letter of Credit and any such proceeds thereof shall be issued held by a bank acceptable to Landlord in Landlord’s reasonable discretion and under as security for the supervision faithful performance by Tenant of all of the banking commission terms, covenants and conditions of this Lease. If Tenant commits a default with respect to any provision of this Lease (beyond all applicable notice and cure periods), Landlord may (but shall not be required to) draw upon all or any portion of the State Stated Amount of California the Letter of Credit, and Landlord may then use, apply or retain all or any part of the Federal Deposit Insurance Corporationproceeds for the payment of any sum which is in default (beyond all applicable notice and cure periods), or for the payment of any other amount which Landlord may spend or become obligated to spend by reason of Tenant’s default or to compensate Landlord for any loss or damage which Landlord may suffer by reason of Tenant’s default. If the credit any portion of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionproceeds are so used or applied, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expiresshall, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days after demand therefor, post an additional Letter of Credit in an amount to cause the aggregate amount of the unused proceeds and such new Letter of Credit to equal the Stated Amount required in this Section 3.3. Landlord shall not be required to keep any proceeds from the Letter of Credit separate from its expirationgeneral funds. Should Landlord sell its interest in the Premises during the Lease Term and if Landlord deposits with the purchaser thereof the Letter of Credit or any proceeds of the Letter of Credit, thereupon Landlord may draw on shall be discharged from any further liability with respect to the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1said proceeds. The form and terms Any remaining proceeds of the Letter of Credit held by Landlord after expiration of the Lease Term, after any deductions described in this Section 3.3, shall be reasonably acceptable returned to Landlord and shall provideTenant or, among other thingsat Landlord’s option, in effect that:to the last assignee of Tenant’s interest hereunder, within thirty (30) days following the expiration of the Lease Term.

Letter of Credit. In lieu 5.1 As of providing a cash Security Deposit, simultaneously with the execution of this LeaseEffective Date, Tenant may deliver has deposited with Landlord the sum of $202,626,67, subject to Landlord an irrevocable and transferable reduction as hereinafter set forth, as security in the form of a standby letter of credit (the “Letter of Credit”) running in favor for the faithful performance and observance by Tenant of Landlordthe terms, with covenants, conditions, agreements and provisions of this Lease. In the event no Event of Default exists and the Landlord has not lawfully drawn on the Letter of Credit securing Tenant’s obligations hereunder subject on the second anniversary of the Lease Commencement Date, Tenant may replace the Letter of Credit or have the Letter of Credit amended to provide that the terms face amount of the new or amended Letter of Credit is $162,101.33 and conditions set forth Landlord shall cooperate as necessary to effectuate such reduction in the Lease. The terms amount of the Letter of Credit. It is agreed that in the event Tenant is in an Event of Default in respect of any of the terms, which are subject to Landlord’s reasonable consentcovenants, shall strictly comply with the conditions, agreements and provisions of this Addendum #1. The Letter Lease, including, but not limited to, the payment of Credit shall be issued by a bank acceptable to Fixed Rent and Additional Rent, Landlord in Landlord’s reasonable discretion and under may draw upon the supervision whole or any part of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable the extent required for the period ending no less than one (1) year payment of any Fixed Rent, Additional Rent or any other sum as to which Tenant is in default or for any sum which Landlord may expend or may be reasonably required to expend by reason of Tenant’s default in respect of any of the terms, covenants, conditions, agreements and provisions of this Lease, including, but not limited to, any damages or deficiency in the reletting of the Premises, whether such damages or deficiency accrued before or after summary proceedings or other re-entry by Landlord. In the date of issuance. Tenant shall renew event Landlord so draws upon the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expiresCredit, and shall provide that it is automatically renewable for the TermTenant shall, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days following notice from Landlord, promptly restore the face amount of its expiration, Landlord may draw on the existing Letter of Credit to its original amount. In the event that Tenant shall fully and maintain faithfully comply with all of the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements terms, covenants, conditions, agreements and provisions of this Addendum #1. The form and terms of Lease, the Letter of Credit shall be returned to Tenant, within thirty (30) days after the Expiration Date (and Landlord agrees to promptly execute and deliver such documentation as the bank issuing the Letter of Credit reasonably acceptable requires to evidence the termination of the Letter of Credit). In the event of a sale of the land and the Building, Landlord shall have the right to either: (a) transfer the Letter of Credit to Tenant and Landlord shall thereupon be released by Tenant from all liability for the return of such Letter of Credit; or (b) transfer the Letter of Credit to the new Landlord in which case Tenant agrees to look to the new Landlord solely for the return of said Letter of Credit. Tenant further covenants that it will not assign or encumber or attempt to assign or encumber the Letter of Credit and that neither Landlord nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment or attempted encumbrance. In the event of any bankruptcy or other insolvency proceeding against Tenant, it is agreed that Landlord may draw upon the Letter of Credit and apply the proceeds to Rent and other charges due to Landlord for the last month of the Lease Term and shall provide, among other things, in effect that:each preceding month until such Letter of Credit is fully applied.

Letter of Credit. In lieu (a) If applicable, Tenant shall deliver to Landlord a Letter of providing Credit in the amount specified in Section 16.2 as a cash Security Depositguaranty for the faithful performance and observance by Tenant of the terms, simultaneously with the execution covenants and conditions of this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“. The Letter of Credit”Credit shall (a) running in favor name Landlord as beneficiary, (b) have a term of not less than one year, (c) permit multiple drawings, (d) be fully transferable by Landlord without the payment of any fees or charges by Landlord, with and (e) otherwise be in form and content reasonably satisfactory to Landlord. If upon any transfer of the Letter of Credit securing Tenant’s obligations hereunder subject any fees or charges shall be so imposed, then such fees or charges shall be payable solely by Tenant and the Letter of Credit shall specify that it is transferable without charge to Landlord. If Landlord pays any such fees or charges, Tenant shall reimburse Landlord therefor upon demand. The Letter of Credit shall provide that it shall be automatically renewed, without amendment or need for any other action, for consecutive periods of one year each thereafter during the Term, as the same may be extended (and in no event shall the Letter of Credit expire prior to the terms and conditions set forth in 60th day following the expiration of this Lease) unless the Issuing Bank sends duplicate notices (the “Non-Renewal Notices”) to Landlord by registered or certified mail, return receipt requested, not less than 45 days next preceding the then expiration date of the Letter of Credit stating that the Issuing Bank has elected not to renew the Letter of Credit. The Issuing Bank shall agree with all beneficiaries, drawers, endorsers, transferees and bona fide holders that drafts drawn under and in compliance with the terms of the Letter of CreditCredit will be duly honored upon presentation to the Issuing Bank at an office location in New York, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1New York. The Letter of Credit shall be issued by a bank acceptable subject in all respects to the International Standby Practices 1998, International Chamber of Commerce Publication No. 590. If Tenant exercises its option to extend the Term pursuant to Exhibit “E” of this Lease then, not later than 90 days prior to the commencement of the Renewal Term, Tenant shall deliver to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the a new Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter or certificate of Credit from a bank renewal or extension evidencing that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the expiration date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:is at least 60 days after the expiration of the Renewal Term.

