Exhibit 4.27

ONE MARKET
SAN FRANCISCO, CALIFORNIA

OFFICE LEASE AGREEMENT

BETWEEN

CA-ONE MARKET LIMITED PARTNERSHIP, a Delaware limited partnership("LANDLORD")

AND

AUTONOMY, INC., a New Jersey corporation("TENANT")

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OFFICE LEASE AGREEMENT

THIS OFFICE LEASE AGREEMENT(the "Lease") is made and entered into
as of the            day of                        , 2004, by and
betweenCA-ONE MARKET LIMITED PARTNERSHIP, a Delaware limited partnership("Landlord") andAUTONOMY, INC., a New Jersey corporation("Tenant"). The following exhibits and attachments are incorporated into and made a part of the Lease: Exhibit A-1(Outline and Location of Premises),Exhibit A-2(Legal
Description of Project),Exhibit B(Expenses and Taxes),Exhibit C(Work Letter, if
required),Exhibit D(Commencement Letter),Exhibit E(Building Rules and Regulations), Exhibit F(Additional Provisions, if required),Exhibit G(Parking Agreement, if
required),Exhibit H(Asbestos Notification) andExhibit I(Agreement of Subordination,
Non-Disturbanceand Attornment).

1.     Basic Lease Information.



Period or Months of Term

Annual Rate
Per Square Foot

Monthly
Base RentMonths 1-36

$35.50

$53,850.54Months 37-72

$37.00

$56,125.92Months 73-96

$40.00

$60,676.67




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Landlord:

Tenant:CA-One Market Limited Partnership
c/o Equity Office Management, L.L.C.
One Market
Spear Tower, Suite 600
San Francisco, California 94105
Attn: Project Manager

Prior to Commencement Date:
Autonomy, Inc.
301 Howard Street, 22nd Floor
San Francisco, California 94105
Attention: Lease AdministratorOn and after Commencement Date:Autonomy, Inc.
One Market Street, 19th Floor
Spear Tower
San Francisco, California 94105
Attention: Lease Administrator




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2.     Lease Grant.

The Premises are hereby leased to Tenant from Landlord, together with the right to use any portions of the Project that are designated by Landlord for the common
use of tenants and others (the "Common Areas").

3.     Adjustment of Commencement Date; Possession.

3.01  If
Landlord is required to perform Landlord Work prior to the Commencement Date: (a) the date set forth in Section 1.06 as the Commencement
Date shall instead be defined as the "Target Commencement Date"; (b) the actual Commencement Date shall be the later of (i) the date on
which the Landlord Work and the Base Building Work (defined in the Work Letter) is Substantially Complete (defined below) and (ii) May 1, 2004; provided, however, that Landlord will give
Tenant written notice at least 10 Business Days before the estimated date upon which Landlord expects the Premises to be Substantially Complete, and Tenant shall in return give Landlord written notice
whether it elects to take possession of the Premises on or after the date upon which the Premises are estimated to be Substantially Complete, but before May 1, 2004, and the date Tenant so
elects shall be the actual Commencement Date; and (c) the Termination Date will be the last day of the Term as determined based upon the actual Commencement Date, and which date shall be the
expiration of the 96th full calendar month following the actual Commencement Date. Landlord's failure to Substantially Complete the Landlord Work and the Base Building Work by the Target
Commencement Date shall not be a default by Landlord or otherwise render Landlord liable for damages. Promptly after the determination of the Commencement Date, Landlord and Tenant shall enter into a
commencement letter agreement in the form attached as Exhibit D. If the Termination Date does not fall on the last day of a calendar month, Landlord and Tenant may elect to adjust the
Termination Date to the last day of the calendar month in which Termination Date occurs by the mutual execution of a commencement letter agreement setting forth such adjusted date. The Landlord Work
and the Base Building Work shall each be deemed to be "Substantially Complete" on the later of (i) the date that all of the Landlord Work and the
Base Building Work have been performed, other than any details of construction, mechanical adjustment or any other similar matter, the noncompletion of which does not materially interfere with
Tenant's use of the Premises; and (ii) the date Landlord receives from the appropriate governmental authorities, with respect to the Landlord Work and the Base Building Work performed by
Landlord or its contractors in the Premises, all approvals necessary for the occupancy of the Premises. Notwithstanding anything contained herein to the contrary, Tenant shall have three hundred
(300) days from the Substantial Completion of Landlord Work and the Base Building Work in which to discover and notify Landlord of any latent defects in the Landlord Work and/or the Base
Building Work. Landlord shall be responsible for the correction of any latent defects with respect to which it received timely notice from Tenant. If Landlord is delayed in the performance of the
Landlord Work and/or the Base Building Work as a result of the acts or omissions of Tenant, the Tenant Related Parties (defined in Section 13) or their respective contractors or vendors,
including, without limitation, changes requested by Tenant to approved plans, Tenant's failure to comply with any of its obligations under this Lease, or the specification of any materials or
equipment with long lead times (a "Tenant Delay"), the

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Landlord
Work and Base Building Work shall be deemed to be Substantially Complete on the date that Landlord could reasonably have been expected to Substantially Complete the Landlord Work and Base
Building Work absent any Tenant Delay.

Tenant's
acceptance of the Premises shall be subject to Landlord's obligation to correct portions of the Landlord Work and/or the Base Building Work, as the case may be, as set forth on
a construction punch list prepared by Landlord and Tenant in accordance with the terms hereof. Within 15 days after Substantial Completion of the Landlord Work and the Base Building Work,
Landlord and Tenant shall together conduct an inspection of the Premises and prepare a "punch list" setting forth any portions of the Landlord Work and/or the Base Building Work that are not in
conformity with the Landlord Work and/or the Base Building Work as required by the terms of the Work Letter. Notwithstanding the foregoing, at the request of Landlord, such construction punch list
shall be mutually prepared by Landlord and Tenant prior to the date on which Tenant first begins to move its furniture, equipment or
other personal property into the Premises. Landlord shall use good faith efforts to correct all such items within a reasonable time following the completion of the punch list.

Notwithstanding
the foregoing, if the Commencement Date has not occurred on or before December 31, 2004 (the "Required Completion
Date"), Tenant, as its sole remedy, may terminate this Lease by giving Landlord written notice of termination on or before the earlier to occur of: (i) 5 Business Days
after the Required Completion Date; and (ii) the Commencement Date. Landlord shall in no event knowingly and falsely represent to Tenant that the Landlord Work and/or the Base Building Work is
Substantially Complete in a bad faith effort to avoid Tenant's termination right as described in the preceding sentence. In such event, this Lease shall be deemed null and void and of no further force
and effect and Landlord shall promptly refund any prepaid rent and Security Deposit previously advanced by Tenant under this Lease and, so long as Tenant has not previously defaulted under any of its
obligations under the Work Letter, the parties hereto shall have no further responsibilities or obligations to each other with respect to this Lease. Landlord and Tenant acknowledge and agree that:
(x) the determination of the Commencement Date shall take into consideration the effect of any Tenant Delays; and (y) the Required Completion Date shall be postponed by the number of
days the Commencement Date is delayed due to events of Force Majeure; provided, however, that with respect to any postponements of the Required Completion Date made in accordance with
clause (y) above only, the Required Completion Date shall in no event be postponed beyond March 31, 2005.

3.02  Subject
to Landlord's obligation, if any, to perform Landlord Work and the Base Building Work and any express representation, warranty or covenant of
Landlord set forth herein or in any exhibit hereto, including without limitation the Work Letter, the Premises are accepted by Tenant in "as is" condition and configuration without any representations
or warranties by Landlord. By taking possession of the Premises, Tenant agrees that the Premises are in good order and satisfactory condition. Landlord shall not be liable for a failure to deliver
possession of the Premises or any other space due to the holdover or unlawful possession of such space by another party, however Landlord shall use reasonable efforts to obtain possession of the
space. The commencement date for the space, in such event, shall be postponed until the date Landlord delivers possession of the Premises to Tenant free from occupancy by any party. If Tenant takes
possession of the Premises before the Commencement Date, such possession shall be subject to the terms and conditions of this Lease and Tenant shall pay Rent (defined in Section 4.01) to
Landlord for each day of possession before the Commencement Date. However, except for the cost of services requested by Tenant (e.g. freight elevator usage), Tenant shall not be required to pay Rent
for any days of possession before the Commencement Date during which Tenant, with the approval of Landlord, is in possession of the Premises for the sole purpose of performing improvements or
installing furniture, equipment or other personal property. However, notwithstanding the foregoing but subject to the terms of this 3.02 Landlord grants Tenant the right to enter the Premises, at
Tenant's sole risk, (i) following installation of the ceiling grid in the Premises, solely for the purpose of installing telecommunications and data

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cabling
in the Premises, and (ii) following installation of the carpeting in the Premises, solely for the purpose of installing equipment, furnishings and other personalty. Landlord may
withdraw such permission to enter the Premises prior to the Commencement Date at any time that Landlord reasonably determines that such entry by Tenant is causing a dangerous situation for Landlord,
Tenant or their respective contractors or employees, or if Landlord reasonably determines that such entry by Tenant is hampering or otherwise preventing Landlord from proceeding with the completion of
Landlord's Work at the earliest possible date.

4.     Rent.

4.01  Tenant
shall pay Landlord, without any setoff or deduction, unless expressly set forth in this Lease, all Base Rent and Additional Rent due for the Term
(collectively referred to as "Rent"). "Additional Rent" means all sums (exclusive of Base Rent) that
Tenant is required to pay Landlord under this Lease. Tenant shall pay and be liable for all rental, sales and use taxes (but excluding income taxes), if any, imposed upon or measured by Rent. Base
Rent and recurring monthly charges of Additional Rent shall be due and payable in advance on the first day of each calendar month without notice or demand, provided that the installment of Base Rent
for the second full calendar month of the Term (subject to Tenant's right to receive the Abated Base Rent as provided in Section 1.03 above in this Lease), and the first monthly installment of
Additional Rent for Expenses and Taxes, shall be payable upon the execution of this Lease by Tenant. All other items of Rent shall be due and payable by Tenant on or before 30 days after
billing by Landlord. Rent shall be made payable to the entity, and sent to the address, Landlord designates and shall be made by good and sufficient check or by other means acceptable to Landlord.
Tenant shall pay Landlord an administration fee equal to 5% of all past due Rent, provided that Tenant shall be entitled to a grace period of 5 days for the first 2 late payments of Rent in a
calendar year. In addition, past due Rent shall accrue interest at 10% per annum, provided that Tenant shall be entitled to a grace period of 5 days for the first late payment of Rent in any
12 month period during the Term. Landlord's acceptance of less than the correct amount of Rent shall be considered a payment on account of the earliest Rent due. Rent for any partial month
during the Term shall be prorated. No endorsement or statement on a check or letter accompanying payment shall be considered an accord and satisfaction. Tenant's covenant to pay Rent is independent of
every other covenant in this Lease.

4.02  Tenant
shall pay Tenant's Pro Rata Share of Taxes and Expenses in accordance withExhibit Bof this
Lease.

5.     Compliance with Laws; Use.

The Premises shall be used for the Permitted Use and for no other use whatsoever. Tenant shall comply with all statutes, codes, ordinances, orders, rules and
regulations of any municipal or governmental entity whether in effect now or later, including the Americans with Disabilities Act ("Law(s)"), regarding
the operation of Tenant's business and the use, condition, configuration and occupancy of the Premises. In addition, Tenant shall, at its sole cost and expense, promptly comply with any Laws that
relate to the "Base Building" (defined below), but only to the extent such obligations are triggered by Tenant's use of the Premises, other than for general office use, or Alterations or improvements
in the Premises performed by, or at the request of, Tenant. "Base Building" shall include the structural portions of the Building, the public restrooms
and the Building mechanical, electrical and plumbing systems and equipment located in the internal core of the Building on the floor or floors on which the Premises are located. Tenant shall promptly
provide Landlord with copies of any notices it receives regarding an alleged violation of Law. Tenant shall comply with the rules and regulations of the Building attached as Exhibit Eand such
other reasonable rules and regulations adopted by Landlord from time to time, including rules and regulations for the
performance of Alterations (defined in Section 9).

