following sixty (60) day period, Tenant and Landlord shall negotiate and arrive at an agreement ordisagreement of the amount of rent to be paid during the applicable extension term. If Landlord andTenant agree upon the rent to be paid during the applicable extension term, Landlord and Tenantshall at the end of the sixty (60) day period enter into a new written lease or an amendmentagreement setting forth the amount of rental Tenant shall be required to pay pursuant paragraph 4for the applicable extension term and any other additional terms to which Landlord and Tenant haveagreed. If Tenant and Landlord fail to agree upon the rent to be paid during the applicableextension term during the sixty (60) day period of negotiations, a fair market appraisal comparisonof comparable properties will be completed by an independent party upon which the Landlord andTenant may use to negotiate the amount of rent to be paid during the applicable extension term. IfTenant and Landlord fail to agree upon the rent to be paid during the applicable extension termduring the sixty (60) day period of negotiations, either Landlord or Tenant may, by written noticeto the other party given within the ensuing thirty (30) day period, elect to invoke the arbitrationprovisions of this Lease to determine the rent Tenant shall be required to pay pursuant toparagraph 4 for the applicable extension term.     4. Rent. Tenant shall pay as rental for the premises for the first year of the primary termof the Lease the sum of **$198,845** computed at the rate of **$15.40** per square foot on12,912 square feet of office space, payable monthly, in advance on the first day of each month, ininstallments of **$16,570** per month. On each anniversary date of this Lease, beginning onJune 12th, 2011, the annual rent shall be increased by 2%. Rent shall be paid withoutnotice or demand by Landlord to Landlord at 895 Technology Blvd, Suite 101, Bozeman, Montana 59718or at such other place as Landlord may direct in writing.     5. Covenants. Tenant hereby acknowledges and agrees:     A. Tenant is familiar with the premises. Tenant’s taking of possession of the premises shallbe conclusive evidence that the premises were in good, clean and sanitary condition, are in allrespects satisfactory and acceptable to Tenant, and are in the condition in which Landlordrepresented the premises to be.     B. Tenant will keep the premises in a clean and sanitary condition during the term of thisLease. Landlord shall have no obligation to make any alterations or improvements of any kind in orabout the premises other than as set forth in this Lease. Tenant shall repair or replace promptlyall
 

 
damages to the premises due to acts of Tenant, its agents, employees, invitees, or subtenants,reasonable wear and tear excepted. Tenant also shall not cause any waste to be committed in orabout the premises; Tenant will keep the premises free and clear of any and all refuse and debris;and Tenant agrees to observe all rules and regulations of the County of Gallatin and State ofMontana in any way relating to maintenance, use and occupancy of the premises.     C. Tenant will not use or permit anything to be used upon the premises which is likely todeface or damage the premises, or do anything that will increase the rate of insurance thereof(unless Tenant first agrees to pay any increased premiums), or permit anything to be done upon thepremises or in the areas, sidewalk or streets adjacent to the premises, which will amount to orcreate a nuisance.     D. Tenant shall make no alterations in or additions to the premises without first obtainingLandlord’s written consent, which consent will not be unreasonably withheld, delayed orconditioned. Tenant shall not erect or permit to be erected upon the premises any signs withoutwritten consent of Landlord, which consent will not be unreasonable withheld, delayed orconditioned.     E. Tenant agrees, with respect to all alterations or improvements to the premises or any partthereof, which Tenant undertakes with written consent of Landlord, that Tenant shall in allinstances save Landlord and the premises forever harmless and free from all damages, loss andliability of every kind and character which may be claimed, asserted or charged, includingliability to adjacent owners or tenants, based upon the acts or negligence of Tenant or its agents,contractors or employees, for any negligence, or for the failure of any of them to observe andcomply with the requirements of the law, including the regulations and the authorities in the Cityof Bozeman, and Tenant will preserve and hold Landlord and the premises free and clear from allliens or encumbrances for labor and materials furnished. Any and all alterations,additions, and improvements made by Tenant to or upon the premises (with the exception offurnishings, equipment, and removable trade fixtures installed by Tenant) shall, upon installation,be deemed attached and part of the premises, provided however, that if prior to termination of thisLease, or within fifteen (15) days thereafter, Landlord so directs by written notice to Tenant,promptly following said termination of this Lease, Tenant shall remove such of the saidadditions, improvements, fixtures, and installations placed upon the demised premises by Tenant asshall by
 