Letter of Credit. In lieu of providing (a) On the Commencement Date and as a cash Security Deposit, simultaneously with condition precedent to the execution effectiveness of this LeaseSublease, Tenant may Subtenant shall deliver to Landlord Sublessor, as protection for the full and faithful performance by Subtenant of all of its obligations under this Sublease and for all losses and damages Sublessor may suffer as a result of any breach or default by Subtenant under this Sublease, an irrevocable and transferable unconditional negotiable standby letter of credit (the “Letter of Credit”) ), substantially in the form attached hereto as Exhibit D and containing the terms required herein, payable in New York, New York, running in favor of LandlordSublessor and issued by a solvent, nationally recognized bank with a long term rating of BBB or higher, in the amount of Two Million Four Hundred Thousand Dollars ($2,400,000) (the “Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions Amount”) as set forth in the LeaseParagraph 1(h) hereof. The terms of the Letter of Credit, which are subject Credit Amount shall be increased to Landlord’s reasonable consent, shall strictly comply with Four Million Eight Hundred Thousand Dollars ($4,800,000) on the provisions of this Addendum #1Second Phase Period Commencement Date. The Letter of Credit shall (i) be issued by a bank acceptable to Landlord “callable” at sight, irrevocable and unconditional, (ii) be maintained in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California effect, whether through renewal or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionextension, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after from the Commencement Date and continuing until the date of issuance. Tenant shall renew (the Letter of Credit and maintain it for the period ending one hundred twenty “LC Expiration Date”) that is forty-five (12045) days after the end expiration of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant and Subtenant shall deliver a new Letter of Credit or certificate of renewal or extension to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than Sublessor at least thirty (30) days before expiration. If Tenant fails prior to renew the expiration of the Letter of Credit within ten (10) Business Days of its expirationthen held by Sublessor, Landlord may draw without any action whatsoever on the existing Letter part of Credit Sublessor, (iii) be fully assignable by Sublessor, its successors and maintain assigns in conjunction with an assignment of the funds as a nonMain Lease by Sublessor, provided that Sublessor or its assignee pays any fees of the issuing bank to effect such transfer, (iv) permit partial draws and multiple presentations and drawings, and (v) be otherwise subject to the Uniform Customs and Practices for Documentary Credits (1990-interestRev) International Chamber of Commerce Publication #500 or the International Standby Practices-bearing deposit to be returned to Tenant on receipt by Landlord ISP 98, International Chamber of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum Commerce Publication #1590. The form and terms of the Letter of Credit (and the bank issuing the same (the “Bank”)) shall be reasonably acceptable to Landlord and shall provide, among other thingsSublessor, in effect that:Sublessor’s reasonable discretion. Sublessor shall have the right to draw down an amount up to the face amount of the Letter of Credit if any of the following shall have occurred or be applicable: (1) such amount is due to Sublessor under the terms and conditions of this Sublease, or (2) Subtenant has filed a voluntary petition under the U. S. Bankruptcy Code or any state bankruptcy code (collectively, “Bankruptcy Code”), or (3) an involuntary petition has been filed against Subtenant under the Bankruptcy Code and has not been dismissed within ninety (90) days after filing, or (4) the Letter of Credit is not renewed or replaced within the time period required by this Paragraph 25.

Letter of Credit. In lieu Landlord and Tenant acknowledge that Tenant will occupy space in the Bank of providing a cash Security DepositAmerica Building pursuant to the Lease and, simultaneously as consideration for Landlord’s willingness to enter into this Third Lease Addendum, Tenant shall deliver or cause to be delivered to Landlord, and shall cause to be maintained at all times in effect without expiration or termination, one or more irrevocable standby letters of credit complying with the terms of this Section 9. Any failure by Tenant to perform or observe any term, covenant or agreement set forth in this Section 9 shall constitute a material default under the Lease. Within ten (10) business days of execution of this LeaseThird Lease Addendum, Tenant may shall deliver or cause to be delivered to Landlord an irrevocable and transferable standby letter of credit in a form acceptable to or provided by Landlord (the “Letter of Credit”) running ), issued by a national banking association reasonably acceptable to Landlord, for the account of Tenant in favor of LandlordLandlord in the initial amount of Five Hundred Thirty-three Thousand Four Hundred Eight and 00/100 Dollars ($533,408.00), with having an expiry date not earlier than the Expiration Date, and stating by its terms that it shall be automatically extended annually, without written amendment or modification, to the date that is one (1) year after the then current expiry date unless the issuer of the Letter of Credit securing Tenant’s obligations hereunder subject gives Landlord, at least sixty (60) days prior to the terms and conditions set forth in then current expiry date, written notice that the Leaseissuer elects not to extend the Letter of Credit. The terms If the issuer of the Letter of Credit at any times gives to Landlord notice that the issuer elects not to extend the Letter of Credit, then, not less than thirty (30) days prior to the then current expiry date of the Letter of Credit, which are subject Tenant shall deliver or cause to Landlord’s reasonable consent, shall strictly comply with the provisions be delivered to Landlord a substitute irrevocable standby letter of this Addendum #1. The Letter credit issued in favor of Credit shall be issued Landlord by a bank national banking association reasonably acceptable to Landlord in Landlord’s reasonable discretion and under an amount required by this Section 9. Not less than thirty (30) days prior to the supervision expiry date of the banking commission any substitute letter of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable delivered pursuant to Landlord in Landlord’s reasonable discretionthis Section, Tenant shall at its cost deliver or cause to be delivered to Landlord a further substitute another Letter irrevocable standby letter of Credit from credit issued in favor of Landlord by a bank that is national banking association reasonably acceptable to Landlord in Landlord’s sole reasonable discretionan amount required by this Section 9. The Letter Each substitute letter of Credit credit delivered pursuant to this Section shall be irrevocable for the period ending no have a term of not less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for be in a form acceptable to or provided by Landlord. Notwithstanding the Termforegoing, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms initial amount of the Letter of Credit shall be reasonably acceptable reduced as follows during the Lease Term, provided Tenant has not defaulted under the Lease beyond the applicable notice and cure period: • From and including the 25th month of the Lease Term though and including the 36th month of the Lease Term - $400,056.00; • From and including the 37th month of the Lease Term though and including the 48th month of the Lease Term - $266,704.00; • From and including the 49th month of the Lease Term though and including the 60th month of the Lease Term - $186,693.00; and • From and including the 61st month of the Lease Term though and including the Expiration Date - $80,011.00. Upon the occurrence of any breach or default under the Lease including, but not limited to, any failure by Tenant timely to deliver or cause to be delivered to Landlord any substitute letter of credit required pursuant to this Section 9, Landlord, at its option, may draw against the Letter of Credit and any substitute letter of credit delivered pursuant to this Section 9 in an amount reasonably necessary to cure such breach or default and/or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant’s breach or default. The Letter of Credit and each substitute letter of credit (also referred to as a “Letter of Credit”) delivered pursuant to this Section 9 shall provideprovide for payment against Landlord’s (or any transferee’s) draft at sight accompanied by a certificate stating substantially as follows: “Drawn under __________ Bank, among other thingsN.A.’s Irrevocable Standby Letter of Credit No. _____, dated ______________, 2012, as a result of the occurrence of a default under the Lease dated ___________, 2012, between Bellevue Place Office, LLC, a Washington limited liability company, and XXXXXXXXXX.XXX, INC., a Washington corporation. If Landlord draws against the Letter of Credit, Tenant shall, within ten (10) days of the date of such draw, restore the Letter of Credit or provide additional irrevocable standby letters of credit so that, at all times, there shall be an amount required by this Section 9 available for Landlord to draw against in effect that:the event of any further breach or default under the Lease. If the Letter of Credit is not renewed or Tenant does not provide a substitute irrevocable standby letter of credit on or before the date that is thirty (30) days prior to the expiry date of the then current Letter of Credit, or in the event Landlord draws against the Letter of Credit, if Tenant does not restore the Letter of Credit or provide additional letters of credit so that an amount required by this Section 9 is available to Landlord to draw upon in the event of any further breach or default under the Lease, then in such event the amount of the draw against the Letter of Credit may be equal to the entire amount of the Letter of Credit. The proceeds of any draw against the Letter of Credit pursuant to the immediately preceding sentence shall be held by Landlord as an additional security deposit pursuant to the provisions of Section 8 of the Lease. Upon Landlord’s receipt of the Letter of Credit in accordance with this Section 9, Landlord shall credit Tenant’s existing Security Deposit in the amount of $28,249.88 to sums then due and owing, or which may become due and owing, under the Lease.