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Landlord,
at its sole cost and expense (except to the extent properly included in Expenses), shall be responsible for correcting any violations of Laws with respect to the Premises
violations that arise out of the Landlord Work and the Base Building Work prior to the installation of any furniture, equipment and other personal property of Tenant. Notwithstanding the foregoing,
Landlord shall have the right to contest any alleged violation in good faith, including, without limitation, the right to apply for and obtain a waiver or deferment of compliance, the right to assert
any and all defenses allowed by Law and the right to appeal any decisions, judgments or rulings to the fullest extent permitted by Law. Landlord, after the exhaustion of any and all rights to appeal
or contest, will make all repairs, additions, alterations or improvements necessary to comply with the terms of any final order or judgment. Notwithstanding the foregoing, Tenant, not Landlord, shall
be responsible for the correction of any violations that arise out of or in connection with any claims brought under any provision of the Americans with Disabilities Act other than Title III, the
specific nature of Tenant's business in the Premises (other than general office use), the acts or omissions of Tenant, its agents, employees or contractors, Tenant's arrangement of any furniture,
equipment or other property in the Premises, any repairs, alterations, additions or improvements performed by or on behalf of Tenant (other than the Landlord Work and the Base Building Work) and any
design or configuration of the Premises specifically requested by Tenant after being informed that such design or configuration may not be in strict compliance with the Americans with Disabilities
Act.

6.     Security Deposit.

The Security Deposit shall be held by Landlord without liability for interest (unless required by Law) as security for the performance of Tenant's obligations.
Landlord and Tenant are currently landlord and tenant under the terms of that certain lease dated December 1, 1998 (as same may have been amended, the "Existing
Lease") for premises commonly known as Suites 1330 and 2200 in the building located at 301 Howard Street, San Francisco, California. Landlord is currently holding the sum of
$50,000.00 (the "Existing Lease Security Deposit") as a security deposit pursuant to the terms of the Existing Lease. As of the date of this Lease, the
Existing Lease Security Deposit currently held by Landlord (and not applied) is equal to $50,000.00. Provided Tenant is in compliance with the Existing Lease upon termination thereof, Landlord shall
transfer the unapplied balance of the Existing Lease Security Deposit to the Security Deposit required under this Lease. If the unapplied Existing Lease Security Deposit is less than the Security
Deposit due under this Lease, Tenant shall deposit with Landlord, upon demand, a sum sufficient to cure such deficiency so that the total Security Deposit deposited or transferred to Landlord
hereunder is not less than ($50,000.00) [i.e. being the Security Deposit required under this Lease].The Security Deposit is not
an advance payment of Rent or a measure of damages. Landlord may use all or a portion of the Security Deposit to satisfy past due Rent or to cure any Default (defined in Section 18) by Tenant.
If Landlord uses any portion of the Security Deposit, Tenant shall, within 5 days after demand, restore the Security Deposit to its original amount. Landlord shall return any unapplied portion
of the Security Deposit to Tenant within 45 days after the later to occur of: (a) determination of the final Rent due from Tenant; or (b) the later to occur of the Termination
Date or the date Tenant surrenders the Premises to Landlord in compliance with Section 25. Notwithstanding the foregoing, if Tenant is not in default of this Lease at the termination of this
Lease, Landlord shall return any unapplied balance of the Security Deposit to Tenant within 45 days after Tenant surrenders the Premises to Landlord in accordance with this Lease. In addition
to any other deductions Landlord is entitled to make pursuant to the terms hereof, Landlord shall have the right to make a good faith estimate of any unreconciled Expenses and/or Taxes as of the
Termination Date and to deduct any anticipated shortfall from the Security Deposit. Landlord may assign the Security Deposit to a successor or transferee and, following the assignment, Landlord shall
have no further liability for the return of the Security Deposit. Landlord shall not be required to keep the Security Deposit separate from its other accounts. Tenant hereby waives the provisions of

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Section 1950.7
of the California Civil Code, or any similar or successor Laws now or hereinafter in effect.

7.     Building Services.

7.01  Landlord
shall furnish Tenant with the following services: (a) water for use in the Base Building lavatories; (b) customary heat and air
conditioning in season during Building Service Hours. Tenant shall have the right to receive HVAC service during hours other than Building Service Hours by paying Landlord's then standard charge for
additional HVAC service and providing such prior notice as is reasonably specified by Landlord; (c) standard janitorial service on Business Days; (d) Elevator service;
(e) Electricity in accordance with the terms and conditions in Section 7.02; (f) security to the Building which may be provided through a security system involving any one or a
combination of cameras, monitoring devices or guards, sign-in or identification procedures or other comparable system; (g) access to the Building for Tenant and its employees
24 hours per day/7 days per week, subject to the terms of this Lease and such security or monitoring systems as Landlord may reasonably impose, including, without limitation,
sign-in procedures and/or presentation of identification cards; and (h) such other services as Landlord reasonably determines are necessary or appropriate for the Project.

7.02  Electricity
used by Tenant in the Premises shall be paid for by Tenant through inclusion in Expenses (except as provided for excess usage). Without the
consent of Landlord, Tenant's use of electrical service shall not exceed, either in voltage, rated capacity, use beyond Building Service Hours or overall load, that which Landlord reasonably deems to
be standard for the Building, which at the time of the execution of this Lease is a total of 5.5 watts per rentable square foot of the Premises (which total amount is comprised of 1.5 watts per
rentable square foot applicable to lighting and 4 watts per rentable square foot applicable to other power services). Landlord shall have the right to measure electrical usage by commonly accepted
methods. If it is determined that Tenant is using excess electricity, Tenant shall pay Landlord for the cost of such excess electrical usage as Additional Rent within thirty (30) days after
receipt of invoice.

7.03  Landlord's
failure to furnish, or any interruption, diminishment or termination of services due to the application of Laws, the failure of any equipment,
the performance of repairs, improvements or alterations, utility interruptions or the occurrence of an event of Force Majeure (defined in Section 26.03) (collectively a
"Service Failure") shall not render Landlord liable to Tenant, constitute a constructive eviction of Tenant, give rise to an abatement of Rent, nor
relieve Tenant from the obligation to fulfill any covenant or agreement. However, if the Premises, or a material portion of the Premises, are made untenantable for a period in excess of 3 consecutive
Business Days as a result of a Service Failure that is reasonably within the control of Landlord to correct, then Tenant, as its sole remedy, shall be entitled to receive an abatement of Rent payable
hereunder during the period beginning on the 4th consecutive Business Day of the Service Failure and ending on the day the service has been restored. If the entire Premises have not been
rendered untenantable by the Service Failure, the amount of abatement shall be equitably prorated.

8.     Leasehold Improvements.

All improvements in and to the Premises, including any Alterations (collectively, "Leasehold Improvements") shall
remain upon the Premises at the end of the Term without compensation to Tenant. Landlord, however, by written notice to Tenant at least 45 days prior to the Termination Date, may require
Tenant, at its expense, to remove (a) any Cable (defined in Section 9.01) installed by or for the benefit of Tenant, and (b) any Landlord Work or Alterations that, in Landlord's
reasonable judgment, are of a nature that would require removal and repair costs that are materially in excess of the removal and repair costs associated with standard office improvements
(collectively referred to as "Required Removables"). Within 30 days following Landlord's receipt of final, approved Plans (as defined in Exhibit Cto this Lease) which Plans are sufficient to obtain all required permits for the

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construction
of the Landlord Work, Landlord shall inform Tenant which items of the Landlord Work, if any, shall be deemed Required Removables. If Landlord fails to so notify Tenant of the foregoing,
such failure shall not be deemed a default by Landlord and Tenant may provide to Landlord a written request inquiring which items, if any, of the Landlord Work (as reflected in the Plans) shall be
deemed Required Removables. Such written request shall conspicuously state in bold and large font the following: "IN ACCORDANCE WITH ARTICLE 8 OF THE LEASE, LANDLORD SHALL
RESPOND TO THIS NOTICE FROM TENANT WITHIN 30 DAYS FOLLOWING LANDLORD'S RECIEPT HEREOF OR THE LANDLORD WORK SHALL BE DEEMED NOT TO BE REQUIRED REMOVABLES FOR PURPOSES OF THE
LEASE." If Tenant's written request strictly complies with the terms hereof and if Landlord fails to respond to such Tenant's written request within 30 days following
Landlord's receipt thereof, the Landlord Work (as reflected in the Plans) shall be deemed not to be Required Removables. Required Removables shall include, without limitation, internal stairways,
raised floors, personal baths and showers, vaults, rolling file systems and structural alterations and modifications. Notwithstanding the foregoing, Tenant shall not be required to remove any portion
of the Base Building Work as such term is defined in the Work Letter. The designated Required Removables shall be removed by Tenant before the Termination Date. Tenant shall repair damage caused by
the installation or removal of Required Removables. If Tenant fails to perform its obligations in a timely manner, Landlord may perform such work at Tenant's expense. Tenant, at the time it requests
approval for a proposed Alteration, may request in writing that Landlord advise Tenant whether the Alteration or any portion of the Alteration is a Required Removable. Within 10 days after
receipt of Tenant's request, Landlord shall advise Tenant in writing as to which portions of the Alteration are Required Removables.

9.     Repairs and Alterations.

9.01  Tenant
shall periodically inspect the Premises and promptly provide Landlord with notice of any conditions that are dangerous or in need of maintenance or
repair discovered by Tenant. Tenant shall, at its sole cost and expense, perform all maintenance and repairs to the Premises that are not Landlord's express responsibility under this Lease, and keep
the Premises in good condition and repair, reasonable wear and tear excepted. Tenant's repair and maintenance obligations include, without limitation, repairs to: (a) floor covering;
(b) interior partitions; (c) doors; (d) the interior side of demising walls; (e) electronic, phone and data cabling and related equipment that is installed by or for the
exclusive benefit of Tenant (collectively, "Cable"); (f) supplemental air conditioning units, kitchens, including hot water heaters, plumbing,
and similar facilities exclusively serving Tenant; and (g) Alterations. To the extent Landlord is not reimbursed by insurance proceeds, Tenant shall reimburse Landlord for the cost of repairing
damage to the Building caused by the acts of Tenant, Tenant Related Parties and their respective contractors and vendors. If Tenant fails to make any repairs to the Premises for more than
15 days after notice from Landlord (although notice shall not be required in an emergency), Landlord may make the repairs, and Tenant shall pay the reasonable cost of the repairs, together with
an administrative charge in an amount equal to 8% of the cost of the repairs.

9.02  Landlord
shall keep and maintain in good repair and working order and perform maintenance upon the: (a) structural elements of the Building;
(b) mechanical (including HVAC), electrical, plumbing and fire/life safety systems serving the Building in general; (c) Common Areas; (d) roof of the Building; (e) exterior
windows of the Building; (f) elevators serving the Building. Landlord shall promptly make repairs for which Landlord is responsible. Tenant hereby waives any and all rights under and benefits
of subsection 1 of Section 1932, and Sections 1941 and 1942 of the California Civil Code, or any similar or successor Laws now or hereinafter in effect. Subject to Section 15 of this
Lease, Tenant shall not be liable for repairs to the Building to the extent necessitated by Landlord's gross negligence or willful misconduct.

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9.03  Tenant
shall not make alterations, repairs, additions or improvements or install any Cable (collectively referred to as
"Alterations") without first obtaining the written consent of Landlord in each instance, which consent shall not be unreasonably withheld or delayed.
However, Landlord's consent shall not be required for any Alteration that satisfies all of the following criteria (a "Cosmetic Alteration"):
(a) is of a cosmetic nature such as painting, wallpapering, hanging pictures and installing carpeting; (b) is not visible from the exterior of the Premises or Building; (c) will
not affect the Base Building; and (d) does not require work to be performed inside the walls or above the ceiling of the Premises. Cosmetic Alterations shall be subject to all the other
provisions of this Section 9.03. Prior to starting work, Tenant shall furnish Landlord with plans and specifications; names of contractors reasonably acceptable to Landlord (provided that
Landlord may designate specific contractors with respect to Base Building); required permits and approvals; evidence of contractor's and subcontractor's insurance in amounts reasonably required by
Landlord and naming Landlord as an additional insured; and any security for performance in amounts reasonably required by Landlord. Changes to the plans and specifications must also be submitted to
Landlord for its approval. Alterations shall be constructed in a good and workmanlike manner using materials of a quality reasonably approved by Landlord. Tenant shall reimburse Landlord for any sums
paid by Landlord for third party examination of Tenant's plans for non-Cosmetic Alterations. In addition, Tenant shall pay Landlord a fee for Landlord's oversight and coordination of any
non-Cosmetic Alterations equal to 5% of the cost of such non-Cosmetic Alterations. Upon completion, Tenant shall furnish "as-built" plans for
non-Cosmetic Alterations, completion affidavits and full and final waivers of lien. Landlord's approval of an Alteration shall not be deemed a representation by Landlord that the
Alteration complies with Law.