 
designated in said notice from Landlord, and Tenant shall repair any damages occasioned by suchremoval. Further, in this regard, Tenant hereby agrees that it will, during the continuance of thisLease, keep the premises and interior of the premises in good condition and repair, reasonable wearand tear excepted.     F. Tenant may use and occupy the premises for the purpose of a business office and allactivities incidental thereto, including the manufacture of software, and not otherwise. Tenantshall not use or knowingly permit any part of the premises to by used for any unlawful purposes andshall comply with all applicable laws and regulations of the County of Gallatin, State of Montana,and the United States of America.     G. Tenant agrees that Landlord shall not be liable for any damage or injury to persons orproperty or for the loss of property sustained by Tenant or by any other person or persons on thepremises due to any act of negligence of Tenant.     H. Tenant agrees that it will not assign this Lease or sublease any portion of the premises orpermit this Lease to transferred by operation of law or otherwise without the written consent ofLandlord, which consent shall not be unreasonably withheld, delayed or conditioned; provided,however, that any merger and reorganization of Tenant for the purpose of incorporating underanother state law shall not be deemed to be an assignment for purposes of this paragraph and shallnot require Landlord’s consent, or that any merger or change in control of the Tenant shall not bedeemed to be an assignment for the purposes of this paragraph and shall not require Landlord’sconsent. Tenant shall remain responsible under this Lease for any portion of the premises sublet byTenant (even if Landlord approved the subletting), unless Landlord shall agree otherwise. Anysubtenant to whom any portion of the property is sublet shall agree to abide by the provisions ofthis Lease which are applicable to the sublet portion of the premises, before Landlord will berequired to consent to the proposed subleasing of any portion of the premises.     I. Tenant will permit Landlord, at all reasonable times and after reasonable notice to Tenantat Landlord’s sole risk and expense and in a manner that causes the least practical disruption toTenant, to enter upon the premises (i) to inspect their condition and to make reasonable andnecessary repairs for the protection and preservation of the premises, (ii) to ascertain whetherTenant has performed its covenants under this Lease, and (iii) to show the premises to persons whomay wish to rent the premises after the expiration of the term of this Lease or to purchase the
 

 
premises, provided that any showing of the premises to persons who may wish to rent the premisesshall be only during the last year of the term of the Lease.     J. Tenant, upon leaving the premises, shall at its own expense, remove all dirt, rubbish, andrefuse and upon failure to do so, Landlord may immediately, without further notice, do so atTenant’s expense. Tenant shall immediately pay Landlord’s expenses upon receipt of a bill for thesame from Landlord.     6. Default and Landlord’s Rights. If the premises shall be deserted or vacated, or ifa trustee or receiver of a substantial portion of Tenant’s property is appointed, or if an orderis entered against Tenant for relief under Title 11 of the United States Code, or there shall be adefault in payment of any rent for more than five (5) days after written notice of such defaultfrom Landlord, or there shall be a default in the performance or any other covenant, agreement,condition, rule or regulation herein contained, or hereafter established with Tenant’s consent,which shall continue for more than thirty (30) days (or, if the default is not curable withinthirty (30) days and if Tenant begins to cure the default within such thirty (30) day period anddiligently pursues curing the same, then for such for additional period as shall be reasonablynecessary to cure the default) after Tenant’s receipt of written notice of such default fromLandlord, Tenant’s rights in this Lease (if Landlord so elects, and such election is reserved)shall thereupon terminate and end without the necessity for any further notice, and Landlord shallhave the right to re-enter and repossess the premises in the manner permitted by law anddispossess or remove there from Tenant or other occupants thereof and their effects without beingliable to any prosecution or action therefore. Landlord may likewise, at Landlord’s option, and inaddition to any other remedies which Landlord may have upon default, let and relet the premises inwhole or in part, altering, changing or subdividing the same as in its reasonable judgment mayaccomplish the best rental results, and upon such terms and for such length of time, whetherlesser or greater than the unexpired portion of the term of this Lease, as Landlord may reasonablysee fit, and Tenant shall be liable to Landlord for any deficiency between the remaining unpaidrental and the rental so procured by Landlord for the period of said letting or reletting which isduring the remaining term of this Lease and shall further be liable for the reasonable costs ofreletting and alterations or changes required to enable Landlord to let and relet the premises,the deficiency and costs not to exceed, however, the balance of the unpaid rental due from tenantfor the remaining term of the Lease. Landlord any institute action for
 