Letter of Credit. In lieu of providing a cash addition to the Security DepositDeposit and as security hereunder, simultaneously Tenant shall deliver to Landlord, concurrently with the Tenant's execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable standby letter of credit in the amount of Fifty Thousand Dollars (“Letter $50,000.00). Said letter of Credit”) running credit shall be in favor of Landlord, form and with the Letter substance of Credit securing Tenant’s obligations hereunder subject to the terms EXHIBIT F attached hereto, and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank financial institution acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter letter of Credit credit shall be irrevocable provide for the period ending no less than one automatic annual renewals through that date which is sixty (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (12060) days after the end Expiration Date of the calendar year in which Term of this Lease (including any extensions of the Term expires, and shall provide that it as provided in this Lease). In the event the letter of credit is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless not renewed by the issuing bank delivers a notice of non-renewal no later than financial institution on or before thirty (30) days before expirationprior to the then-scheduled expiration date of the letter of credit, then Landlord shall have the right to draw the full amount of such letter of credit and to hold such amount as part of the Security Deposit pursuant to Section 4.3 of this Lease. If Upon any "Event of Default" by Tenant fails (as hereinafter defined), or Tenant's failure to renew pay rent or to abide by its obligations under Sections 7.1 and 15.3 of this Lease, Landlord shall be entitled to draw upon said letter of credit by the Letter issuance of Credit within ten Landlord's sole written demand to the issuing financial institution, which draw shall be in an amount necessary to cure the default in question and to compensate Landlord for all damages incurred thereby, as determined by Landlord in its sole and absolute discretion, and if such amount cannot be readily determined by Landlord, then the full amount of the letter of credit can be drawn by Landlord pending determination of said amount. Notwithstanding the foregoing, while the amount of any such draw shall be determined in Landlord's sole and absolute discretion as provided in the foregoing, if the amount of any such draw(s) shall ultimately exceed the amount of damages actually incurred by Landlord as the result of Tenant's default (10as determined pursuant to the applicable provisions of Article XIV of this Lease), then Landlord shall promptly refund any such excess to Tenant. In the event of a draw down of the letter of credit to cash security as provided in the foregoing, the following shall apply: (i) Business Days of upon any default by Tenant, including specifically Tenant=s failure to pay rent or to abide by its expirationobligations under Sections 7.1 and 15.3 below, Landlord may draw retain, use or apply the whole or any part of such cash security to pay any sum which Tenant is obligated to pay under this Lease, sums that Landlord may spend or be required to expend by reason of the default by Tenant or any loss or damage that Landlord may suffer by reason of such default or costs incurred by Landlord in connection with the repair or restoration of the Premises pursuant to Section 15.3 upon expiration or earlier termination of this Lease, (ii) Landlord shall not be required to keep the cash security separate from its general funds and Tenant shall not be entitled to interest on such cash security, and (iii) if Tenant fully performs its obligations under this Lease, the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to cash security shall be returned to Tenant on receipt (or, at Landlord=s option, to the last assignee of Tenant=s interest under the Lease) within thirty (30) days after the expiration of the Term, provided that Tenant agrees that Landlord may retain the cash security to the extent and until such time as all amounts due from Tenant in accordance with this Lease have been determined and paid in full and Tenant agrees that Tenant shall have no claim against Landlord for Landlord=s retaining the cash security to the extent provided in the foregoing. Any such draw shall be without waiver or any rights Landlord may have under this Lease or at law or in equity as a result of the default, as a setoff for full or partial compensation for the default. If any portion of the letter of credit is drawn after a default by Tenant, Tenant shall within five (5) days after written demand by Landlord restore the letter of credit. Failure to so restore said letter of credit within said five (5) days shall be a substitute Letter default by Tenant under this Lease. Partial drawings upon said letter of Credit from credit shall be permitted. In the event that no Event of Default has theretofore occurred at any time during the Term hereof, and provided further that Tenant meeting all requirements has not at any time been more than five (5) days late with respect to any payments of this Addendum #1. The form and terms rent due under the Lease, then upon the written request of Tenant, Landlord shall authorize in writing a Fifty Thousand Dollar ($50,000.00) reduction to the principal amount of the Letter letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:credit upon the expiration of the forty fourth (44th) month of the Term.

Letter of Credit. In lieu (a) Guarantor agrees to obtain, as a condition precedent to Lessor’s obligations under the Lease, an irrevocable letter of providing a cash Security Deposit, simultaneously credit (the “Credit”) from such issuer and in an initial amount of not less than $7,981,833.00 and in such form as is consistent with the execution terms of this LeaseGuaranty and as is reasonably acceptable to Lessor. The Credit shall be unconditional and remain in full force and effect for the entire Initial Term of the Schedule identified in Section 1 above, Tenant may deliver provided that Guarantor shall upon at least 30 days prior written notice to Landlord an Lessor be entitled to replace any existing letter of credit with a substitute irrevocable and transferable letter of credit (“Letter of Substitute Credit”) running in favor of Landlord, such form as is consistent with the Letter terms of Credit securing Tenantthis Guaranty, and in Lessor’s obligations hereunder subject reasonable opinion, substantively identical in all respects to the terms Credit as then in effect (including, without limitation, providing for an available amount equal to the then currently available amount under the Credit and, if such substitute letter of credit provides for a transfer fee, the transfer fee does not exceed the transfer fee that would be in effect under the Credit originally accepted by Lessor hereunder), and conditions set forth is from an issuer reasonably acceptable to Lessor. Any such Substitute Credit, once issued and in the Leasepossession of Lessor, shall become the only Credit on which Lessor shall make any subsequently initiated draws. The Any proceeds of the Credit shall be applied by Lessor: (i) only to Guaranteed Obligations under this Guaranty, and (ii) only following the giving of a Demand Notice and the expiration of the Demand Period with respect thereto. Lessor will only be entitled to draw upon the Credit only to the extent of the foregoing or, if it shall have received a notice of nonrenewal from the issuer of the Credit, Lessor will be entitled to draw up to the entire available amount of the Credit, but only to the extent of the total of the Guaranteed Obligations then outstanding, and the extent of any other outstanding obligations of Guarantor under this Guaranty, and to the extent of any Guaranteed Obligations which are not due which are to come due, provided further that in the event of such a notice of nonrenewal Lessor shall not draw on the Credit if Guarantor has within 30 days of Lessor’s receipt of the notice of nonrenewal replaced the existing letter of credit with a Substitute Credit as provided above . If, for any reason, whether or not in breach of this Guaranty or in compliance with this Guaranty, Lessor (or its lawful assignees or transferees) draw on the Credit for any sums exceeding the amounts then due by Guarantor for obligations under this Guaranty (such amounts so drawn in breach of this Guaranty to the extent they have not from time to time been applied to Guaranteed Obligations hereunder or paid to Guarantor hereunder, the “Excess Amounts”), Lessor agrees (A) to pay interest on such Excess Amounts at the 3-Month Treasury Constant Maturity rate as described in Federal Reserve Statistical Release H.15 – Selected Interest Rates (available, for example, at xxxx://xxx.xxxxxxxxxxxxxx.xxx/Releases/H15/data.htm and, specifically, xxxx://xxx.xxxxxxxxxxxxxx.xxx/Releases/H15/data/Weekly_Friday_/H15_TCMNOM_M3.txt which, by way of further example, reflects a rate of 4.99% for the week ending December 8, 2006), or any successor publication of the US Federal Reserve System, as from time to time existing at and after such time(s) that such draws are made, the rate reported for the last day of each complete week to apply for the entire preceding week, and (B) to pay such Excess Amounts and such accrued interest to Guarantor as follows: (1) in full at such time as the Guaranteed Obligations have been paid in full, (2) in full at such time that Guarantor provides a Substitute Credit in such form as is consistent with the terms of this Guaranty, and in Lessor’s reasonable opinion, substantively identical in all respects to the original Credit (including, without limitation, providing for an available amount equal to the amount that would have been available under the original Credit at the time the Substitute Credit is issued had Lessor (or its lawful assignees or transferees) not drawn on the original Credit and, if such Substitute Credit provides for a transfer fee, the transfer fee does not exceed the transfer fee that was in effect under the original Credit), and such Substitute Credit is from an issuer reasonably acceptable to Lessor; (3) if at any time the Excess Amounts plus accrued interest therein plus the amounts then available under the Credit exceed the amount that would have otherwise been available under the Credit if the Excess Amounts then outstanding had not been drawn under the Credit (and no subsequent conditions had existed that would have allowed a draw of any portion of such Excess Amounts or otherwise permitted Lessor to notify the issuer of the Credit to cease further reductions), and the quarterly reductions had thus continued to occur under the terms of the Letter Credit (the “Putatively Scheduled Reductions”), Lessor shall upon demand of CreditGuarantor immediately pay Guarantor the Excess Amounts and accrued interest thereon to the extent the actual amount available under the Credit exceeds the amount that would have been available under the Credit had the Putatively Scheduled Reductions (as in effect on the date of Guarantor’s demand) taken place, or (4) as is subsequently agreed-to in writing by the parties hereto or ordered by a court of competent jurisdiction as referenced in Section 11 below (provided, however, that this reference to such order shall not be considered an agreement or stipulation thereto by Lessor). Any Excess Amounts and accrued interest shall be considered a general obligation of Lessor and, for the avoidance of doubt, not the property of Guarantor and not property held in held in trust for the benefit of Guarantor. For the further avoidance of doubt, Lessor shall have no obligations with respect to such Excess Amounts or accrued interest except as expressly provided for in this Guaranty, and, without limiting the generality of the foregoing, Lessor need not keep any Excess Amounts or accrued interest in a separate account or otherwise segregate any Excess Amounts or accrued interest from its general assets and obligations (it being the express agreement of the parties that in exchange for Lessor’s obligation to pay interest on the Excess Amounts as provided above Lessor shall have the full benefit and use of the Excess Amounts and accrued interest, which are subject it may invest, reinvest, or not invest, all as Lessor may see fit in its absolute discretion, without having to Landlord’s reasonable consentaccount to Guarantor for the same). Any Excess Amounts and accrued interest shall be applied by Lessor only to Guaranteed Obligations under this Guaranty, shall strictly comply and only following the giving of a Demand Notice and the expiration of the Demand Period with the provisions of this Addendum #1respect thereto. The Letter parties agree that their fundamental agreement and intent hereunder is that the Guaranteed Obligations be at all times unconditionally secured by full access to the funds intended to be available under the Credit (as originally contemplated hereby) even following any breach hereunder by Lessor. Accordingly, the parties agree that no payment of Credit the Excess Amounts shall be issued by a bank acceptable paid to Landlord Guarantor except to the extent provided in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one clauses (1) year after the date of issuance. Tenant shall renew the Letter of Credit through (3) above and maintain it that any court in determining remedies for the period ending one hundred twenty breach by Lessor hereunder shall not order payment of such amounts over to Guarantor except consistent with clauses (1201) days after through (3) above but, rather, shall consider alternative remedies consistent with the end parties’ intent, including, without limitation, maintaining the Excess Amounts and accrued interest thereon which are not required to be paid to Guarantor under any of clauses (1) through (3) above in a separate account such that Lessor shall have the full benefit thereof without condition or contingency—other than the conditions provided in this Guaranty that the Guaranteed Obligations shall not have been actually paid, that a Demand Notice shall be given as provided above, and that the ensuing Demand Period shall have expired. For the avoidance of doubt, as stated in clause (2) above, nothing in this paragraph shall prevent Guarantor from being entitled to immediate payment of the calendar year Excess Amounts if and when Guarantor provides a Substitute Credit in which such form as is consistent with the Term expiresterms of this Guaranty, and shall provide that it is automatically renewable for the Termin Lessor’s reasonable opinion, unless released pursuant substantively identical in all respects to the provisions of this Section original Credit (including, without limitation, providing for an available amount equal to the amount that would have been available under the original Credit at the time the Substitute Credit is issued had Lessor (or unless the issuing bank delivers a notice of non-renewal no later than thirty (30its lawful assignees or transferees) days before expiration. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw not drawn on the existing Letter of original Credit and, if such Substitute Credit provides for a transfer fee, the transfer fee does not exceed the transfer fee that was in effect under the original Credit), and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of such Substitute Credit is from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be an issuer reasonably acceptable to Landlord and shall provide, among other things, in effect that:Lessor.

Letter of Credit. In lieu of providing a cash Security DepositA. Landlord and Tenant hereby acknowledge and agree that, simultaneously in accordance with the execution terms of this Article VI of the Lease, Tenant may deliver to Landlord currently holds an irrevocable and transferable letter of credit (“Irrevocable Standby Letter of Credit”) running , namely Letter of Credit No SVBO1IS3988 in favor the amount of Landlord$1,200,000.00 (the "Letter of Credit"), with which Letter of Credit was issued by Silicon Valley Bank (the "LC Lender"). Tenant hereby acknowledges and agrees that notwithstanding anything to the contrary contained in Article VI of the Lease, commencing as of January 1, 2004 and continuing during the Draw Period, Landlord shall have the right to draw upon the Letter of Credit securing Tenant’s obligations hereunder subject on a monthly basis and apply the proceeds thereof in accordance with the terms of Section I.B(2) above (and Tenant hereby assigns such proceeds to Landlord); provided that notwithstanding anything to the terms and conditions contrary set forth in Article VI of the Lease, so long as Tenant is not in default under the Lease, as amended hereby, Tenant shall have no obligation to replenish the Letter of Credit during the Deferral Period. The terms of Tenant, at its sole cost and expense, shall exercise its reasonable efforts to assist Landlord in its effort to draw upon the Letter of Credit, which are subject including, but not limited to, by confirming to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The LC Lender that Landlord has the right to draw on the Letter of Credit shall be issued Credit, and by a bank acceptable to executing any and all documents required by either Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If LC Lender in connection with any draw request, and taking any other actions necessary to facilitate the credit draws on the Letter of the bank that originally issues Credit, including without limitation, amending the Letter of Credit becomes unacceptable to permit Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew make monthly draws on the Letter of Credit and maintain it for in the period ending one hundred twenty (120) days after the end amount of the calendar year Monthly LC Offset amount and otherwise in which accordance with this Amendment and to amend the Term expires, and shall provide that it is automatically renewable for name of the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew Beneficiary set forth in the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned "CA-Shoreline Technology Park Limited Partnership, a Delaware limited partnership" (the "LC Amendment"). Tenant shall deliver the LC Amendment to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements concurrently with Tenant's execution of this Addendum #1Amendment and delivery of the same to Landlord. The form and terms Tenant shall have no right to any reimbursement of the proceeds of the Letter of Credit drawn in accordance with this Section II.A at any time and hereby waives any claim with respect thereto. Any costs or fees charged by the LC Lender in connection with the Landlord's draw thereof shall be reasonably acceptable paid directly by Tenant or, if, at Landlord's option, such costs or fees are paid by Landlord, shall be reimbursed by Tenant to Landlord promptly upon demand by Landlord. Tenant hereby acknowledges and agrees that the amounts being drawn under the Letter of Credit are being drawn pursuant to the terms of the Lease, as amended hereby. If Landlord is unable to draw upon the Letter of Credit in accordance with this Section II for any reason whatsoever, Landlord shall providebe entitled, among at Landlord's option, either (i) to declare Tenant in default under the Lease, as amended hereby, which shall entitle Landlord to exercise all of its remedies thereunder as a result of such default, and all outstanding Deferred Base Rent and any other thingssums due to Landlord shall be immediately due and payable without notice or opportunity to cure notwithstanding anything to the contrary in the Lease, provided that with respect only to the first such instance following the date hereof in effect that:which Landlord is unable to draw on the Letter of Credit, Landlord shall first provide Tenant with an opportunity to cure such default by a cash payment in the amount of the unsatisfied draw remitted to Landlord within 5 business days of written demand therefor from Landlord; or (ii) to demand a cash payment from Tenant in the amount of the unsatisfied draw, which amount shall be payable by Tenant to Landlord within 5 business days of Landlord's request therefore, and Tenant's failure to timely pay such amount shall constitute a default by Tenant under the Lease, as amended hereby, which shall entitle Landlord to exercise all of its remedies thereunder as a result of such default

Letter of Credit. In lieu of providing a cash Tenant shall have the option to provide the Security Deposit, simultaneously with the execution of this Lease, Tenant may deliver Deposit to Landlord in the form of an unconditional, irrevocable and transferable sight draft letter of credit (“"Letter of Credit”") running naming Landlord as beneficiary, and in favor of Landlordthe form attached hereto as Exhibit J, with or other form acceptable to Landlord in its sole discretion. If Tenant elects to provide the Letter of Credit securing in lieu of the installment payments of the Security Deposit pursuant to Section 26.1, the Letter of Credit shall be provided to Landlord concurrently with Tenant’s obligations hereunder subject to 's execution of this Lease and the terms and conditions set forth in the Lease. The terms "Stated Amount" of the Letter of Credit, which are subject to Landlord’s reasonable consent, Credit(s) shall strictly comply with the provisions of this Addendum #1be $182,850.00. The Letter of Credit shall be issued by a bank acceptable reasonably satisfactory to Landlord with a branch located in Landlord’s reasonable discretion Southern California as security for the faithful performance and under the supervision observance by Tenant of the banking commission terms, provisions and conditions of the State this Lease. The form and content of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable shall conform to Landlord International Standby Practices 1998 International Chamber of Commerce Publication No. 590. So long as the Tenant is the originally named Tenant in Landlord’s reasonable discretionSection 1.12 (or a Transferee permitted pursuant to Section 15.7) and is not, and has not been, in default in the payment of Rent or any other financial obligation under this Lease, or in any other