10.   Entry by Landlord.

Landlord may enter the Premises to inspect, show or clean the Premises or to perform or facilitate the performance of repairs, alterations or additions to the
Premises or any portion of the Building. Except in emergencies or to provide Building services, Landlord shall provide Tenant with reasonable prior verbal notice of entry and shall use reasonable
efforts to minimize any interference with Tenant's use of the Premises. If reasonably necessary, Landlord may temporarily close all or a portion of the Premises to perform repairs, alterations and
additions. However, except in emergencies, Landlord will not close the Premises if the work can reasonably be completed on weekends and after Building Service Hours. Entry by Landlord shall not
constitute a constructive eviction or entitle Tenant to an abatement or reduction of Rent. Notwithstanding the foregoing, if Landlord temporarily closes the Premises as provided above for a period in
excess of 3 consecutive business days, Tenant, as its sole remedy, shall be entitled to receive a per diem abatement of Base Rent during the period beginning on the 4th consecutive
business day of closure and ending on the date on which the Premises are returned to Tenant in a tenantable condition. Tenant, however, shall not be entitled to an abatement if the repairs,
alterations and/or additions to be performed are required as a result of the acts or omissions of Tenant, its agents, employees or contractors, including, without limitation, a default by Tenant in
its maintenance and repair obligations under the Lease.

11.   Assignment and Subletting.

11.01  Except
in connection with a Permitted Transfer (defined in Section 11.04), Tenant shall not assign, sublease, transfer or encumber any interest in
this Lease or allow any third party to use any portion of the Premises (collectively or individually, a "Transfer") without the prior written consent of
Landlord, which consent shall not be unreasonably withheld, conditioned or delayed if Landlord does not exercise its recapture rights under Section 11.02. If the entity which controls the
voting shares/rights of Tenant changes at any time, such change of ownership or control shall constitute a Transfer unless Tenant is an entity whose outstanding stock is listed on a recognized
securities exchange or if at least 80% of its voting stock is owned by another entity, the voting stock of which is so listed. Tenant hereby waives the provisions of Section 1995.310 of the
California Civil Code, or any similar or successor

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Laws,
now or hereinafter in effect, and all other remedies, including, without limitation, any right at law or equity to terminate this Lease, on its own behalf and, to the extent permitted under all
applicable Laws, on behalf of the proposed transferee. Any attempted Transfer in violation of this Section is voidable by Landlord. In no event shall any Transfer, including a Permitted Transfer,
release or relieve Tenant from any obligation under this Lease.

11.02  Tenant
shall provide Landlord with financial statements for the proposed transferee, a fully executed copy of the proposed assignment, sublease or other
Transfer documentation and such other information as Landlord may reasonably request. Within 15 Business Days after receipt of the required information and documentation, Landlord shall either:
(a) consent to the Transfer by execution of a consent agreement in a form reasonably designated by Landlord; (b) reasonably refuse to consent to the Transfer in writing; or (c) in
the event of an assignment of this Lease or subletting of more than 40% of the Rentable Area of the Premises for more than 50% of the remaining Term (excluding unexercised options), recapture the
portion of the Premises that Tenant is proposing to Transfer. If Landlord exercises its right to recapture, this Lease shall automatically be amended (or terminated if the entire Premises is being
assigned or sublet) to delete the applicable portion of the Premises effective on the proposed effective date of the Transfer. Tenant shall pay Landlord a review fee of $1,500.00 for Landlord's review
of any Permitted Transfer or requested Transfer.

11.03  Tenant
shall pay Landlord 50% of all rent and other consideration which Tenant receives as a result of a Transfer that is in excess of the Rent payable
to Landlord for the portion of the Premises and Term covered by the Transfer. Tenant shall pay Landlord for Landlord's share of the excess within 30 days after Tenant's receipt of the excess.
Tenant may deduct from the excess, on a straight-line basis, all reasonable and customary expenses directly incurred by Tenant attributable to the Transfer. If Tenant is in Default,
Landlord may require that all sublease payments be made directly to Landlord, in which case Tenant shall receive a credit against Rent in the amount of Tenant's share of payments received by Landlord.

11.04  Tenant
may assign this Lease to a successor to Tenant by purchase, merger, consolidation or reorganization (an "Ownership
Change") or assign this Lease or sublet all or a portion of the Premises to an Affiliate without the consent of Landlord, provided that all of the following conditions are
satisfied (a "Permitted Transfer"): (a) Tenant is not in material nonmonetary Default or Monetary Default; (b) in the event of an
Ownership Change, Tenant's successor shall own substantially all of the assets of Tenant and have a net worth which is at least equal to Tenant's net worth as of the day prior to the proposed
Ownership Change; (c) the Permitted Use does not allow the Premises to be used for retail purposes; and (d) Tenant shall give Landlord written notice at least 15 Business Days prior to
the effective date of the Permitted Transfer, provided that Landlord shall execute any commercially reasonable confidentiality agreement reasonably required by Tenant in connection therewith. Tenant's
notice to Landlord shall include information and documentation evidencing the Permitted Transfer and showing that each of the above conditions has been satisfied. If requested by Landlord, Tenant's
successor shall sign a commercially reasonable form of assumption agreement unless the agreement governing the underlying corporate transaction prompting the proposed Permitted Transfer between Tenant
and Tenant's successor is commercially reasonable and fully assigns this Lease from Tenant to Tenant's successor and Tenant's successor fully assumes all of Tenant's liabilities under this Lease, all
to Landlord's reasonable satisfaction. "Affiliate" shall mean an entity controlled by, controlling or under common control with Tenant.

12.   Liens.

Tenant shall not permit mechanics' or other liens to be placed upon the Project, Premises or Tenant's leasehold interest in connection with any work or service
done or purportedly done by or for the benefit of Tenant or its transferees. Tenant shall give Landlord notice at least 15 days prior to the commencement of any work in the Premises to afford
Landlord the opportunity, where applicable, to

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post
and record notices of non-responsibility. Tenant, within the earlier of (i) 25 days of notice from Landlord and (ii) 30 days following the date the lien is
filed and becomes of record, shall fully discharge any lien by settlement, by bonding or by insuring over the lien in the manner prescribed by the applicable lien Law. If Tenant fails to do so,
Landlord may bond, insure over or otherwise discharge the lien. Tenant shall reimburse Landlord for any amount paid by Landlord to discharge a lien placed upon the Property, Premises or Tenant's
leasehold interest in connection with any work or service done or allegedly done by or for the benefit of Tenant, including, without limitation, reasonable attorneys' fees (if and to the extent
permitted by Law).

13.   Indemnity and Waiver of Claims.

Tenant hereby waives all claims against and releases Landlord and its trustees, members, principals, beneficiaries, partners, officers, directors, employees,
Mortgagees (defined in Section 23) and agents
(the "Landlord Related Parties") from all claims for any injury to or death of persons, damage to property or business loss in any manner related to
(a) Force Majeure, (b) acts of third parties, (c) the bursting or leaking of any tank, water closet, drain or other pipe, (d) the inadequacy or failure of any security
services, personnel or equipment, or (e) any matter not within the reasonable control of Landlord. Except to the extent caused by the negligence or willful misconduct of Landlord or any
Landlord Related Parties or material breach of this Lease by Landlord, Tenant shall indemnify, defend and hold Landlord and Landlord Related Parties harmless against and from all liabilities,
obligations, damages, penalties, claims, actions, costs, charges and expenses, including, without limitation, reasonable attorneys' fees and other professional fees (if and to the extent permitted by
Law) (collectively referred to as "Losses"), which may be imposed upon, incurred by or asserted against Landlord or any of the Landlord Related Parties
by any third party and arising out of or in connection with any damage or injury occurring in the Premises or any acts or omissions (including violations of Law) of Tenant, the Tenant Related Parties
or any of Tenant's transferees, contractors or licensees. Except to the extent caused by the negligence or willful misconduct of Tenant or any Tenant Related Parties, Landlord shall indemnify, defend
and hold Tenant, its trustees, members, principals, beneficiaries, partners, officers, directors, employees and agents ("Tenant Related Parties")
harmless against and from all Losses which may be imposed upon, incurred by or asserted against Tenant or any of the Tenant Related Parties by any third party and arising out of or in connection with
the acts or omissions (including violations of Law) of Landlord or the Landlord Related Parties. Notwithstanding the foregoing, except as provided in Article 15 to the contrary, Tenant shall
not be required to waive any claims against Landlord (other than for loss or damage to Tenant's business) where such loss or damage is due to the negligence or willful misconduct of Landlord or any
Landlord Related Parties. Nothing herein shall be construed as to diminish the repair and maintenance obligations of Landlord contained elsewhere in this Lease. In the event that during the Term
Landlord receives insurance or other proceeds from a third party (excluding Landlord's or any Landlord Related Party's insurers) (the "Tenant Personal Property Proceeds") specifically allocated to the
repair and/or replacement costs directly respecting Tenant's Personal Property damaged at the Premises from or otherwise in connection with bursting or leaking of any tank, water closet, drain or
other pipe and Landlord has expended no or only a portion of the sums or other resources necessary to repair or otherwise replace any of such Tenant's Personal Property, Landlord shall deliver the
amount of the Tenant Personal Property Proceeds to Tenant sufficient to repair or replace such damaged Tenant's Personal Property up to the amount of the Tenant Personal Property Proceeds and after
first reimbursing Landlord for any of the costs and expenses so expended by Landlord.

14.   Insurance.

Tenant shall maintain the following insurance ("Tenant's Insurance"): (a) Commercial General Liability
Insurance applicable to the Premises and its appurtenances providing, on an occurrence basis, a minimum combined single limit of $2,000,000.00; (b) Property/Business Interruption Insurance

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written
on an All Risk or Special Perils form, with coverage for broad form water damage including earthquake sprinkler leakage, at replacement cost value and with a replacement cost endorsement
covering all of Tenant's business and trade fixtures, equipment, movable partitions, furniture, merchandise and other personal property within the Premises ("Tenant's
Property") and any Leasehold Improvements performed by or for the benefit of Tenant; (c) Workers' Compensation Insurance in amounts required by Law; and
(d) Employers Liability Coverage of at least $1,000,000.00 per occurrence. Any company writing Tenant's Insurance shall have an A.M. Best rating of not less than A-VIII. All
Commercial General Liability Insurance policies shall name as additional insureds Landlord (or its successors and assignees), the managing agent for the Building (or any successor), EOP Operating
Limited Partnership, Equity Office Properties Trust and their respective members, principals, beneficiaries, partners, officers, directors, employees, and agents, and other designees of Landlord and
its successors as the interest of such designees shall appear. All policies of Tenant's Insurance shall contain endorsements that the insurer(s) shall endeavor to give Landlord and its designees at
least 30 days' advance written notice of any cancellation, termination, material change or lapse of insurance (except that with respect to any cancellation due to Tenant's failure to pay the
required premium, at least 10 days' advance written notice shall be provided); provided, however, that in any event, Tenant shall provide such 30 day or 10 day (as applicable)
advance written notice of the same to Landlord. Tenant shall provide Landlord with a certificate of insurance evidencing Tenant's Insurance prior to the earlier to occur of the Commencement Date or
the date Tenant is provided with possession of the Premises, and thereafter as necessary to assure that Landlord always has current certificates evidencing Tenant's Insurance. Landlord shall maintain
so called All Risk property insurance on the Building at replacement cost value as reasonably estimated by Landlord.

15.   Subrogation.

Landlord and Tenant hereby waive and shall cause their respective insurance carriers to waive any and all rights of recovery, claims, actions or causes of action
against the other for any loss or damage with respect to Tenant's Property, Leasehold Improvements, the Building, the Premises, or any contents thereof, including rights, claims, actions and causes of
action based on negligence, which loss or damage is (or would have been, had the insurance required by this Lease been carried) covered by insurance.

16.   Casualty Damage.

16.01  If
all or any portion of the Premises becomes untenantable by fire or other casualty to the Premises (collectively a
"Casualty"), Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to provide Landlord and Tenant with a written
estimate of the amount of time required using standard working methods to Substantially Complete the repair and restoration of the Premises and any Common Areas necessary to provide access to the
Premises ("Completion Estimate"). If the Completion Estimate indicates that the Premises or any Common Areas necessary to provide access to the Premises
cannot be made tenantable within 180 days from the date the repair is started, then either party shall have the right to terminate this Lease upon written notice to the other within
10 days after receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by the negligence or intentional misconduct of
Tenant or any Tenant Related Parties. In addition, Landlord, by notice to Tenant within 90 days after the date of the Casualty, shall have the right to terminate this Lease if: (1) the
Premises have been materially damaged and there is less than 2 years of the Term remaining on the date of the Casualty; (2) any Mortgagee requires that the insurance proceeds be applied
to the payment of the mortgage debt; or (3) a material uninsured loss to the Building occurs. In addition to Landlord's right to terminate as provided herein, Tenant shall have the right to
terminate this Lease if: (a) a substantial portion of the Premises has been damaged by Casualty and such damage cannot reasonably be repaired within 60 days after receipt of the
Completion Estimate; (b) there is less than 18 months of the Term remaining on

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the
date of such Casualty; (c) the Casualty was not caused by the negligence or willful misconduct of Tenant or its agents, employees or contractors; and (d) Tenant provides Landlord
with written notice of its intent to terminate within 45 days after the date of the Casualty.

