Subject to and on the terms and conditions of this Lease, Landlord leases to Tenant and Tenant hires from Landlord the Premises.

                1. BASIC LEASE INFORMATION AND DEFINED TERMS. The key business terms of this Lease and the defined terms used in this Lease are as follows:

                         1.1 Landlord. Perry & Blair LLC

                         1.2 Tenant. Shorebucks LLC

                         1.3 Building. The building containing the Premises located at 515 Michelin Rd, Denver, CO, 80209. The Building is located within the Project.

                         1.4 Project. The parcel of land and the buildings and improvements located on such land known as Shorebucks Office 5 located at 515 Michelin Rd, Denver, CO, 80209. The Project is legally described in EXHIBIT "A" to this Lease.

                         1.5 Premises. Suite No. 800 on the 8th floor of the Building. The Premises are depicted in the sketch attached as EXHIBIT "B". Landlord reserves the right to install, maintain, use, repair, and replace pipes, ducts, conduits, risers, chases, wires, and structural elements leading through the Premises in locations that will not materially interfere with Tenant's use of the Premises.

                         1.6 Rentable Area of the Premises. 9,753 square feet. This square footage figure includes an add-on factor for Common Areas in the Building and has been agreed upon by the parties as final and correct and is not subject to challenge or dispute by either party.

                         1.7 Permitted Use of the Premises. General, administrative, and executive office purposes only including shared office spaces, conference rooms, internal lounges, pantry facilities, break out rooms, recreational areas, reception areas, and other common space, including a caf√© (collectively limited for use of Tenant‚Äôs licensees or ‚Äúmembers‚Äù and their guests) (see the Use article).

                         1.8 Commencement Date. The earlier to occur of (a) the date when Tenant takes possession of any part of the Premises for the conduct of its business, or (b) the date of substantial completion of the Tenant Improvements. "Substantial Completion" or "substantially complete" shall mean the date that a Certificate of Occupancy or its equivalent, including a Temporary or Conditional Certificate of Occupancy, a Certificate of Completion or Certificate of Final Inspection, is issued by the appropriate local government entity concerning the Tenant Improvements, or, if no such Certificate will be issued for the Tenant Improvements, the date on which the Tenant Improvements are substantially completed so that Tenant may use the Premises for their intended purpose, notwithstanding that punch list items or insubstantial details concerning construction, decoration, or mechanical adjustment remain to be performed.

                         1.9 Lease Term. A term commencing on the Commencement Date and continuing for 96 full calendar months (plus any partial calendar month in which the Commencement Date falls), as extended or sooner terminated under the terms of this Lease. If the Commencement Date falls on a day other than the first day of a month, then for purposes of calculating the length of the Lease Term, the first month of the Lease Term shall be the month immediately following the month in which the Commencement Date occurs. Tenant shall pay prorated Rent calculated on a per diem basis for the partial month in which the Commencement Date occurs at the rate in effect for the first month of the Lease Term for which Rent has not been abated or reduced (i.e., $33.82 per square foot).