 
the whole of any such deficiency immediately upon effecting a letting or reletting and shall notthereafter be precluded from further like action in the event such letting or relettng shall notcover the entire unexpired portion of the term hereof, or Landlord may monthly, or at such greaterintervals as it may see fit, require Tenant to pay said deficiency then existing, and Tenant agreesto pay said deficiency to Landlord from time to time when called upon by Landlord to do so. Shouldthis Lease not be terminated, Landlord may, notwithstanding such letting or reletting, at any timethereafter elect to terminate it. Tenant, upon termination as herein provided, will yield quiet andpeaceful possession to Landlord, subject to any letting or reletting Landlord has effected of thepremises. If Landlord shall give the notice of termination as herein provided, then, at theexpiration of such period, this Lease shall terminate as completely as if that were the date hereinfixed for the expiration of the term of this Lease, and Tenant shall then surrender the premises toLandlord.     7. No Waiver of Breach. Tenant agrees that no consent, expressed or implied, byLandlord to any breach of Tenant’s covenants or agreements shall be deemed a waiver of anysucceeding breach.     8. Notice. It is agreed that all notices herein required to be given shall beeffective upon mailing, postage prepaid, addressed to Landlord at 895 Technology Blvd, Suite 101Bozeman, Montana 59718 or addressed to Tenant at 136 Enterprise Blvd, Bozeman, Montana or suchother place as either may designate in writing to the other. In addition, any notice from Landlordto Tenant relating to this Lease or the premises shall be deemed duly served if personallydelivered to an officer of Tenant at the premises.     9. Surrender Upon Termination. Tenant shall, upon termination of the term, peacefullyand quietly surrender the premises to Landlord in as good condition as it was at the beginning,reasonable use and wear and damage by the elements excepted. Tenant shall remove all of itspersonal property and trade fixtures (repairing any damage to the premises such removal causes) sothat Landlord can repossess and enjoy the premises not later than noon on the day upon which theterm ends, whether upon notice or by holdover or otherwise. Landlord shall have the right toenforce this covenant by ejectment, for damages, or for breach of any other condition or covenantof this Lease.     10. Peaceful Possession. Landlord covenants and agrees, at its sole expense, that theexterior, structure, the roof and the heating, ventilating, air conditioning, electrical, plumbingand all
 

 
utility systems on or in the premises shall be maintained in good repair and tenantable condition,excepting damage resulting from neglect or intentional acts of Tenant, its agents, employees,contractors and invitees. So long as Tenant pays the rent and performs the covenants and agreementsherein contained, Tenant shall peacefully and quietly hold the premises for the primary term andany extensions thereof.     11. Time of Essence. Time is of the essence of this Lease with respect to theperformance by Tenant and Landlord of their obligations hereunder.     12. Attorney’s Fees. In the event any action to enforce any of the terms of this Leaseis brought, the prevailing party shall be entitled to its reasonable attorney’s fees as provided inparagraph 25.     13. Liability — Premises. Landlord shall not be responsible or liable (i) for anypersonal injury to Tenant or any other person on the premises, or for injury or damage to personalproperty or improvements of Tenant or of any third party on the premises unless such injury ordamage is caused by the neglect or omissions of Landlord, its agents or employees; (ii) for injuryor damage caused by the neglect or omissions of Tenant or its agents, contractors, invitees oremployees; or (ii) on account of any inconvenience or annoyance or damage caused by fire,explosion, earthquake, flood or other causes beyond the control of Landlord. Tenant will obtaingeneral liability insurance in an amount of not less than $1,000,000 on which Landlord shall benamed as an additional insured. If Tenant shall sublet any portion of the premises, the subtenantshall also furnish the general liability insurance required of Tenant or be covered under Tenant’spolicy.     In addition, Tenant will at all times hold Landlord harmless from any claim or damages byreason of any personal injury, property damage, or otherwise, arising from its operation or use ofthe premises or any of Tenant’s equipment used in connection therewith, provided the claim ordamage is not caused by negligence or omission of Landlord, its agents, contractors or employees.     Landlord shall carry, at its sole expense, all risk casualty insurance, covering thepremises, in the amount equal to the full replacement cost of the premises. The policy shall beendorsed so that it may be terminated or amended only upon not less than thirty (30) days priorwritten notice to Tenant. The policy shall contain no co-insurance clause, a deductible amount notexceeding $5,000, and the insurance company’s consent to the waivers of subrogation set forth inthe next sentence. Landlord waives any claims it may have against Tenant and any rights to grantsubrogation rights to
 