16.02  If
this Lease is not terminated, Landlord shall promptly and diligently, subject to reasonable delays for insurance adjustment or other matters beyond
Landlord's reasonable control, restore the Premises and Common Areas. Such restoration shall be to substantially the same condition that existed prior to the Casualty, except for modifications
required by Law or any other modifications to the Common Areas deemed desirable by Landlord. Upon notice from Landlord, Tenant shall assign to Landlord (or to any party designated by Landlord) all
property insurance proceeds payable to Tenant under Tenant's Insurance with respect to any Leasehold Improvements performed by or for the benefit of Tenant (other than the Base Building Work, which
shall be covered by Landlord's insurance); provided if the estimated cost to repair such Leasehold Improvements exceeds the amount of insurance proceeds received by Landlord from Tenant's insurance
carrier, the excess cost of such repairs shall be paid by Tenant to Landlord prior to Landlord's commencement of repairs. Within 15 days of demand, Tenant shall also pay Landlord for any
additional excess costs that are determined during the performance of the repairs. Landlord shall not be liable for any inconvenience to Tenant, or injury to Tenant's business resulting in any way
from the Casualty or the repair thereof. Provided that Tenant is not in Default, during any period of time that all or a material portion of the Premises is rendered untenantable as a result of a
Casualty, the Rent shall abate for the portion of the Premises that is untenantable and not used by Tenant.

16.03  The
provisions of this Lease, including this Section 16, constitute an express agreement between Landlord and Tenant with respect to any and all
damage to, or destruction of, all or any part of the Premises or the Project, and any Laws, including, without limitation, Sections 1932(2) and 1933(4) of the California Civil Code, with respect to
any rights or obligations concerning damage or destruction in the absence of an express agreement between the parties, and any similar or successor Laws now or hereinafter in effect, shall have no
application to this Lease or any damage or destruction to all or any part of the Premises or the Project.

17.   Condemnation.

Either party may terminate this Lease if any material part of the Premises is taken or condemned for any public or quasi-public use under Law, by eminent domain
or private purchase in lieu thereof (a "Taking"). Landlord shall also have the right to terminate this Lease if there is a Taking of any portion of the
Building or Project which would have a material adverse effect on Landlord's ability to profitably operate the remainder of the Building. The terminating party shall provide written notice of
termination to the other party within 45 days after it first receives notice of the Taking. The termination shall be effective on the date the physical taking occurs. If this Lease is not
terminated, Base Rent and Tenant's Pro Rata Share shall be appropriately adjusted to account for any reduction in the square footage of the Building or Premises. All compensation awarded for a Taking
shall be the property of Landlord. The right to receive compensation or proceeds are expressly waived by Tenant, however, Tenant may file a separate claim for Tenant's Property and Tenant's
reasonable relocation expenses, provided the filing of the claim does not diminish the amount of Landlord's award. If only a part of the Premises is subject to a Taking and this Lease is not
terminated, Landlord, with reasonable diligence, will restore the remaining portion of the Premises as nearly as practicable to the condition immediately prior to the Taking. Tenant hereby waives any
and all rights it might otherwise have pursuant to Section 1265.130 of the California Code of Civil Procedure, or any similar or successor Laws.

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18.   Events of Default.

Each of the following occurrences shall be a "Default": (a) Tenant's failure to pay any portion of Rent
when due, if the failure continues for 3 Business Days after written notice to Tenant ("Monetary Default"); (b) Tenant's failure (other than a
Monetary Default) to comply with any term, provision, condition or covenant of this Lease, if the failure is not cured within 10 days after written notice to Tenant provided, however, if
Tenant's failure to comply cannot reasonably be cured within 10 days, Tenant shall be allowed additional time (not to exceed 90 days) as is reasonably necessary to cure the failure so
long as Tenant begins the cure within 10 days and diligently pursues the cure to completion; (c) Tenant or any Guarantor becomes insolvent, makes a transfer in fraud of creditors, makes
an assignment for the benefit of creditors, admits in writing its inability to pay its debts when due or forfeits or loses its right to conduct business; (d) the leasehold estate is taken by
process or operation of
Law; and/or (e) in the case of any ground floor or retail Tenant, Tenant does not take possession of or abandons or vacates all or any portion of the Premises. If Landlord provides Tenant with
notice of Tenant's failure to comply with any specific provision of this Lease on 3 separate occasions during any 12 month period, Tenant's subsequent violation of such provision shall, at
Landlord's option, be an incurable Default by Tenant. All notices sent under this Section shall be in satisfaction of, and not in addition to, notice required by Law.

19.   Remedies.

19.01  Upon
the occurrence of any Default under this Lease, Landlord shall have the option to pursue any one or more of the following remedies without any
notice (except as expressly prescribed herein) or demand whatsoever (and without limiting the generality of the foregoing, Tenant hereby specifically waives notice and demand for payment of Rent or
other obligations, except for those notices specifically required pursuant to the terms of Section 18 or this Section 19, and waives any and all other notices or demand requirements
imposed by applicable law):



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19.02  The
subsequent acceptance of Rent hereunder by Landlord shall not be deemed to be a waiver of any preceding breach by Tenant of any term, covenant or
condition of this Lease, other than the failure of Tenant to pay the particular Rent so accepted, regardless of Landlord's knowledge of such preceding breach at the time of acceptance of such Rent. No
waiver by Landlord of any breach hereof shall be effective unless such waiver is in writing and signed by Landlord.

19.03  TENANT
HEREBY WAIVES ANY AND ALL RIGHTS CONFERRED BY SECTION 3275 OF THE CIVIL CODE OF CALIFORNIA AND BY SECTIONS 1174 (c) AND 1179 OF THE CODE OF
CIVIL PROCEDURE OF CALIFORNIA AND ANY AND ALL OTHER LAWS AND RULES OF LAW FROM TIME TO TIME IN EFFECT DURING THE LEASE TERM PROVIDING THAT TENANT SHALL HAVE ANY RIGHT TO REDEEM, REINSTATE OR RESTORE
THIS LEASE FOLLOWING ITS TERMINATION BY REASON OF TENANT'S BREACH. TENANT ALSO HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, THE RIGHT TO TRIAL BY JURY IN ANY LITIGATION ARISING OUT OF OR
RELATING TO THIS LEASE.

19.04  No
right or remedy herein conferred upon or reserved to Landlord is intended to be exclusive of any other right or remedy, and each and every right and
remedy shall be cumulative and in addition to any other right or remedy given hereunder or now or hereafter existing by agreement, applicable law or in equity. In addition to other remedies provided
in this Lease, Landlord shall be entitled, to the extent permitted by applicable law, to injunctive relief, or to a decree compelling performance of any of the covenants, agreements, conditions or
provisions of this Lease, or to any other remedy allowed to Landlord at law or in equity. Forbearance by Landlord to enforce one or more of the remedies herein provided upon an event of default shall
not be deemed or construed to constitute a waiver of such default.

19.05  If
Tenant is in Default of any of its non-monetary obligations under the Lease, Landlord shall have the right to perform such obligations.
Tenant shall reimburse Landlord for the cost of such performance upon demand together with an administrative charge equal to 10% of the cost of the work performed by Landlord.

19.06  This
Section 19 shall be enforceable to the maximum extent such enforcement is not prohibited by applicable law, and the unenforceability of any
portion thereof shall not thereby render unenforceable any other portion.

20.   Limitation of Liability.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS LEASE, THE LIABILITY OF LANDLORD (AND OF ANY SUCCESSOR LANDLORD) SHALL BE LIMITED TO THE LESSER OF
(A) THE INTEREST OF LANDLORD IN THE PROPERTY, OR (B) THE EQUITY INTEREST LANDLORD WOULD HAVE IN THE PROPERTY IF THE PROPERTY WERE ENCUMBERED BY THIRD PARTY DEBT IN AN AMOUNT EQUAL TO 70%
OF THE VALUE OF THE PROPERTY. TENANT SHALL LOOK SOLELY TO

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LANDLORD'S
INTEREST IN THE PROPERTY FOR THE RECOVERY OF ANY JUDGMENT OR AWARD AGAINST LANDLORD OR ANY LANDLORD RELATED PARTY. NEITHER LANDLORD NOR ANY LANDLORD RELATED PARTY SHALL BE PERSONALLY LIABLE
FOR ANY JUDGMENT OR DEFICIENCY, AND IN NO EVENT SHALL LANDLORD OR ANY LANDLORD RELATED PARTY BE LIABLE TO TENANT FOR ANY LOST PROFIT, DAMAGE TO OR LOSS OF BUSINESS OR ANY FORM OF SPECIAL, INDIRECT OR
CONSEQUENTIAL DAMAGE. BEFORE FILING SUIT FOR AN ALLEGED DEFAULT BY LANDLORD, TENANT SHALL GIVE LANDLORD AND THE MORTGAGEE(S) WHOM TENANT HAS BEEN NOTIFIED HOLD MORTGAGES (DEFINED IN SECTION 23 BELOW),
NOTICE AND REASONABLE TIME TO CURE THE ALLEGED DEFAULT.    FOR PURPOSES HEREOF, "INTEREST OF LANDLORD IN THE PROPERTY" SHALL INCLUDE RENTS DUE FROM TENANTS, INSURANCE PROCEEDS, PROCEEDS
FROM CONDEMNATION OR EMINENT DOMAIN PROCEEDINGS (PRIOR TO THE PROPER DISTRIBUTION (I.E., ANY DISTRIBUTION NOT MADE TO CIRCUMVENT TENANT'S EFFORTS TO PROPERLY RECOVER FROM LANDLORD AMOUNTS DUE TO
TENANT AS PROVIDED IN THIS LEASE) OF SAME TO ANY PARTNER OR SHAREHOLDER OF LANDLORD OR ANY OTHER THIRD PARTY AND PROCEEDS FROM THE SALE OF THE PROPERTY; PROVIDED, HOWEVER, THAT WITH RESPECT TO
PROCEEDS FROM THE SALE OF THE PROPERTY, LANDLORD'S LIABILITY SHALL EXTEND ONLY TO CLAIMS WHICH ARISE DURING LANDLORD'S PERIOD OF OWNERSHIP (SO LONG AS ANY SUCH CLAIM IS SUBSEQUENTLY ADJUDICATED) AND
DURING THE TERM OF THIS LEASE BUT ONLY AFTER LANDLORD FIRST APPLIES ANY SUCH SALE PROCEEDS TO ANY OUTSTANDING MORTGAGES AND/OR ANY OTHER ENCUMBRANCES EXISTING UPON OR OTHERWISE AFFECTING THE PROPERTY
(INCLUDING ANY GROUND LEASE PAYMENTS) AND ANY TAX LIABILITY RESPECTING THE PROPERTY.

21.   [INTENTIONALLY OMITTED].

22.   Holding Over.

If Tenant fails to surrender all or any part of the Premises at the termination of this Lease, occupancy of the Premises after termination shall be that of a
tenancy at sufferance. Tenant's occupancy shall be
subject to all the terms and provisions of this Lease, and Tenant shall pay an amount (on a per month basis without reduction for partial months during the holdover) equal to 150% of the sum of the
Base Rent and Additional Rent due for the period immediately preceding the holdover. No holdover by Tenant or payment by Tenant after the termination of this Lease shall be construed to extend the
Term or prevent Landlord from immediate recovery of possession of the Premises by summary proceedings or otherwise. If Landlord is unable to deliver possession of the Premises to a new tenant or to
perform improvements for a new tenant as a result of Tenant's holdover and Tenant fails to vacate the Premises within 15 days after notice from Landlord, Tenant shall be liable for all damages
that Landlord suffers from the holdover.

23.   Subordination to Mortgages; Estoppel Certificate.

Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the
Premises, the Building or the Project, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage").
The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from
a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its
Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord's interest in this Lease. Landlord and Tenant shall

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each,
within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the
other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the
amount of Rent that is due and payable.