material default under any other of the terms or provisions of this Lease, at any time during the Lease Term, then, (i) commencing with the thirtieth (30th) full calendar month following the Rent Commencement Date, Tenant shall at its cost substitute another have the right to replace the Letter of Credit from previously issued with a bank that new Letter of Credit having a Stated Amount of $91,425.00, and (ii) as of the forty-second (42nd) full calendar month following the Rent Commencement Date, the Letter of Credit then held by Landlord shall be returned to Tenant and Landlord shall have no further rights thereto. In the event Tenant is acceptable to or has been in default in the payment of Rent or any other financial obligation under this Lease, or has been in any other material default under this Lease, the Letter of Credit shall be retained by Landlord until the expiration or earlier termination of this Lease as otherwise provided in Landlord’s sole reasonable discretionthis Section 26.5 (absent this paragraph). The Letter of Credit shall be irrevocable state that an authorized officer or other representative of Landlord may make demand on Landlord's behalf for the period ending no Stated Amount of the Letter of Credit, or any portion thereof, and that the issuing bank must immediately honor such demand, without qualification or satisfaction of any conditions, except the proper identification of the party making such demand. In addition, the Letter of Credit shall indicate that it is freely transferable in its entirety by Landlord as beneficiary and that upon receiving written notice of transfer, and upon presentation to the issuing bank of the original Letter of Credit, the issuer or confirming bank will reissue the Letter of Credit naming such transferee as the beneficiary. Tenant acknowledges and agrees that it shall pay upon Landlord's demand, as Additional Rent under the Lease, any and all costs or fees charged in connection with the Letter of Credit that arise due to: (i) Landlord's sale or transfer of all or a portion of the H&H Project; or (ii) the addition, deletion, or modification of any beneficiaries under the Letter of Credit. The Letter of Credit shall have a term of not less than one (1) year year. If the term of the Letter of Credit held by Landlord will expire prior to the last day of the Lease Term and it is not extended, or a new Letter of Credit meeting the requirements of this Article 26 is not substituted, within thirty (30) days prior to the expiration of the expiring Letter of Credit, then Landlord shall be entitled to make demand for the Stated Amount of said Letter of Credit and, thereafter, to hold such funds as a cash security deposit in accordance with this Article 26. The Letter of Credit and any such proceeds thereof shall be held by Landlord as security for the faithful performance by Tenant of all of the terms, covenants and conditions of this Lease. If Tenant commits a default with respect to any provision of this Lease, Landlord may (but shall not be required to) draw upon all or any portion of the Stated Amount of the Letter of Credit, and Landlord may then hold such proceeds as a cash security deposit and/or apply all or any part of the proceeds for the payment of any sum which is in default, or for the payment of any other amount which Landlord may spend or become obligated to spend by reason of Tenant's default or to compensate Landlord for any loss or damage which Landlord may suffer by reason of Tenant's default. If any portion of the Letter of Credit proceeds are so used or applied, Tenant shall, within ten (10) days after demand therefor, post an additional Letter of Credit in an amount to cause the date aggregate amount of issuancethe unused proceeds and such new Letter of Credit to equal the Stated Amount required in this Article 26 above. Tenant Landlord shall renew not be required to keep any proceeds from the Letter of Credit separate from its general funds. Should Landlord sell its interest in the Premises during the Lease Term and if Landlord deposits with the purchaser thereof the Letter of Credit or any proceeds of the Letter of Credit, thereupon Landlord shall be discharged from any further liability with respect to the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expirationsaid proceeds. If Tenant fails to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms Any remaining proceeds of the Letter of Credit held by Landlord after expiration of the Lease Term, after any deductions described in this Article 26 above, shall be reasonably acceptable returned to Tenant or, at Landlord's option, to the last assignee of Tenant's interest hereunder, within sixty (60) days following the expiration of the Lease Term. Tenant hereby waives any rights or benefits that may be available to Tenant under California Code Section 1950.7 with respect to the proceeds of any Letter of Credit that may be held by Landlord and shall provide, among other things, in effect that:as a security deposit from time to time.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously with The Borrower shall at all times throughout the execution term of this Lease, Tenant may deliver Agreement (but subject to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”Section 5.07 hereof) running in favor of Landlord, with maintain or cause to be maintained the Letter of Credit securing Tenant’s obligations hereunder subject with respect to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1Bonds. The Letter of Credit shall be issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision an obligation of the banking commission Bank to pay to the Trustee, against presentation of sight drafts and certificates required by the Bank, up to (a) an amount equal to the aggregate principal amount of the State Bonds then Outstanding as necessary to pay the principal of California such Bonds, whether at maturity, redemption, acceleration or otherwise or upon the Federal Deposit Insurance Corporation. If purchase of such Bonds upon the credit optional tender of the bank that originally issues Bonds pursuant to Section 4.06 of the Indenture and on the Mandatory Tender Date, and (b) an amount equal to 50 days (or such other number of days as may be required to obtain a rating on the Bonds) of interest on the Bonds calculated at an interest rate of 12% per annum on the basis of a 365- or 366-day year, as applicable, for the number of days actually elapsed while the Bonds bear interest at the Weekly Interest Rate and an amount equal to 210 days (or such other number of days as may be required to obtain a rating on the Bonds if the Bonds are then rated) of interest on the Bonds calculated at the actual interest rate or rates on the Bonds on the basis of a 360-day year of twelve 30-day months while the Bonds bear interest at the Fixed Interest Rate to pay interest on the Bonds when due. On any Business Day, the Borrower may, at its option, but with the written approval of the Issuer, which written approval shall not be unreasonably withheld, provide or cause to be provided to the Trustee an Alternate Letter of Credit and the Borrower shall, in any event, cause to be delivered to the Trustee an extension of the Expiration Date of the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another or an Alternate Letter of Credit from at least (a) 23 days before the Expiration Date of the then-existing Letter of Credit while the Bonds bear interest at the Weekly Interest Rate, or (b) 45 days before the Expiration Date of the then existing Letter of Credit while the Bonds bear interest at the Fixed Interest Rate. At least 30 days prior to the Letter of Credit Substitution Date, the Borrower shall provide the Issuer, the Trustee, the Bank, the Tender Agent and the Remarketing Agent with a bank that is acceptable written notice of its intention to Landlord in Landlord’s sole reasonable discretionprovide an Alternate Letter of Credit pursuant to this Section. The Such notice shall include the proposed Letter of Credit Substitution Date, which shall be an Interest Payment Date, and identify the provider of the Alternate Letter of Credit. An Alternate Letter of Credit shall be an irrevocable for direct-pay letter of credit or other irrevocable credit facility delivered to the period ending no less than one Trustee on or prior to 8:00 a.m. (1California time) year after the date of issuance. Tenant shall renew on the Letter of Credit and maintain it for Substitution Date, issued by a commercial bank or other financial institution, the period ending one hundred twenty (120) days after terms of which shall in all material respects be the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew same as the Letter of Credit. On or prior to the date of the delivery of an Alternate Letter of Credit within ten to the Trustee, the Borrower shall cause to be furnished to the Issuer and the Trustee (10i) Business Days an Opinion of its expirationBond Counsel stating that the delivery of such Alternate Letter of Credit to the Trustee is authorized pursuant to this Agreement, Landlord may draw complies with the terms hereof and will not cause the interest on the existing Bonds not to be Tax-exempt, (ii) such opinions regarding the validity of the Alternate Letter of Credit as the Issuer, the Trustee and any rating agency then rating the Bonds may reasonably require, and (iii) written evidence from Xxxxx’x, if the Bonds are then rated by Xxxxx’x, and S&P, if the Bonds are then rated by S&P, to the effect that such rating agency has reviewed the proposed Alternate Letter of Credit and maintain that the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord substitution of a substitute the proposed Alternate Letter of Credit from Tenant meeting all requirements will not, by itself, result in a reduction of this Addendum #1. The form and terms its long-term rating of the Letter Bonds below “A” if the Bonds are rated by S&P or below “A2” if the Bonds are rated by Xxxxx’x. It is understood and agreed that with proper notification to the Trustee and the Borrower, the Bank can declare that a default has occurred under the Credit Agreement with the Borrower and such default will cause a mandatory redemption of Credit shall be reasonably acceptable Bonds pursuant to Landlord and shall provide, among other things, in effect that:Section 4.01(g) of the Indenture.