                         1.10 Base Rent. The following amounts:

                                       Period

                                     Rate P/S/F Per Annum

                                  Monthly Base Rent

                                   Period Base Rent

                                 Months 1 ‚Äì 12

                                              $33.82

                                      $27,487.21

                                      $329,846.46

                                 Months 13 ‚Äì 24

                                              $34.83

                                      $28,311.82

                                      $339,741.85

                                 Months 25 ‚Äì 36

                                              $35.88

                                      $29,161.18

                                      $349,934.11

                                 Months 37 ‚Äì 48

                                              $36.96

                                      $30,036.01

                                      $360,432.13

                                 Months 49 ‚Äì 60

                                              $38.06

                                      $30,937.09

                                      $371,245.10

                                 Months 61 ‚Äì 72

                                              $39.21

                                      $31,865.20

                                      $382,382.45

                                 Months 73 ‚Äì 84

                                              $40.38

                                      $32,821.16

                                      $393,853.92

                                 Months 85 ‚Äì 96

                                              $41.59

                                      $33,805.80

                                      $405,669.54

        *Gross Rent Credit. The ‚ÄúRent Credit Period‚Äù shall be the first six full calendar months of the Lease Term. Provided that Tenant is not in default of this Lease beyond any applicable grace period at any time during the Rent Credit Period, Tenant shall have a Rent credit in the amount of the Base Rent and Percentage Rent, which credit shall be applied to the installments of Base Rent and Percentage Rent due for those months. Accordingly, if the Commencement Date occurs on a day other than the first day of the month, the prorated Rent for the first partial month of the Lease Term shall be due on the Commencement Date and the Rent Credit Period shall commence on the first day of the first full calendar month of the Lease Term and shall expire on the last day of the ninth full calendar month of the Lease Term. If a default occurs, the Rent credit shall immediately become due and payable in full and this Lease shall be enforced as if there were no such rent abatement or other rent concession. In such case, the abated rent subject to the above credit shall be calculated based on the full initial Base Rent payable under this Lease. If this Lease is terminated as a result of a default by Tenant, then in addition to all other damages and remedies herein provided, Landlord shall be entitled to recover the entire dollar amount of such Rent credit previously granted to Tenant.

        Base Rent amounts shown above do not include applicable sales tax, which shall be paid by Tenant together with payments of Base Rent as set forth in the Rent article.

                         1.11 Percentage Rent.

                                 (a) 55% of Gross Revenue to Landlord until Landlord receives Percentage Rent in an amount equal to the Annual Market Rent Hurdle (as escalated); and

                                 (b) 15% of Gross Revenue to Landlord in excess of the Annual Market Rent Hurdle (as escalated).

                         1.12 Security Deposit. As of the Date of this Lease, there is no Security Deposit.

                         1.13 Letter of Credit. Upon Tenant's execution of this Lease, Tenant shall deliver to Landlord a Letter of Credit in the amount of $100,000.00 in accordance with the Letter of Credit article.

                         1.14 Prepaid Rent. $30,235.93 (Base Rent and sales tax for the first month of the Lease Term for which rent is due and not credited), to be paid to Landlord upon execution of this Lease by Tenant.

                         1.15 Tenant's Notice Address. All notices to Tenant under this Lease should be sent to:

                         1.16 Landlord's Notice Address. Perry & Blair LLC, Suite 210, 515 Michelin Rd, Denver, CO, 80209.

                         1.17 Tenant Improvement Allowance. $877,770 ($90.00/sf), to be paid in accordance with EXHIBIT ‚ÄúE‚Äù of

        this Lease.

                         1.18 Landlord's Broker. Thrive Real Estate LLC.

                         1.19 Tenant's Broker. CW of Colorado, LLC.

                         1.20 Guarantor. Thrive Real Estate LLC and any party who subsequently guarantees all or any part of Tenant's obligations under this Lease (see EXHIBIT "C").

                         1.21 Parking Spaces. Unreserved spaces at building premise.

                         1.22 Additional Definitions:

                                 1.22.1 Building Standard. The minimum or exclusive type, brand, grade, or quality of materials, services, charges, or other terms, that Landlord designates from time to time to be used, required, or applied in or for the Building.

                                 1.22.2 Business Days. All days other than Saturdays, Sundays, or Legal Holidays.

                                 1.22.3 Comparable Buildings. City Office Tower, Shorebucks Park Place.

                                 1.22.4 Landlord Parties. Landlord and Landlord's directors, officers, partners, members, shareholders, managers, employees, agents, affiliates, subsidiaries, mortgagee, managing agent, contractors, successors, and assigns.

                                 1.22.5 Legal Holidays. New Year's Day, Memorial Day, Fourth of July, Labor Day, Thanksgiving Day, and Christmas Day.

                                 1.22.6 Normal Business Hours. Monday through Friday from 8:00 a.m. to 6:00 p.m., and Saturdays from 8:00


Section label: Lease Terms and Definitions