Notwithstanding
the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from
Landlord's then current Mortgagee on such Mortgagee's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to
obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee up to an amount not to exceed $1,500.00 (the "SNDA
Fee Cap"); provided, however, if Tenant requests material changes to such Mortgagee's standard form of non-disturbance, subordination and attornment agreement or if
there are material negotiations related thereto and, as a result such Mortgagee's fee and/or review costs exceeds the SNDA Fee Cap, Tenant shall be liable for the entire fee or review costs charged by
the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution
by the Mortgagee. Landlord's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of
Landlord and Tenant or be considered to be a default by Landlord hereunder.

In
addition to the foregoing, concurrent with its execution and delivery to Landlord of this Lease, Tenant shall execute and deliver to Landlord the Agreement of Subordination,
Nondisturbance and Attornment attached hereto as Exhibit I (the "SNDA") with respect to the Ground Lease (as defined in the SNDA). Landlord shall
make commercially reasonable efforts to provide to Tenant, or cause Teachers (as defined in the SNDA) to provide to Tenant, a fully executed SNDA within 60 days following the date Tenant
delivers to Landlord the SNDA executed by Tenant.

24.   Notice.

All demands, approvals, consents or notices (collectively referred to as a "notice") shall be in writing and
delivered by hand or sent by registered or certified mail with return receipt requested or sent by overnight or same day courier service at the party's respective Notice Address(es) set forth in
Section 1. Each notice shall be deemed to have been received on the earlier to occur of actual delivery or the date on which delivery is refused, or, if Tenant has vacated the Premises or any
other Notice Address of Tenant without providing a new Notice Address, 3 days after notice is deposited in the U.S. mail or with a courier service in the manner described above. Either party
may, at any time, change its Notice Address (other than to a post office box address) by giving the other party written notice of the new address.

25.   Surrender of Premises.

At the termination of this Lease or Tenant's right of possession, Tenant shall remove Tenant's Property from the Premises, and quit and surrender the Premises to
Landlord, broom clean, and in good order, condition and repair, ordinary wear and tear and damage which Landlord is obligated to repair hereunder excepted. If Tenant fails to remove any of Tenant's
Property within 3 Business Days after termination of this Lease or Tenant's right to possession, Landlord, at Tenant's sole cost and expense, shall be entitled (but not obligated) to remove and store
Tenant's Property. Landlord shall not be responsible for the value, preservation or safekeeping of Tenant's Property. Tenant shall pay Landlord, upon demand, the expenses and storage charges incurred.
If Tenant fails to remove Tenant's Property from the Premises or storage, within 30 days after notice, Landlord may deem all or any part of Tenant's Property to be abandoned and title to
Tenant's Property shall vest in Landlord.

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26.   Miscellaneous.

26.01  This
Lease shall be interpreted and enforced in accordance with the Laws of the State of California and Landlord and Tenant hereby irrevocably consent to
the jurisdiction and proper venue of such state or commonwealth. If any term or provision of this Lease shall to any extent be void or unenforceable, the remainder of this Lease shall not be affected.
If there is more than one Tenant or if Tenant is comprised of more than one party or entity, the obligations imposed upon Tenant shall be joint and several obligations of all the parties and entities,
and requests or demands from any one person or entity comprising Tenant shall be deemed to have been made by all such persons or entities. Notices to any one person or entity shall be deemed to have
been given to all persons and entities. Tenant represents and warrants to Landlord that each individual executing this Lease on behalf of Tenant is authorized to do so on behalf of Tenant and that
Tenant is not, and the entities or individuals constituting Tenant or which may own or control Tenant or which may be owned or controlled by Tenant are not, among the individuals or entities
identified on any list compiled pursuant to Executive Order 13224 for the purpose of identifying suspected terrorists.

26.02  If
either party institutes a suit against the other for violation of or to enforce any covenant, term or condition of this Lease, the prevailing party
shall be entitled to all of its costs and expenses, including, without limitation, reasonable attorneys' fees. Landlord and Tenant hereby waive any right to trial by jury in any proceeding based upon
a breach of this Lease. Either party's failure to declare a default immediately upon its occurrence, or delay in taking action for a default, shall not constitute a waiver of the default, nor shall it
constitute an estoppel.

26.03  Subject
to Article 16, whenever a period of time is prescribed for the taking of an action by Landlord or Tenant (other than the payment of the
Security Deposit or Rent), the period of time for the performance of such action shall be extended by the number of days that the performance is actually delayed due to strikes, acts of God, shortages
of labor or materials, war, terrorist acts, civil disturbances and other causes beyond the reasonable control of the performing party ("Force Majeure").

26.04  Landlord
shall have the right to transfer and assign, in whole or in part, all of its rights and obligations under this Lease and in the Building and
Project. Upon transfer Landlord shall be released from any further obligations hereunder and Tenant agrees to look solely to the successor in interest of Landlord for the performance of such
obligations, provided that, any successor pursuant to a voluntary, third party transfer (but not as part of an involuntary transfer resulting from a foreclosure or deed in lieu thereof) shall have
assumed Landlord's obligations under this Lease, and further provided that Landlord and its successors, as the case may be, shall remain liable after their respective periods of ownership with respect
to any sums due in connection with a breach or default by such party that arose during such period of ownership by such party.

26.05  Landlord
has delivered a copy of this Lease to Tenant for Tenant's review only and the delivery of it does not constitute an offer to Tenant or an
option. Tenant represents that it has dealt directly with and only with the Broker as a broker in connection with this Lease. Tenant shall indemnify and hold Landlord and the Landlord Related Parties
harmless from all claims of any other brokers claiming to have represented Tenant in connection with this Lease. Landlord shall indemnify and hold Tenant and the Tenant Related Parties harmless from
all claims of any brokers claiming to have represented Landlord in connection with this Lease. Equity Office Properties Management Corp. ("EOPMC") is an
affiliate of Landlord and represents only the Landlord in this transaction. Any assistance rendered by any agent or employee of EOPMC in connection with this Lease or any subsequent amendment or
modification hereto has been or will be made as an accommodation to Tenant solely in furtherance of consummating the transaction on behalf of Landlord, and not as agent for Tenant. Landlord agrees to
pay a brokerage commission to Broker in accordance with the terms of a separate written commission agreement to be entered into between Landlord and Broker, provided

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that
in no event shall Landlord be obligated to pay a commission to Broker in connection with any extension of the Term or in connection with any additional space that is leased by Tenant pursuant to
the terms of this Lease except as may be specifically provided otherwise in such written agreement or future written agreement between Landlord and Broker.

26.06  Time
is of the essence with respect to Tenant's exercise of any expansion, renewal or extension rights granted to Tenant. The expiration of the Term,
whether by lapse of time, termination or otherwise, shall not relieve either party of any obligations which accrued prior to or which may continue to accrue after the expiration or termination of this
Lease.

26.07  Tenant
may peacefully have, hold and enjoy the Premises, subject to the terms of this Lease, provided Tenant pays the Rent and fully performs all of its
covenants and agreements. This covenant shall be binding upon Landlord and its successors only during its or their respective periods of ownership of the Building.

26.08  This
Lease does not grant any rights to light or air over or about the Building. Landlord excepts and reserves exclusively to itself any and all rights
not specifically granted to Tenant under this Lease. This Lease constitutes the entire agreement between the parties and supersedes all prior agreements and understandings related to the Premises,
including all lease proposals, letters of intent and other documents. Neither party is relying upon any warranty, statement or representation not contained in this Lease. This Lease may be modified
only by a written agreement signed by an authorized representative of Landlord and Tenant.

[SIGNATURES ARE ON FOLLOWING PAGE]

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Landlord
and Tenant have executed this Lease as of the day and year first above written.

| |  | LANDLORD:                                                        
| |  | -----------------------------------------------------------------
| |  | CA-ONE MARKET LIMITED PARTNERSHIP, a Delaware limited partnership
| |  | By:                                                              
| |  |                                                                  
| |  |                                                                  
| |  |                                                                  
| |  |                                                                  
| |  |                                                                  
| |  | TENANT:                                                          
| |  | AUTONOMY, INC., a New Jersey corporation                         
| |  | By:                                                              
| |  |                                                                  
| |  | Name:                                                            
| |  |                                                                  
| |  | Title:                                                           
| |  |                                                                  
| |  | By:                                                              
| |  |                                                                  
| |  | Name:                                                            
| |  |                                                                  
| |  | Title:                                                           
| |  |                                                                  

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EXHIBIT A-1        OUTLINE AND LOCATION OF PREMISES

This Exhibit is attached to and made a part of the Lease by and betweenCA-ONE MARKET LIMITED PARTNERSHIP, a Delaware limited
partnership("Landlord") andAUTONOMY, INC., a New Jersey corporation("Tenant") for space in the Spear Tower in the Building
located at One Market, San Francisco, California.

GRAPHIC

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EXHIBIT A-2    LEGAL DESCRIPTION OF PROJECT

THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF SAN FRANCISCO, CITY OF SAN FRANCISCO, AND IS DESCRIBED AS FOLLOWS:

PARCEL ONE:

BEGINNING at the point of intersection of the Northwesterly line of Mission Street with the Southwesterly line of Steuart Street; thence North
44° 51' 51" West along said Southwesterly line, 334.33 feet to a point in a line parallel with and distant 334.33 feet Northwesterly, measured at right angles, from said
Northwesterly line of Mission Street; thence South 45° 08' 09" West along said parallel line 32 feet and 41/2 inches; thence North
44° 51' 51" West 6 feet and 11/2 inches; thence South 45° 08' 09" West 16 feet and 4 inches; thence North
44° 51' 51" West 112 feet and 51/8 inches; thence South 45° 08' 09" West 177 feet and 71/2 inches; thence South
44° 51' 51" East 112 feet and 51/8 inches; thence South 45° 08' 09" West 16 feet and 31/2 inches; thence South
44° 51' 51" East 6 feet and 11/2 inches to a point in said parallel line; thence South 45° 08' 09" West along said parallel line 32
feet and 41/2 inches to a point in the Northeasterly line of Spear Street; thence South 44° 51' 51" East along said Northeasterly line 334.33 feet to a point
in said Northwesterly line of Mission Street; thence North 45° 08' 09" East along said Northwesterly line 275 feet to the point of beginning.

Assessor's
Lot 7, Block 3713.

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PARCEL TWO:

Leasehold Estate as created by that certain lease Agreement (herein called "Ground Lease") dated April 16, 1973, made by and between Southern Pacific Land
Company, a California corporation, as Lessor and One Market Plaza, a joint venture composed of the Equitable Life Assurance Society of the United States, a New York corporation, and Southern Pacific
Land Company, a California corporation, as Lessee, upon the terms and conditions contained therein, a short form of which was recorded April 24, 1973 in Book B755, Page 597, Series
No. V71530, Official Records; as amended by First Amendment to Lease dated as of September 29, 1995 and recorded October 3, 1995 in Book G479, Page 280, Series
No. 95-F866002, Official Records.

The
Lessee's interest thereunder was assigned of record to ZML-One Market Limited Partnership, a Delaware limited partnership, by instrument recorded November 22, 1994 in Book
G263, Page 204, Series No. 94-F716286-00, Official Records.

Which
Ground Lease demises and leases for a term commencing on April 16, 1973 and expiring on April 15, 2072 the following described land:

BEGINNING
at the point of intersection of the Northwesterly line of Mission Street with the Southwesterly line of Steuart Street; thence North 44° 51' 51" West
along said Southwesterly line 334.33 feet to a point in a line parallel with and distant 334.33 feet Northwesterly, measured at right angles, from said Northwesterly line of Mission Street; thence
South 45° 08' 09" West along said parallel line 32 feet and 41/2 inches; thence North 44° 51' 51" West 6 feet and 11/2
inches; thence South 45° 08' 09" West 16 feet and 4 inches; thence North 44° 51' 51" West 112 feet and 51/8 inches; thence South
45° 08' 09" West 177 feet and 71/2 inches; thence South 44° 51' 51" East 112 feet and 51/8 inches; thence South
45° 08' 09" West 16 feet and 31/2 inches; thence South 44° 51' 51" East 6 feet and 11/2 inches to a point in said
parallel line; thence South 45° 08' 09" West along said parallel line 32 feet and 41/2 inches to a point in the Northeasterly line of Spear Street; thence
South 44° 51' 51" East along said Northeasterly line, 334.33 feet to a point in said Northwesterly line of Mission Street; thence North 45° 08' 09"
East along said Northwesterly line 275 feet to the point of beginning.

Assessor's
Lot 7, Block 3713.

PARCEL THREE:

Leasehold Estate as created by that certain Lease Agreement (herein called "Lobby Lease") dated April 16, 1973, made by and between Southern Pacific
Transportation Company, a Delaware corporation, as Lessor, and One Market Plaza, a joint venture composed of the Equitable Life Assurance Society of the United States, a New York corporation, and
Southern Pacific Land Company, a California corporation, as Lessee, upon the terms and conditions contained therein, a short form of which recorded April 24, 1973 in Book B755, Page 592,
Series No. V71529, Official Records; as affected by First Amendment to Lobby Lease dated as of January 12, 1992.