 
others for any loss, damage or claim which is covered by Landlord’s insurance. In the event thatthe premises shall be rendered wholly or partially untenantable by fire, explosion, earthquake, Actof God, or any other cause beyond the control of Landlord (collectively, the “casualties”),Landlord (i) shall rebuild and restore the premises as soon as reasonably practicable to thepremises’ former condition and use but only (A) to the extent of the insurance proceeds Landlordreceives, and (B) if the casualties do not occur during the last two (2) years of the term (and forthis purpose the term shall include all extension terms Tenant notifies Landlord it will exerciseon or before thirty (30) days after the occurrence of any of the casualties), or (ii) incircumstances not described in clause (ii) may, at its option, either terminate this Lease bywritten notice given to Tenant within sixty (60) days after the casualty or commence to repair thepremises within sixty (60) days after the casualty. If Landlord shall elect or be required torepair the premises, the rental hereunder shall be abated in proportion to the part of the premisesthat are untenantable, and no rental shall be payable hereunder for the period that said premisesshall be wholly untenantable, provided that in the event any of the casualties is caused bycarelessness, negligence or improper conduct of Tenant, or of Tenant’s agents, employees,contractors or invitees, the rental shall not be so abated.     All fixtures or improvements placed on the premises by Tenant, which shall be damaged ordestroyed, shall be repaired and replaced by Tenant at its own expense and not at the expense ofLandlord.     If any of the glass or plate glass in the premised shall be damaged or become broken from theinside, Tenant shall replace, at Tenant’s own cost and expense, all such glass or plate glassbroken. If the glass is damaged or broken from the outside, Landlord shall replace the same at itsown cost and expense.     14. Repairs and Maintenance. Landlord shall bear the entire expense of all repairs,maintenance, alterations, or improvements to the basic structure (exterior walls, roof, heating,ventilating, air conditioning, electrical, plumbing and other systems on the premises). Landlordshall, in addition, bear the entire expense for the repair and maintenance of the parking area,including landscaping and keeping the parking area free of rubbish, ice and snow. Tenant shall payat its own expense, all repairs, maintenance, and alterations of Tenant installed fixtures orimprovements and utilities.
 

 
     15. Utilities, Taxes Etc. Tenant shall pay for all telephone, water/sewer,electricity, natural gas, fire system monitoring, security systems, and janitorial services used inthe operation of the premises. Tenant agrees to pay for replacement of light bulbs. Landlord shallpay for all real property taxes and assessments levied and assessed against the premises and forsnow removal and lawn maintenance.     16. No Smoking Policy. There will be no smoking allowed anywhere in the premises byanyone. It will be Tenant’s responsibility to convey to and enforce this policy by its employees,agents and all other invitees.     17. Paragraph Headings. The paragraph headings in this instrument are for convenienceonly and do not limit or construe the contents or any paragraphs.     18. Severability. It is the intent of the parties that if a part of this Lease isinvalid, all valid parts that are severable from the invalid part shall remain in effect. If a partof this Lease is invalid in one or more of it applications, that part remains in effect in allvalid applications that are severable from the invalid applications.     19. Landlord’s Liability. The term “Landlord” as used herein shall mean only the owneror owners at the time in question of the premises. In the event of any transfer of such title orinterest, Landlord herein named (and in case of any subsequent transfers the then grantor) shall berelieved from and after the date of such transfer of all liabilities as respects Landlord’sobligations thereafter to be performed, provided that any funds in the hands of Landlord or thethen grantor at time of such transfer in which Tenant has an interest shall be delivered to thegrantee, who shall assume the obligations of Landlord or the then grantor to Tenant with respect tothose funds. The obligations contained in this Lease to be performed by Landlord shall, subject tothe foregoing provisions of this paragraph 19, be binding on Landlord’s successors and assigns.     20. Supersedes. This Lease supersedes all prior agreements between the parties.     21. Exercise of Rights. The omission of Landlord or Tenant to exercise any rightprovided for on the default of the other at any time shall not preclude Landlord or Tenant from theexercise of such right at any subsequent default of the other or be deemed a waiver thereof or theright to do so.     22. BindingEffect. This Lease shall be binding upon and inure to the benefit of the heirs,successors, administrators, and permitted assigns of the parties hereto.
 

 
     23. Security Deposit. At the execution of this Lease, Landlord acknowledges Tenant haspaid Landlord the sum of $10,000 as a security deposit. Landlord shall hold and use the securitydeposit as security for Tenant’s performance of its obligations under this Lease. At thetermination of this Lease and if at that time Tenant has fully complied with all of its obligationsunder this Lease, Landlord shall return the security deposit, without interest (or the part of thesecurity deposit which Landlord has not applied to satisfy Tenant’s obligations under this Lease),to Tenant     24. Governing Law. This Agreement and all matters relating thereto shall be governedby the laws of Montana..     25. Arbitration. Any dispute under this Lease shall be decided by binding arbitrationinitiated and conducted in accordance with the commercial arbitration rules of the AmericanArbitration Association (“AAA”). The parties shall decide upon the arbitrator. If the parties areunable to decide upon the arbitrator within ten (10) days after a notice from one party to theother that a dispute exists under this Lease, the AAA shall select the arbitrator. The decision ofthe arbitrator shall be binding. All costs of arbitration shall be borne by the party thearbitrator determines to be the non-prevailing party. Such costs shall include the costs andreasonable attorneys’ fees of the prevailing party.
 

 
IN WITNESS WHEREOF, the parties have hereunto set their hands as of the date and year first writtenabove.     GENESIS PARTNERS, LLC — Landlord