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously Simultaneously with the execution and delivery of this Lease, Tenant may deliver has delivered to Landlord an irrevocable and transferable as security for the performance of the obligations of Tenant hereunder cash or a letter of credit in the amount specified in Section 2.3 in accordance with this Section (as renewed, replaced, and/or reduced pursuant to this Section, the “Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1). The Letter of Credit shall be issued by a bank acceptable in the form attached as Exhibit G to this Lease or such other form as Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporationmay reasonably approve. If the credit of the bank that originally issues the there is more than one Letter of Credit becomes unacceptable so delivered by Tenant, such Letters of Credit shall be collectively hereinafter referred to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another as the “Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretionCredit”. The Letter of Credit (i) shall be irrevocable for and shall be issued by a commercial bank reasonably acceptable to Landlord that has an office in Skokie, Illinois, (ii) shall require only the period ending no less than one (1) year after presentation to the date issuer of issuance. Tenant shall renew a certificate of the holder of the Letter of Credit stating either (a) that a default has occurred under this Lease after the expiration of any applicable notice and maintain it cure period (or stating that transmittal of a default notice is barred by applicable bankruptcy or other law if such is the case) or (b) stating that Tenant has not delivered to Landlord a new Letter of Credit having a commencement date immediately following the expiration of the existing Letter of Credit in accordance with the requirements of the Lease, (iii) shall be payable to Landlord and its successors in interest as the Landlord and shall be freely transferable without cost to any such successor or any lender holding a collateral assignment of Landlord’s interest in the Lease, (iv) shall be for an initial term of not less than one year and contain a provision that such term shall be automatically renewed for successive one-year periods unless the issuer shall, at least forty-five (45) days prior to the scheduled expiration date, give Landlord written notice of such nonrenewal, and (v) shall otherwise be in form and substance reasonably acceptable to Landlord. Notwithstanding the foregoing, the term of the Letter of Credit for the final period of the Term shall be for a term ending one hundred twenty not earlier then the date sixty (12060) days after the end last day of the calendar year Term. If Tenant shall be in which default under the Term expiresLease, and after the expiration of any applicable notice or cure period (or if transmittal of a default or other notice is stayed or barred by applicable bankruptcy or other law), Landlord shall provide that it is automatically renewable for be entitled to draw upon the Term, unless released pursuant Letter of Credit to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later extent reasonably necessary to cure such default. If, not less than thirty (30) days before expiration. If Tenant fails to renew the scheduled expiration of the Letter of Credit, Tenant has not delivered to Landlord a new Letter of Credit within ten (10) Business Days having a commencement date immediately following the expiration of its expiration, Landlord may draw on the existing Letter of Credit and maintain in accordance with this Section, Landlord shall also have the funds as a non-interest-bearing deposit right to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms draw upon the full amount of the Letter of Credit without giving any further notice to Tenant. Such failure to timely deliver a new Letter of Credit shall be reasonably acceptable deemed to be an Event of Default by Tenant (without the necessity of further notice or cure period notwithstanding anything in this Lease to the contrary. Landlord may, but shall not be obligated to, apply the amount so drawn to the extent necessary to cure Tenant’s default under the Lease. Any funds drawn by Landlord on the Letter of Credit and not applied against amounts due hereunder shall be held by Landlord as a cash security deposit, provided that Landlord shall have no fiduciary duty with regard to such amounts, shall have the right to commingle such amounts with other funds of Landlord, and shall providepay no interest on such amounts. After any application of the Letter of Credit by Landlord in accordance with this paragraph, among other thingsTenant shall reinstate the Letter of Credit to the amount then requited to be maintained hereunder, in effect that:within thirty (30) days of demand. Within sixty (60) days after the expiration or earlier termination of the Term the Letter of Credit and any cash security deposit then being held by Landlord, to the extent not applied, shall be returned to the Tenant provided that no Event of Default is then continuing.

Letter of Credit. In lieu of providing a cash Security Deposit, simultaneously 5.01 Concurrently with the Tenant’s execution of this Lease, Tenant may shall deliver to Landlord, as additional collateral for the full performance by Tenant of all of its obligations under this Lease and for all losses and damages Landlord an irrevocable and may suffer as a result of any default by Tenant under this Lease, including, but not limited to, any post lease termination damages under section 1951.2 of the California Civil Code, a standby, unconditional, irrevocable, transferable letter of credit (the “Letter of Credit”) running in favor the form of LandlordExhibit F hereto and containing the terms required herein, with in the face amount of One Hundred Eighty-Three and No/100ths Dollars ($183,000.00) (provided, however, that the Letter of Credit securing Tenant’s obligations hereunder subject Amount shall be increased by an amount equal to the terms and conditions set forth in Amortized TI Costs) (the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The “Letter of Credit shall be Amount”), naming Landlord as beneficiary, issued by a bank acceptable to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is financial institution acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance, permitting multiple and partial draws thereon, and otherwise in form acceptable to Landlord in Its sole discretion. Tenant shall renew cause the Letter of Credit and maintain it for to be continuously maintained in effect (whether through replacement, renewal or extension) in the period ending one hundred twenty Letter of Credit Amount (120as the same may be reduced pursuant to in Section 5.06 and/or 5.07 below) through the date (the “Final LC Expiration Date”) that is 120 days after the end scheduled expiration date of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions or any renewal Term of this Section Lease. If the Letter of Credit held by Landlord expires earlier than the Final LC Expiration Date (whether by reason of a stated expiration date or unless the issuing bank delivers a notice of termination or non-renewal no given by the issuing bank), Tenant shall deliver a new Letter of Credit or certificate of renewal or extension to Landlord not later than thirty (30) days before expiration. If Tenant fails prior to renew the Letter of Credit within ten (10) Business Days of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms expiration date of the Letter of Credit then held by Landlord. Any renewal or replacement Letter of Credit shall comply with all of the provisions of this Section 5, shall be reasonably irrevocable, transferable and shall remain in effect (or be automatically renewable) through the Final LC Expiration Date upon the same terms as the expiring Letter of Credit or such other terms as may be acceptable to Landlord and shall provide, among other things, in effect that:its sole discretion.

Letter of Credit. (a) In lieu of providing a cash Security Deposit, simultaneously with Tenant shall have the execution right to deliver to Landlord, as protection for the full and faithful performance by Tenant of all of its obligations under this Lease and for all losses and damages Landlord may suffer (or that Landlord reasonably estimates it may suffer) as a result of any breach or default by Tenant under this Lease, Tenant may deliver to Landlord an irrevocable and transferable letter unconditional negotiable standby Letter of credit Credit (“Letter of Credit”) ), in the form attached to this Lease as Exhibit I and containing the terms required in this provision, payable in the Cities of Santa Xxxxx or San Jose, California, running in favor of LandlordLandlord and issued by Silicon Valley Bank or another solvent, nationally recognized bank with a long term rating of BBB or higher, under the supervision of the Superintendent of Banks of the State of California, or a national banking association, in the amount of Two Million Seven Thousand Two Hundred Sixty and 37/100ths Dollars ($2,007,260.37) (“Letter of Credit Amount”). Tenant shall deliver the Letter of Credit securing Tenant’s obligations hereunder subject to Landlord no later than five (5) Business Days after the terms mutual execution and conditions set forth in the delivery of this Lease. The terms of Tenant shall pay all expenses, points, or fees incurred by Tenant in obtaining the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall (1) be issued by a bank acceptable to Landlord “callable” at sight, irrevocable, and unconditional; (2) be maintained in Landlord’s reasonable discretion effect, whether through renewal or extension, for the period from the Lease Commencement Date and under continuing until the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the date (“Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank Expiration Date”) that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end expiration of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant and Tenant shall deliver a new Letter of Credit or certificate of renewal or extension to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than thirty Landlord at least sixty (3060) days before expiration. If Tenant fails to renew the expiration of the Letter of Credit within ten then held by Landlord, without any action whatsoever on the part of Landlord; (103) Business Days be fully assignable by Landlord, its successors, and assigns; (4) permit partial draws and multiple presentations and drawings; (e) be honored by the bank issuing the same (“Bank”) regardless of its expiration, Landlord may whether Tenant disputes Landlord’s right to draw on the existing Letter of Credit Credit; and maintain (5) be otherwise subject to Uniform Customs and Practice for Documentary Credits, International Chamber of Commerce Publication No. 600 (UCP600) or International Standby Practices-ISP98, International Chamber of Commerce Publication No. 590 (1998). In addition, the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit and the issuing Bank shall be reasonably acceptable to Landlord and shall provide, among other thingsLandlord, in effect that:Landlord’s sole discretion. Landlord, or its then managing agent, shall have the right to draw down an amount up to the face amount of the Letter of Credit if any of the following shall have occurred or be applicable: (1) such amount is due to Landlord under the terms and conditions of this Lease; (2) Tenant has filed a voluntary petition under any chapter of the U.S. Bankruptcy Code or any similar state law (collectively, “Bankruptcy Code”); (3) Tenant has assigned any or all of its assets to creditors in accordance with any federal or state laws; (4) an involuntary petition has been filed against Tenant under any chapter of the Bankruptcy Code; or (5) the Bank has notified Landlord that the Letter of Credit will not be renewed or extended through the Letter of Credit Expiration Date.