The
Lessee's interest thereunder was assigned of record to ZML-One Market Limited Partnership, a Delaware limited partnership, by instrument recorded November 22, 1994,
Book G263, Page 205, Series No. 94-F716287-00, Official Records.

Which
Lobby Lease demises and leases for a term commencing on July 15, 1976 and expiring on July 14, 2025, with five (5) ten year renewal options, certain portion of the
ground floor of the South Pacific Building, situated on the following described land:

BEGINNING
at a point on the Southwesterly line of Steuart Street that is distant North 44° 51' 51" West 334.33 feet from the Northwesterly line of Mission
Street; thence South 45° 08' 09" West being parallel with and distant 334.33 feet Northwesterly, measured at right angles, from said Northwesterly line of Mission Street 32
feet and 41/2 inches; thence North 44° 51' 51" West 6 feet and

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11/2
inches; thence South 45° 08' 09" West 16 feet and 4 inches; thence North 44° 51' 51" West 112 feet and 51/8
inches; thence South 45° 08' 09" West 177 feet 71/2 inches; thence South 44° 51' 51" East 112 feet and 51/8 inches;
thence South 45° 08' 09" West 16 feet and 31/2 inches; thence South 44° 51' 51" East 6 feet and 11/2 inches to a point
in said line that is parallel with and distant 334.33 feet Northwesterly, measured at right angles from said Northwesterly line of Mission Street; thence South 45° 08' 09"
West along said parallel line 32 feet and 41/2 inches to the point on the Northeasterly line of Spear Street; thence North 44° 51' 51" West along said
Northeasterly line 216 feet to a point on the Southeasterly line of Market Street; thence North 45° 08' 09" East along said Southeasterly line, 275 feet to a point in said
Southwesterly line of Steuart Street; thence South 44° 51' 51" East along last said line 216 feet to the point of beginning.

EXCEPTING
THEREFROM as recaptured by Lessor that certain portion of the demised premises, defined and described as the Cocorico Space in the aforesaid First Amendment to Lobby Lease.

TOGETHER
WITH an easement to maintain and supplement as necessary the then currently existing wiring, piping, conduit, meters, detectors, electrical connections or equipment that serves
and/or runs through the Cocorico Space; and easements for access into the Cocorico Space and other portions of the Southern Pacific Building and for the right to enter the Cocorico Space and other
portions of the Southern Pacific Building; as defined and described in the aforesaid First Amendment To Lobby Lease.

Assessor's
Lot 6, Block 3713.

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EXHIBIT B        EXPENSES AND TAXES

This Exhibit is attached to and made a part of the Lease by and betweenCA-ONE MARKET LIMITED PARTNERSHIP, a Delaware limited
partnership("Landlord") andAUTONOMY, INC., a New Jersey corporation("Tenant") for space in the Spear Tower in the
Building located at One Market, San Francisco, California.

1.     Payments.

1.01 Tenant
shall pay Tenant's Pro Rata Share of the amount, if any, by which Expenses (defined below) for each calendar year during the Term exceed Expenses for the Base
Year (the "Expense Excess") and also the amount, if any, by which Taxes (defined below) for each calendar year during the Term exceed Taxes for the Base
Year (the "Tax Excess"). If Expenses or Taxes in any calendar year decrease below the amount of Expenses or Taxes for the Base Year, Tenant's Pro Rata
Share of Expenses or Taxes, as the case may be, for that calendar year shall be $0. Landlord shall provide Tenant with a good faith estimate of the Expense Excess and of the Tax Excess for each
calendar year during the Term. On or before the first day of each month, Tenant shall pay to Landlord a monthly installment equal to one-twelfth of Tenant's Pro Rata Share of Landlord's
estimate of both the Expense Excess and Tax Excess. After its receipt of the revised estimate, Tenant's monthly payments shall be based upon the revised estimate. If Landlord does not provide Tenant
with an estimate of the Expense Excess or the Tax Excess by January 1 of a calendar year, Tenant shall continue to pay monthly installments based on the previous year's estimate(s) until
Landlord provides Tenant with the new estimate.

1.02 As
soon as is practical following the end of each calendar year, Landlord shall furnish Tenant with a statement of the actual Expenses and Expense Excess and the actual
Taxes and Tax Excess for the prior calendar year. If the estimated Expense Excess or estimated Tax Excess for the prior calendar year is more than the actual Expense Excess or actual Tax Excess, as
the case may be, for the prior calendar year, Landlord shall either provide Tenant with a refund or apply any overpayment by Tenant against Additional Rent due or next becoming due, provided if the
Term expires before the determination of the overpayment, Landlord shall refund any overpayment to Tenant after first deducting the amount of Rent due. If the estimated Expense Excess or estimated Tax
Excess for the prior calendar year is less than the actual Expense Excess or actual Tax Excess, as the case may be, for such prior year, Tenant shall pay Landlord, within 30 days after its
receipt of the statement of Expenses or Taxes, any underpayment for the prior calendar year.

2.     Expenses.

2.01 "Expenses" means all costs and expenses incurred in each calendar year in connection with operating, maintaining,
repairing, and managing the Building and the Project, subject to the terms and conditions of Section 2.02 of thisExhibit Bbelow.
Expenses shall be determined by Landlord using sound and generally practiced real estate accounting principles consistently applied and shall include, without limitation: (a) all labor and
labor related costs for personnel at or below the level of general manager; (b) management fees; (c) the cost of equipping, staffing and operating an on-site and/or
off-site management office for the Building, provided if the management office services one or more other buildings or properties, the shared costs and expenses of equipping, staffing and
operating such management office(s) shall be equitably prorated and apportioned between the Building and the other buildings or properties; (d) accounting costs; (e) the cost of
services; (f) rental and purchase cost of parts, supplies, tools and equipment; (g) insurance premiums and deductibles; (h) electricity, gas and other utility costs; and
(i) the amortized cost of capital improvements (as distinguished from replacement parts or components installed in the ordinary course of business) made subsequent to the

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Base
Year which are: (1) performed primarily to reduce current or future operating expense costs, upgrade Building security or otherwise improve the operating efficiency of the Project; or
(2) required to comply with any Laws that are enacted, or first interpreted to apply to the Project, after the date of this Lease. The cost of capital improvements shall be amortized by
Landlord over the lesser of the Payback Period (defined below) or the useful life of the capital improvement as reasonably determined by Landlord. "Payback
Period" means the reasonably estimated period of time that it takes for the cost savings resulting from a capital improvement to equal the total cost of the capital
improvement. Landlord, by itself or through an affiliate, shall have the right to directly perform, provide and be compensated for any services under this Lease (including management services),
provided that the cost of any such services shall not exceed the cost that would have been incurred had Landlord entered into an arms-length contract for such services with an unaffiliated
entity of comparable skill and experience. If Landlord incurs Expenses for the Building or Project together with one or more other buildings or properties, whether pursuant to a reciprocal easement
agreement, common area agreement or otherwise, the shared costs and expenses shall be equitably prorated and apportioned between the Building and Project and the other buildings or properties. In no
event shall Landlord be entitled to a reimbursement from tenants for Expenses and Taxes in excess of 100% of the costs actually paid or incurred by Landlord in any applicable calendar year.

2.02 Expenses
shall not include: the cost of capital improvements (except as set forth above); depreciation; principal payments of mortgage and other
non-operating debts of Landlord; the cost of repairs or other work to the extent Landlord is reimbursed by insurance or condemnation proceeds; costs in connection with leasing space in the
Building, including brokerage commissions; lease concessions, rental abatements and construction allowances granted to specific tenants; costs incurred in connection with the sale, financing or
refinancing of the Building; fines, interest and penalties incurred due to the late payment of Taxes or Expenses; organizational expenses associated with the creation and operation of the entity which
constitutes Landlord; or any penalties or damages that Landlord pays to Tenant under this Lease or to other tenants in the Building under their respective leases.

The
following items are also excluded from Expenses:



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2.03 If
at any time during a calendar year the Building is not at least 100% occupied or Landlord is not supplying services to at least 100% of the total Rentable Square
Footage of the Project, Expenses shall, at Landlord's option, be determined as if the Building had been 100% occupied and Landlord had been supplying services to 100% of the Rentable Square Footage of
the Project. If Expenses for a calendar year are determined as provided in the prior sentence, Expenses for the Base Year shall also be determined in such manner. The extrapolation of Expenses under
this Section shall be performed in accordance with the methodology specified by the Building Owners and Managers Association.

3.     "Taxes" shall mean: (a) all real property taxes and other assessments on the Building and/or Project, including,
but not limited to, gross receipts taxes, assessments for special improvement districts and building improvement districts, governmental charges, fees and assessments for police, fire, traffic
mitigation or other governmental service of purported benefit to the Project, taxes and assessments levied in substitution or supplementation in whole or in part of any such taxes and assessments and
the Project's share of any real estate taxes and assessments under any reciprocal easement agreement, common area agreement or similar agreement as to the Project; (b) all personal property
taxes for property that is owned by Landlord and used in connection with the operation, maintenance and repair of the Project; and (c) all costs and fees incurred in connection with seeking
reductions in any tax liabilities described in (a) and (b), including, without limitation, any costs incurred by Landlord for compliance, review and appeal of tax liabilities. Without
limitation, Taxes shall not include any income, capital levy, transfer, capital stock, gift, estate or inheritance tax. If a change in Taxes is obtained for any year of the Term during which Tenant
paid Tenant's Pro Rata Share of any Tax Excess, then Taxes for that year will be retroactively adjusted and Landlord shall provide Tenant with a credit, if any, based on the adjustment. Likewise, if a
change is obtained for Taxes for the Base Year, Taxes for the Base Year shall be restated and the Tax Excess for all subsequent years shall be recomputed. Tenant shall pay Landlord the amount of
Tenant's Pro Rata Share of any such increase in the Tax Excess within 30 days after Tenant's receipt of a statement from Landlord.

4.Audit Rights. Tenant, within 365 days after receiving Landlord's statement of Expenses, may give Landlord written
notice ("Review Notice") that Tenant intends to review Landlord's records of the Expenses for the calendar year to which the statement applies. Within a
reasonable time after receipt

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of
the Review Notice, Landlord shall make all pertinent records available for inspection that are reasonably necessary for Tenant to conduct its review. If any records are maintained at a location
other than the management office for the Building, Tenant may either inspect the records at such other location or pay for the reasonable cost of copying and shipping the records. If Tenant retains an
agent to review Landlord's records, the agent must be with a CPA firm licensed to do business in the state or commonwealth where the Project is located. Tenant shall be solely responsible for all
costs, expenses and fees incurred for the audit. Within 90 days after the records are made available to Tenant, Tenant shall have the right to give Landlord written notice (an
"Objection Notice") stating in reasonable detail any objection to Landlord's statement of Expenses for that year. If Tenant fails to give Landlord an
Objection Notice within the 90 day period or fails to provide Landlord with a Review Notice within the 365 day period described above, Tenant shall be deemed to have approved Landlord's
statement of Expenses and shall be barred from raising any claims regarding the Expenses for that year. The records obtained by Tenant shall be treated as confidential. In no event shall Tenant be
permitted to examine Landlord's records or to dispute any statement of Expenses unless Tenant has paid and continues to pay all Rent when due. If the audit determines that in the aggregate Expenses
for the Building for the year in question were less than stated by more than 5%, Landlord, within 30 days after its receipt of paid invoices therefor from Tenant, shall reimburse Tenant for the
reasonable amounts paid by Tenant to the third party CPA described above in connection with such audit by Tenant and the amount of such overpayment. Likewise, if the audit determines that Expenses for
the calendar year are greater than reported, Tenant shall pay Landlord the amount of any underpayment within 30 days.

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EXHIBIT C        WORK LETTER

This work letter (this "Work Letter") is attached to and made a part of the Lease by and between CA-ONE MARKET
LIMITED PARTNERSHIP, a Delaware limited partnership("Landlord") andAUTONOMY, INC., a New
Jersey corporation("Tenant") for space in the Spear Tower in the Building located at One Market, San Francisco, California.

As
used in this Work Letter, the "Premises" shall be deemed to mean the Premises, as initially defined in the attached Lease.

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BASE BUILDING WORKLIST





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SCHEDULE I TO EXHIBIT C  WIRE INSTRUCTIONS

Wiring Instructions for Steppe, Stone & Lakey LLP

Name of Bank

Wells Fargo Bank, N.A.Branch

Foster City
999 E. Hillsdale Blvd.
Foster City, CA 94404Contact

Linda WangPhone #

(650) 345-1012ABA #

121000248Beneficiary

Steppe, Stone & Lakey Client Trust AccountBeneficiary Account #

320-3724459Regarding:

EOP/Autonomy


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EXHIBIT D        COMMENCEMENT LETTER(EXAMPLE)

|Date    |  |  | 
|------- |  |  | 
|        |  |  | 
|Tenant  |  |  | 
|        |  |  | 
|Address |  |  | 
|        |  |  | 
|        |  |  | 
|        |  |  | 

|Re:  | Commencement Letter with respect to that certain Lease dated as of the            day
of                        ,            , by and betweenCA-ONE MARKET LIMITED PARTNERSHIP, a Delaware limited partnership, as Landlord, andAUTONOMY, INC., a New Jersey corporationas Tenant, for18,203rentable square feet on the 19th floor of the Spear Tower in the Building located at One Market, San Francisco, California.
|---- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Dear |                                                                                                                                                                                                                                                                                                                                                                                                                        
|     |                                                                                                                                                                                                                                                                                                                                                                                                                        

In
accordance with the terms and conditions of the above referenced Lease, Tenant accepts possession of the Premises and agrees:



Please
acknowledge your acceptance of possession and agreement to the terms set forth above by signing all 3 counterparts of this Commencement Letter in the space provided and returning
2 fully executed counterparts to my attention.

|Sincerely,           |  | 
|-------------------- |  | 
|Authorized Signatory |  | 
|Agreed and Accepted: |  | 

Tenant:
AUTONOMY, INC., a New Jersey corporationBy:Name:Title:Date:


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EXHIBIT E        BUILDING RULES AND REGULATIONS

The following rules and regulations shall apply, where applicable, to the Premises, the Building, the parking facilities (if any), the Project and the
appurtenances. In the event of a conflict between the following rules and regulations and the remainder of the terms of the Lease, the remainder of the terms of the Lease shall control. Capitalized
terms have the same meaning as defined in the Lease.

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EXHIBIT F        ADDITIONAL PROVISIONS

This Exhibit is attached to and made a part of the Lease by and betweenCA-ONE MARKET LIMITED PARTNERSHIP, a Delaware limited
partnership("Landlord") andAUTONOMY, INC., a New Jersey corporation("Tenant") for space in the Spear Tower in the
Building located at One Market, San Francisco, California.

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EXHIBIT G        PARKING AGREEMENT

This Exhibit (the "Parking Agreement") is attached to and made a part of the Lease by and betweenCA-ONE MARKET LIMITED
PARTNERSHIP, a Delaware limited partnership("Landlord") andAUTONOMY, INC., a New Jersey corporation("Tenant") for
space in the Spear Tower in the Building located at One Market, San Francisco, California.



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Tenant
acknowledges that Tenant has read the provisions of this Parking Agreement, has been fully and completely advised of the potential dangers incidental to parking in the Spaces and
is fully aware of the legal consequences of agreeing to this instrument.

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EXHIBIT H        ASBESTOS NOTIFICATION

This Exhibit is attached to and made a part of the Lease by and betweenCA-ONE MARKET LIMITED PARTNERSHIP, a Delaware limited
partnership("Landlord") andAUTONOMY, INC., a New Jersey corporation("Tenant") for space in the Spear Tower in the
Building located at One Market, San Francisco, California.

As
you may know, asbestos, because of its insulating and fire-resistant properties, was historically used in some construction materials. California's Connelly Act, as well
as federal OSHA and some other California rules, now require building owners and landlords to make certain notifications regarding known asbestos-containing materials
("ACM") and presumed ACMs ("PACM"). PACM consists of certain older construction materials which commonly
contained asbestos. This Exhibit is designed to provide you with the required ACM and PACM notifications.

ACM

Our asbestos survey(s) for the Building did note the presence, location or quantity of ACM in the Building as follows:vinyl floor tile,
linoleum sheeting, built-up roofing material, associated tar and transite paneling located on the cooling towers, and rope sealant around duct penetrations.

PACM

PACM consists of thermal system insulation and surfacing material found in buildings constructed prior to 1981, and asphalt or vinyl flooring installed prior to
1981. "Surfacing material" means material that is sprayed-on, troweled-on or otherwise applied to surfaces (such as acoustical
plaster on ceilings and fireproofing materials on structural members, or other materials on
surfaces for acoustical, fireproofing, and other purposes). Because this Building was constructed prior to 1981, PACM may be present.

The
fact that our survey(s) may identify such materials as PACM does not necessarily mean that no other PACM exists in the Building. Please be advised that if any thermal system
insulation, asphalt or vinyl flooring or surfacing material, of the type described above, are found to be present in the Building, such materials must be considered PACM unless properly tested and
shown otherwise.

Because
of the presence of ACM and the potential presence of PACM in the Building, we are providing you with the following warning, which is commonly known as a California Proposition 65
warning:



In
addition, you should be aware that there are certain potential health risks that may result from exposure to asbestos. Because we are not physicians, scientists or industrial
hygienists, we have no special knowledge of the health impact of exposure to asbestos. However, we hired an environmental consulting firm to prepare an asbestos Operations and Maintenance Plan
("O&M Plan") to address asbestos matters at the Building. The O&M Plan is designed to minimize the potential for a release of asbestos fibers and
outlines a schedule of actions to be undertaken with respect to asbestos. The written O&M Plan is available for your review at our Building Management Office during regular business hours, and a copy
of the O&M Plan will be provided to you upon request.

In
general, the written O&M Plan describes the risks associated with asbestos exposure and how to prevent such exposure. The O&M Plan describes those risks as follows: asbestos is not a
significant health concern unless asbestos fibers are released and inhaled. If inhaled, asbestos fibers can accumulate in the lungs and, as exposure increases, the risk of disease (such as asbestosis
and cancer)

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increases.
However, measures to minimize exposure and consequently minimize the accumulation of fibers, reduces the risk of adverse health effects.

The
O&M Plan is designed to safely manage the ACM and PACM in the Building and to avoid the inadvertent disturbance of such ACM or PACM. To that end, the O&M Plan provides for the
training of building housekeeping and maintenance personnel so that they can conduct their work without causing a release of asbestos fibers. As part of the O&M Plan, we maintain records of all
asbestos-
related activities and the results of any asbestos survey, sampling or monitoring conducted in the Building.

The
written O&M Plan describes a number of activities which should be avoided in order to prevent a release of asbestos fibers in the Building. In particular, you should be aware that
some of the activities which may present a health risk by causing an airborne release of asbestos fibers include moving, drilling, boring or otherwise disturbing ACM or PACM. Consequently, such
activities should not be attempted by any person not qualified to handle ACM or PACM. In other words, you must obtain the approval of Building management prior to engaging in any such activities.
Please contact the Property Manager for more information in this regard. In addition, please contact the Property Manager if you notice any deterioration or disturbance of ACM or PACM. Also, note that
the identification of ACM and PACM in this Exhibit is based on actual knowledge and assumptions that the law requires us to make: such materials do not necessarily comprise all asbestos in the
Building.

Please
be aware that you may have certain obligations under California and federal laws with regard to the ACM and PACM in the Building, including obligations to notify your own
employees, contractors, subtenants, agents and others of the presence of ACM and PACM. You are solely responsible for complying with all such applicable laws.

Please
contact the Property Manager if you have any questions regarding the contents of this Exhibit.

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EXHIBIT I        AGREEMENT OF SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT

THIS AGREEMENTmade the            day
of                , 200    , by and amongCA-ONE MARKET LIMITED PARTNERSHIP, a Delaware limited partnership(hereinafter called "Ground
Lessor"),AUTONOMY, INC., a New Jersey corporation(hereinafter called "Tenant") andTEACHERS
INSURANCE AND ANNUITY ASSOCIATION OF AMERICA, a New York corporation, having its principal office and post office address at 730 Third Avenue, New York, New York 10017
(hereinafter called "Teachers");

WITNESSETH:

WHEREAS, Ground Lessor is the owner in fee simple of those certain premises situate, lying and being in the City
of San Francisco, County of San Francisco, State of California, as more particularly described in Exhibit A attached hereto; and

WHEREAS, under the terms of a certain lease dated April 16, 1973, (hereinafter called "Ground
Lease"), a short form of which has been recorded on April 24, 1973, Book B755 at Page 597, Series No. V71530 and an Assignment and Assumption of Tenant's Interest in
Lease recorded November 22, 1994, Book G263, Page 204, Series No. 94-F716286-00, Official Records, San Francisco County, State of California, amended by First
Amendment to Lease Agreement recorded October 3, 1995 in Reel G479, Image 280, Ground Lessor did lease, let and demise the Demised Premises toCA-ONE MARKET
LIMITED PARTNERSHIP, a Delaware limited partnership(hereinafter called "Landlord") for a term of 99 years commencing April 16, 1973, and continuing to and
including April 15, 2072, upon the terms and conditions therein more particularly set forth;

WHEREAS, Teachers is the owner and holder of a certain promissory note dated September 29, 1995, secured by a Deed of Trust and
Assignment of Rents and Fixture Filing Statement of even date therewith, recorded on October 3, 1995, as Document F866003, in the Official Records aforesaid,
constituting a first lien upon the fee simple estate in the Demised Premises as well as upon the leasehold estate created by said Ground Lease;

WHEREAS, under the terms of a certain lease and amendments, if any described in that certain Lease by and between CA-ONE MARKET LIMITED PARTNERSHIP, a Delaware limited
partnershipand Tenant dated                        , 2004 (hereinafter called
"Sublease"), Landlord did lease, let and demise, subject to said Ground Lease, a portion of the Demised Premises as therein more particularly described;

WHEREAS, the parties hereto desire to establish additional rights of quiet and peaceful possession for the benefit of Tenant under said
Sublease and further to define the terms, covenants and conditions precedent for such additional rights.

NOW, THEREFORE, in consideration of the respective demises and of the sum of One Dollar ($1.00) and other good and valuable consideration,
each to the other in hand paid, it is hereby mutually covenanted and agreed as follows:

That
Ground Lessor does hereby represent, covenant and warrant:



That
Ground Lessor consents to and approves the within Sublease.

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That
in the event of the cancellation or termination of said Ground Lease or of the surrender thereof, whether voluntary, involuntary or by operation of law, prior to the expiration date
of said Sublease, including any extensions and renewals of said Sublease now provided thereunder, and subject to the
observance and performance by Tenant of all of the terms, covenants and conditions of said Sublease on the part of Tenant to be observed and performed, Ground Lessor does hereby covenant and warrant
as follows:



provided,
however, Ground Lessor shall not in any way or to any extent be liable to Tenant; unless Landlord and Ground Lessor are the same entity:



That
in the event of the cancellation or termination of said Ground Lease or of the surrender thereof, whether voluntary, involuntary or by operation of law, prior to the expiration date
of said Sublease, including any extensions and renewals of said Sublease now provided thereunder, Tenant hereby covenants and agrees to make full and complete attornment to Ground Lessor, for the
balance of the term of the Sublease, including any extensions and renewals thereof, now provided thereunder, upon the same terms, covenants and conditions as therein provided, so as to establish
direct privity of estate and contract as between Ground Lessor and Tenant and with the same force and effect and relative priority in time and right as though the Sublease were originally made
directly from Ground Lessor to Tenant, and Tenant will thereafter make all rent payments directly to Ground Lessor, and

That
Teachers and Tenant do hereby covenant and agree that said Mortgage or Deed of Trust shall be and the same is hereby made SUBORDINATE to said Sublease and to the recognition and
attornment agreements provided for in the third and fourth grammatical paragraphs hereof with the same force and effect as if said Sublease had been executed, delivered and recorded and said
recognition and attornment agreements aforesaid had been effected in each case prior to the execution, delivery and recording of said Mortgage or Deed of Trust.

2

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EXCEPT, HOWEVER, that this Subordination shall not affect nor be applicable to and does hereby expressly exclude:



Tenant
shall not subordinate the Sublease to any other mortgage or deed of trust so long as the Mortgage or Deed of Trust now held or to be held by Teachers remains in effect.

Ground
Lessor and Landlord agree that the Ground Lease shall not be modified, amended, canceled, terminated or surrendered without the express prior written consent of Teachers.

This
Subordination may not be modified except by an agreement in writing signed by the parties hereto.

That
the terms, covenants and conditions hereof shall inure to the benefit of and be binding upon the respective parties hereto, their respective heirs, executors, administrators,
successors and assigns.