Letter of Credit. In lieu Tenant has previously delivered to Landlord the sum of providing One Million One Hundred Ninety-Nine Thousand Two Hundred and Fifty Dollars ($1,199,250.00), which represents the estimated first month's Base Rent. Concurrently with its execution of this Amendment, Tenant shall deliver to Landlord a cash Security Depositclean, simultaneously with unconditional, irrevocable, transferable standby letter of credit (the "Letter of Credit"), naming Landlord as beneficiary, in the form of Attachment B to this Amendment, and issued by a financial institution, satisfactory to Landlord. The amount available to be drawn under the Letter of Credit shall be One Million One Hundred Ninety-Nine Thousand Two Hundred and Fifty Dollars ($1,199,250.00). Provided that Tenant has delivered the Letter of Credit to Landlord, Landlord shall return to Tenant, within five (5) days after the execution of this LeaseAmendment, Tenant may deliver to the full amount of the Prepaid Rent, as defined in Section I.H of the Basic Lease Information. Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with shall hold the Letter of Credit securing in support of Tenant’s 's obligations hereunder subject to the terms and conditions set forth in under the Lease, including damages that may accrue after a termination of the Lease under California Civil Code Section 1951.2. The terms Tenant expressly waives the provisions of California Civil Code Section 1950.7 with respect to the Letter of Credit. Landlord shall be entitled to draw any portion or the entire amount under the Letter of Credit upon notice that the Letter of Credit will not be renewed or will be terminated or upon default by Tenant, which are subject provided that Landlord shall not be obligated to Landlord’s reasonable consent, shall strictly comply with give Tenant notice or opportunity to cure prior to drawing on the provisions Letter of this Addendum #1Credit. Landlord may apply such amounts drawn to satisfy Tenant's obligations under the Lease (in such order as Landlord may elect). The Letter of Credit shall be issued provide for partial draws by a bank acceptable to Landlord in Landlord’s reasonable discretion and under . To the supervision of the banking commission of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues extent the Letter of Credit becomes unacceptable to or the amounts drawn thereunder have not been previously applied against Tenant's other obligations under the Lease, Landlord in Landlord’s reasonable discretion, Tenant shall at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew entitled to make draws from the Letter of Credit and maintain apply it for against the period ending one hundred twenty Base Rent as it comes due, provided, however, that if Tenant pays all such Base Rent in cash at or before the time such Base Rent comes due, Landlord shall return the Letter of Credit (120including any unapplied amounts drawn against the Letter of Credit by Landlord) to Tenant, together with such instructions and documentation as the issuer of the Letter of Credit may require to cancel the same, within five (5) days after the end first date on which Landlord has received payments of Base Rent from Tenant (exclusive of any Base Rent paid during the calendar year period described in which Paragraph 4) in the Term expires, aggregate amount of at least One Million One Hundred Ninety-Nine Thousand Two Hundred and Fifty Dollars ($1,199,250.00). Tenant shall provide that it is automatically renewable for the Term, unless released pursuant not assign or encumber or attempt to the provisions of this Section assign or unless the issuing bank delivers a notice of non-renewal no later than thirty (30) days before expiration. If Tenant fails to renew encumber the Letter of Credit and neither Landlord nor its successors or assigns shall be bound by any such assignment or encumbrance or attempted assignment or encumbrance. In the event of a financing, sale or other transfer of the Building, Tenant, if requested by Landlord in writing, at its sole cost and expense within ten (10) Business Days of its expirationafter receiving such request, Landlord may draw on will cause the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms issuing bank of the Letter of Credit shall be reasonably to consent to the assignment or to issue a substitute letter of credit on identical terms to the Letter of Credit, other than the stated beneficiary, from the same issuing bank or, if the lender or transferee so requests, from another bank acceptable to such lender or transferee in its reasonable discretion, naming such lender or transferee as the beneficiary thereof, upon delivery by Landlord and shall provide, among other things, in effect that:of the then outstanding Letter of Credit.

Letter of Credit. In lieu of providing a cash Security DepositTenant shall deliver to Landlord, simultaneously concurrently with the Tenant's execution of this Lease, Tenant may deliver to Landlord an irrevocable and transferable stand-by letter of credit in the amount One Hundred Twenty Two Thousand Two Hundred Forty-Seven Dollars (“Letter $122,247.00). Said letter of Credit”) running credit shall be in favor of Landlord, form and with the Letter substance of Credit securing Tenant’s obligations hereunder subject to the terms Exhibit F attached hereto, and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a bank financial institution which is acceptable to Landlord. Upon any "Event of Default" by Tenant (as hereinafter defined), Landlord shall be entitled to draw upon said letter of credit by the issuance of Landlord's sole written demand to the issuing financial institution, which draw shall be in an amount necessary to cure the default in question and to compensate Landlord for all damages incurred thereby, as determined by Landlord in its sole and absolute discretion, and if such amount cannot be readily determined by Landlord’s reasonable discretion and under , then the supervision full amount of the banking commission letter of credit can be drawn by Landlord pending determination of said amount. Notwithstanding the foregoing, while the amount of any such draw shall be determined in Landlord's sole and absolute discretion as provided in the foregoing, if the amount of any such draw(s) shall ultimately exceed the amount of damages actually incurred by Landlord as the result of Tenant's default (as determined pursuant to the applicable provisions of Article XIV of this Lease), then Landlord shall promptly refund any such excess to Tenant. Any such draw shall be without waiver or any rights Landlord may have under this Lease or at law or in equity as a result of the State of California default, as a setoff for full or partial compensation for the Federal Deposit Insurance Corporationdefault. If the credit any portion of the bank that originally issues the Letter letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretioncredit is drawn after a default by Tenant, Tenant shall at its cost substitute another Letter within five (5) days after written demand by Landlord restore the letter of Credit from credit. Failure to so restore said letter of credit within said five (5) days shall be a bank that is acceptable to Landlord in Landlord’s sole reasonable discretiondefault by Tenant under this Lease. Partial drawings upon said letter of credit shall be permitted. The Letter letter of Credit credit shall be irrevocable provide for the period ending no less than one automatic annual renewals through that date which is sixty (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (12060) days after the end Expiration Date of the calendar year in which Term of this Lease (including any extensions of the Term expiresas provided in this Lease). In the event the letter of credit is not renewed by the issuing financial institution on or before twenty (20) days prior to the then-scheduled expiration date of the letter of credit, then Landlord shall have the right to draw the full amount of such letter of credit and to hold such amount as cash security for Tenant's full and faithful performance of its obligations under the Lease. In the event of a draw down of the letter of credit to cash security as provided in the foregoing, the following shall apply: (i) upon any default by Tenant, including specifically Tenant's failure to pay rent or to abide by its obligations under Sections 7.1 and 15.3 below, Landlord may retain, use or apply the whole or any part of such cash security to pay any sum which Tenant is obligated to pay under this Lease, sums that Landlord may spend or be required to expend by reason of the default by Tenant or any loss or damage that Landlord may suffer by reason of such default or costs incurred by Landlord in connection with the repair or restoration of the Premises pursuant to Section 15.3 upon expiration or earlier termination of this Lease, (ii) Landlord shall not be required to keep the cash security separate from its general funds and Tenant shall not be entitled to interest on such cash security, and (iii) if Tenant fully performs its obligations under this Lease, the cash security shall provide that it is automatically renewable for the Termbe returned to Tenant (or, unless released pursuant at Landlord's option, to the provisions last assignee of this Section or unless Tenant's interest under the issuing bank delivers a notice of non-renewal no later than Lease) within thirty (30) days before expirationafter the expiration of the Term, provided that Tenant agrees that Landlord may retain the cash security to the extent and until such time as all amounts due from Tenant in accordance with this Lease have been determined and paid in full and Tenant agrees that Tenant shall have no claim against Landlord for Landlord's retaining the cash security to the extent provided in the foregoing. Upon any Event of Default by Tenant, including specifically Tenant's failure to pay rent or to abide by its obligations under Sections 7.1 and 15.3 below and Tenant's failure to cure the same within any applicable cure period, Landlord shall be entitled to draw upon said letter of credit by the issuance of Landlord's sole written demand to the issuing financial institution, which draw shall be in an amount necessary to cure the default in question and to compensate Landlord for all damages incurred thereby, as determined by Landlord in its sole and absolute discretion, and if such amount cannot be readily determined by Landlord, then the full amount of the letter of credit can be drawn by Landlord pending determination of said amount. Any such draw shall be without waiver or any rights Landlord may have under this Lease or at law or in equity as a result of the default, as a setoff for full or partial compensation for the default. If any portion of the letter of credit is drawn after a default by Tenant, Tenant fails to renew the Letter of Credit shall within ten (10) Business Days days after written demand by Landlord restore the letter of its expirationcredit. Failure to so restore said letter of credit within said ten (10) days shall be a default by Tenant under this Lease. Partial drawings upon said letter of credit shall be permitted. In the event that no Event of Default has occurred at any time during the Term hereof, and provided further that Tenant has not at any time been more than five (5) days late with respect to any payments of Basic Rent and Operating Expenses due under the Lease, then upon the written request of Tenant, Landlord may draw on shall the existing Letter written request of Credit and maintain Tenant, shall authorize in writing consecutive reductions to the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms principal amount of the Letter letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, credit in effect thataccordance with the following schedule:

Letter of Credit. In Notwithstanding anything to the contrary contained in this Article 30 or Section 9.05, at Tenant’s option, in lieu of providing a cash Security Deposit, simultaneously the requirements set forth herein with the execution of this Leaserespect to Tenant’s obligation to make deposits into one or more Reserve Subaccounts, Tenant may deliver to Landlord an irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the a Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter or Letters of Credit, to Landlord in an amount or amounts equal to the aggregate amount which are subject Tenant would otherwise be required to Landlord’s reasonable consentdeposit for Impositions, insurance premiums, Xxxxxxxxx Rents and/or Maintenance Expenses, over the ensuing twelve (12) month period, and/or Required Repairs, whereupon Landlord shall strictly comply remit or cause Mortgagee to remit the Reserves then on deposit, if any, in the applicable Reserve Subaccount to Tenant. In the event that Tenant delivers a Letter of Credit or Letters of Credit for Impositions, insurance premiums, the Xxxxxxxxx Rents, Maintenance Expenses and/or Required Repairs, Tenant shall be responsible for the payment of such item and Landlord shall not be responsible therefor. Tenant shall provide Landlord with notice of any increases (or decreases) in the provisions of this Addendum #1. The aggregate payments over the ensuing twelve (12) month period for Impositions, insurance premiums, Xxxxxxxxx Rents and/or Maintenance Expenses, as the case may be, not less than forty-five (45) days prior to the date any such increase (or decrease) is first due and payable, and the applicable Letter of Credit shall be issued increased (or decreased) by a bank acceptable an amount equal to Landlord in Landlord’s reasonable discretion and under the supervision of the banking commission of the State of California such increased (or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretion, Tenant shall decreased) amount at its cost substitute another Letter of Credit from a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable for the period ending no less than one (1) year after the date of issuance. Tenant shall renew the Letter of Credit and maintain it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later than least thirty (30) days before expirationprior to the date such increase (or decrease) is first due and payable. If Tenant fails to renew Landlord shall allow a reduction in the Letter of Credit within ten (10) Business Days or Letters of its expirationCredit relating to the Reserve Subaccount for Maintenance Expenses or Required Repairs upon satisfaction of the conditions precedent for disbursement set forth in Section 30.03 or Section 9.05, as applicable, which reduction shall be in an amount equal to the amount that would have been disbursed to Tenant had the Reserve Account for Maintenance Expenses or the Required Repairs Subaccount, contained cash. Upon any non-payment of Impositions, insurance premiums, Xxxxxxxxx Rents, Maintenance Expenses or Required Repairs, Tenant agrees that Landlord may shall have the right, but not the obligation, to draw on the existing such applicable Letter of Credit and maintain to apply all or any part thereof to the funds as a non-interest-bearing deposit to be returned to Tenant on receipt by Landlord payment of a substitute the item for which such Letter of Credit from Tenant meeting all requirements of this Addendum #1. The form and terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:was established.

Letter of Credit. In lieu of providing a cash Security Depositthe event Tenant elects to have Landlord finance additional improvements pursuant to Section 3.01(d)(2)(cc), simultaneously with the execution of this Leaseon or before January 15, 1999, Tenant may shall deliver to Landlord an a site draft irrevocable and transferable letter of credit (“Letter of Credit”) running in favor of Landlord, with the Letter of Credit securing Tenant’s obligations hereunder subject to the terms and conditions set forth in the Lease. The terms of the Letter of Credit, which are subject to Landlord’s reasonable consent, shall strictly comply with the provisions of this Addendum #1. The Letter of Credit shall be issued by a SeaFirst Bank, or other bank acceptable to Landlord in its sole discretion, in the amount of $420,000.00, in the form attached hereto as Exhibit J (the "LC"), as security for the full and faithful performance of every provision of this Lease to be performed by Tenant during the initial seven (7) year Lease Term. The LC shall be (i) unconditional and irrevocable, (ii) permit partial draws by Landlord at any time upon notice by Landlord that Tenant is in default under this Lease, and (iii) have a term of at least one year, which shall be renewable each year throughout the initial Lease Term. If Tenant defaults with respect to any provision of this Lease, including but not limited to the provisions relating to the payment of Rent, the repair of damage to the Premises caused by Tenant and/or cleaning the Premises upon termination of this Lease, Landlord may draw on all or any part of the LC for the payment of any Rent or any other sum in default and any and all other amounts to which Landlord may be entitled under this Lease, including without limitation Section 13.02. Upon any draw upon the LC by Landlord’s reasonable discretion and , Tenant shall, upon demand by Landlord, restore the LC to its original amount (as may be reduced as contemplated below). Tenant shall cause the LC to be renewed for each year of the initial Lease Term; provided, however, if Tenant has not been in material default under the supervision terms of this Lease, the amount of the banking commission LC shall be reduced each year to the following amounts: Lease Year Amount of the State of California or the Federal Deposit Insurance Corporation. If the credit of the bank that originally issues the Letter of Credit becomes unacceptable to Landlord in Landlord’s reasonable discretionLC ---------- ------------ 2 $376,000.00 3 $328,160.00 4 $274,910.00 5 $216,090.00 6 $151,100.00 7 $ 79,310.00 The foregoing schedule notwithstanding, Tenant shall not be entitled to a reduction in any year of the Lease Term if Tenant is at its cost substitute another Letter the time of Credit from the scheduled reduction (the applicable anniversary of the Lease Commencement Date) in material default (as defined in Section 13.02(f) above) or has been in material default at any time during the twelve (12) month period immediately preceding the scheduled reduction. If Tenant is not entitled to a bank that is acceptable to Landlord in Landlord’s sole reasonable discretion. The Letter of Credit shall be irrevocable reduction for a given year, Tenant must wait until the period ending no less than one (1) year after the next anniversary date of issuancethe Lease Term to take the reduction corresponding to the next year; provided Tenant is otherwise entitled to a reduction. If Tenant shall renew the Letter of Credit and maintain fail to provide such LC on or before January 15, 1999, or fails to replace it for the period ending one hundred twenty (120) days after the end of the calendar year in which the Term expires, and shall provide that it is automatically renewable for the Term, unless released pursuant to the provisions of this Section or unless the issuing bank delivers a notice of non-renewal no later with an approved LC not less than thirty (30) days before expiration. If prior to the expiration date of any such LC, then the Tenant fails shall be considered to renew be in default under the Letter terms of Credit within ten (10) Business Days this Lease and Landlord shall have the right to exercise any of its expiration, Landlord may draw on the existing Letter of Credit and maintain the funds as a non-interest-bearing deposit available remedies pursuant to be returned to Tenant on receipt by Landlord of a substitute Letter of Credit from Tenant meeting all requirements Section 13.02 of this Addendum #1Lease and shall, in addition, have the right to draw against the full amount of the LC and thereafter hold the same as security for Tenant's obligations under this Lease for the entire initial seven (7) year Lease Term. The form Landlord shall be entitled to withdraw from such sums the amount of any unpaid Base Rent, Additional Rent or other charges not paid to Landlord when due. Landlord shall pay Tenant the remaining balance thereof, if any, without any liability for interest thereon, within thirty (30) days after the expiration or prior termination of the Lease Term, if and only if Tenant has fully performed all of its obligations under the terms of the Letter of Credit shall be reasonably acceptable to Landlord and shall provide, among other things, in effect that:this Lease.