IN WITNESS WHEREOF, the parties hereto have caused this writing to be signed, sealed and delivered in their respective names and behalf,
and, if a corporation, by its officers duly authorized, on the day and year first above written.

| | GROUND LESSOR:                                                   
| | -----------------------------------------------------------------
| | CA-ONE MARKET LIMITED PARTNERSHIP, a Delaware limited partnership
| | By:                                                              
| |                                                                  
| |                                                                  
| |                                                                  
| |                                                                  
| |                                                                  
| |                                                                  
| |                                                                  

3

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| | LANDLORD:                                                        
| | -----------------------------------------------------------------
| | CA-ONE MARKET LIMITED PARTNERSHIP, a Delaware limited partnership
| | By:                                                              
| |                                                                  
| |                                                                  
| |                                                                  
| |                                                                  
| |                                                                  
| |                                                                  
| |                                                                  
| | TENANT:                                                          
| | AUTONOMY, INC., a New Jersey corporation                         
| | By:                                                              
| |                                                                  
| | Name:                                                            
| |                                                                  
| | Title:                                                           
| |                                                                  
| | By:                                                              
| |                                                                  
| | Name:                                                            
| |                                                                  
| | Title:                                                           
| |                                                                  
| | [SIGNATURES CONTINUED ON FOLLOWING PAGE]                         
| |                                                                  

4

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| | LENDER:                                                                      
| | -----------------------------------------------------------------------------
| | TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA, a New York corporation
| | By:                                                                          
| |                                                                              
| | Name:                                                                        
| |                                                                              
| | Title:                                                                       
| |                                                                              
| | By:                                                                          
| |                                                                              
| | Name:                                                                        
| |                                                                              
| | Title:                                                                       
| |                                                                              

5

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NOTARY ACKNOWLEDGMENT  (Ground Lessor)

|State of  |  |  | ) |  | 
|--------- |  |  | - |  | 
|          |  |  |   |  | 
|County of |  |  | ) |  | 
|          |  |  |   |  | 

On                        ,
before me,                        , personally
appearedof EQUITY OFFICE MANAGEMENT, L.L.C., a Delaware limited liability company,
the
non-member manager of EOM GP, L.L.C., a Delaware limited liability company, the general partner of CA-One Market Limited Partnership, a Delaware limited
partnershippersonally known to meORproved to me on the basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

|                       |  | WITNESS my hand and official seal. | 
|---------------------- |  | ---------------------------------- | 
|                       |  | Notary Public                     
|My Commission Expires: |  |                                    | 
|                       |  |                                   
|                      

OPTIONAL SECTION

CAPACITY CLAIMED BY SIGNER

Though statute does not require the Notary to fill in the data below, doing so may prove invaluable to persons relying on the document.

(check
one)

|    | INDIVIDUAL                 | 
|--- | -------------------------- | 
|    |                            | 
|XXX | CORPORATE OFFICER          | 
|    | TITLE:                     | 
|    |                            | 
|    | PARTNER(S) LIMITED GENERAL
|    |                            | 
|    | ATTORNEY-IN-FACT           | 
|    |                            | 
|    | TRUSTEE(S)                 | 
|    |                            | 
|    | GUARDIAN/CONSERVATOR      
|    |                            | 
|    | OTHER:                     | 
|    |                            | 

SIGNER IS REPRESENTING:Name of Person(s) or Entity(ies)

CA-One Market Limited Partnership, a Delaware limited partnership ("Ground Lessor")

---

6

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OPTIONAL SECTION

|THIS CERTIFICATE MUST BE
ATTACHED TO THE DOCUMENT                                                             |  | TITLE OR TYPE OF DOCUMENT:SubordinationNon-Disturbance and Attornment Agreement
|------------------------------------------------------------------------------------------------------------- |  | -------------------------------------------------------------------------------
|DESCRIBED AT RIGHT:                                                                                           |  | NUMBER OF PAGES                                                                
|                                                                                                              |  | DATE OF DOCUMENT                                                               
|SIGNER(S) OTHER THAN NAMED ABOVE:                                                                            
|LANDLORD:                                                                                                     |  | CA-One Market Limited Partnership, a Delaware limited partnership              
|LENDER:                                                                                                       |  | Teachers Insurance and Annuity Association of America, a New York corporation  
|TENANT:                                                                                                       |  | Autonomy, Inc., a New Jersey corporation                                       
|Though the data requested here is not required by law, it could prevent fraudulent reattachment of this form.

7

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NOTARY ACKNOWLEDGMENT  (Landlord)

|State of  |  |  | ) |  | 
|--------- |  |  | - |  | 
|          |  |  |   |  | 
|County of |  |  | ) |  | 
|          |  |  |   |  | 

On                        ,
before me,                        , personally
appearedof EQUITY OFFICE MANAGEMENT, L.L.C., a Delaware limited liability company,
the
non-member manager of EOM GP, L.L.C., a Delaware limited liability company, the general partner of CA-One Market Limited Partnership, a Delaware limited
partnershippersonally known to meORproved to me on the basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

|                       |  | WITNESS my hand and official seal. | 
|---------------------- |  | ---------------------------------- | 
|                       |  | Notary Public                     
|My Commission Expires: |  |                                    | 
|                       |  |                                   
|                      

OPTIONAL SECTION

CAPACITY CLAIMED BY SIGNER

Though statute does not require the Notary to fill in the data below, doing so may prove invaluable to persons relying on the document.

(check
one)

|    | INDIVIDUAL                 | 
|--- | -------------------------- | 
|    |                            | 
|XXX | CORPORATE OFFICER          | 
|    | TITLE:                     | 
|    |                            | 
|    | PARTNER(S) LIMITED GENERAL
|    |                            | 
|    | ATTORNEY-IN-FACT           | 
|    |                            | 
|    | TRUSTEE(S)                 | 
|    |                            | 
|    | GUARDIAN/CONSERVATOR      
|    |                            | 
|    | OTHER:                     | 
|    |                            | 

SIGNER IS REPRESENTING:Name of Person(s) or Entity(ies)

CA-One Market Limited Partnership, a Delaware limited partnership ("Landlord")

---

8

---

OPTIONAL SECTION

|THIS CERTIFICATE MUST BE
ATTACHED TO THE DOCUMENT                                                             |  | TITLE OR TYPE OF DOCUMENT:SubordinationNon-Disturbance and Attornment Agreement
|------------------------------------------------------------------------------------------------------------- |  | -------------------------------------------------------------------------------
|DESCRIBED AT RIGHT:                                                                                           |  | NUMBER OF PAGES                                                                
|                                                                                                              |  | DATE OF DOCUMENT                                                               
|SIGNER(S) OTHER THAN NAMED ABOVE:                                                                            
|GROUND LESSOR:                                                                                                |  | CA-One Market Limited Partnership, a Delaware limited partnership              
|LENDER:                                                                                                       |  | Teachers Insurance and Annuity Association of America, a New York corporation  
|TENANT:                                                                                                       |  | Autonomy, Inc., a New Jersey corporation                                       
|Though the data requested here is not required by law, it could prevent fraudulent reattachment of this form.

9

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NOTARY ACKNOWLEDGMENT  (LENDER)

|State of  |  |  | ) |  | 
|--------- |  |  | - |  | 
|          |  |  |   |  | 
|County of |  |  | ) |  | 
|          |  |  |   |  | 

On                        ,
before me,                        , personally
appearedof TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA, a New York
corporationpersonally known to meORproved to me on the basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

|                       |  | WITNESS my hand and official seal. | 
|---------------------- |  | ---------------------------------- | 
|                       |  | Notary Public                     
|My Commission Expires: |  |                                    | 
|                       |  |                                   
|                      

OPTIONAL SECTION

CAPACITY CLAIMED BY SIGNER

Though statute does not require the Notary to fill in the data below, doing so may prove invaluable to persons relying on the document.

(check
one)

| | INDIVIDUAL                 | 
| | -------------------------- | 
| |                            | 
| | CORPORATE OFFICER          | 
| |                            | 
| | TITLE:                     | 
| |                            | 
| | PARTNER(S) LIMITED GENERAL
| |                            | 
| | ATTORNEY-IN-FACT           | 
| |                            | 
| | TRUSTEE(S)                 | 
| |                            | 
| | GUARDIAN/CONSERVATOR      
| |                            | 
| | OTHER:                     | 
| |                            | 

SIGNER IS REPRESENTING:Name of Person(s) or Entity(ies)

Teachers Insurance and Annuity Association of America, a New York corporation ("Lender")

---

10

---

OPTIONAL SECTION

|THIS CERTIFICATE MUST BE
ATTACHED TO THE DOCUMENT                                                             |  | TITLE OR TYPE OF DOCUMENT:SubordinationNon- Disturbance and Attornment Agreement
|------------------------------------------------------------------------------------------------------------- |  | --------------------------------------------------------------------------------
|DESCRIBED AT RIGHT:                                                                                           |  | NUMBER OF PAGES                                                                 
|                                                                                                              |  | DATE OF DOCUMENT                                                                
|SIGNER(S) OTHER THAN NAMED ABOVE:                                                                            
|LANDLORD:                                                                                                     |  | CA-One Market Limited Partnership, a Delaware limited partnership               
|GROUND LESSOR:                                                                                                |  | CA-One Market Limited Partnership, a Delaware limited partnership               
|TENANT:                                                                                                       |  | Autonomy, Inc., a New Jersey corporation                                        
|Though the data requested here is not required by law, it could prevent fraudulent reattachment of this form.

11

---

NOTARY ACKNOWLEDGMENT  (TENANT)

|State of  |  |  | ) |  | 
|--------- |  |  | - |  | 
|          |  |  |   |  | 
|County of |  |  | ) |  | 
|          |  |  |   |  | 

On                        ,
before me,                        , personally
appearedof Autonomy, Inc., a New Jersey corporationpersonally known to meORproved to me on the basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

|                       |  | WITNESS my hand and official seal. | 
|---------------------- |  | ---------------------------------- | 
|                       |  | Notary Public                     
|My Commission Expires: |  |                                    | 
|                       |  |                                   
|                      

OPTIONAL SECTION

CAPACITY CLAIMED BY SIGNER

Though statute does not require the Notary to fill in the data below, doing so may prove invaluable to persons relying on the document.

(check
one)

| | INDIVIDUAL                 | 
| | -------------------------- | 
| |                            | 
| | CORPORATE OFFICER          | 
| |                            | 
| | TITLE:                     | 
| |                            | 
| | PARTNER(S) LIMITED GENERAL
| |                            | 
| | ATTORNEY-IN-FACT           | 
| |                            | 
| | TRUSTEE(S)                 | 
| |                            | 
| | GUARDIAN/CONSERVATOR       | 
| |                            | 
| | OTHER:                     | 
| |                            | 

SIGNER IS REPRESENTING:Name of Person(s) or Entity(ies)

Autonomy, Inc., a New Jersey corporation ("Tenant")

---

12

---

OPTIONAL SECTION

|THIS CERTIFICATE MUST BE
ATTACHED TO THE DOCUMENT                                                             |  | TITLE OR TYPE OF DOCUMENT:SubordinationNon- Disturbance and Attornment Agreement
|------------------------------------------------------------------------------------------------------------- |  | --------------------------------------------------------------------------------
|DESCRIBED AT RIGHT:                                                                                           |  | NUMBER OF PAGES                                                                 
|                                                                                                              |  | DATE OF DOCUMENT                                                                
|SIGNER(S) OTHER THAN NAMED ABOVE:                                                                            
|LENDER:                                                                                                       |  | Teachers Insurance and Annuity Association of America, a New York corporation   
|LANDLORD:                                                                                                     |  | CA-One Market Limited Partnership, a Delaware limited partnership               
|GROUND LESSOR:                                                                                                |  | CA-One Market Limited Partnership, a Delaware limited partnership               
|Though the data requested here is not required by law, it could prevent fraudulent reattachment of this form.

13

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EXHIBIT A        LEGAL DESCRIPTION

THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF SAN FRANCISCO, CITY OF SAN FRANCISCO, AND IS DESCRIBED AS FOLLOWS:

BEGINNING AT THE POINT OF INTERSECTION OF THE NORTHWESTERLY LINE OF MISSION STREET WITH THE SOUTHWESTERLY LINE OF STEUART STREET; THENCE NORTH 44 DEGREES 51' 51" WEST ALONG
SAID SOUTHWESTERLY LINE, 334.33 FEET TO A POINT IN A LINE PARALLEL WITH AND DISTANT 334.33 FEET NORTHWESTERLY, MEASURED AT RIGHT ANGLES, FROM SAID NORTHWESTERLY LINE OF MISSION STREET; THENCE SOUTH 45
DEGREES 08' 09" WEST ALONG SAID PARALLEL LINE 32 FEET AND 41/2 INCHES; THENCE NORTH 44 DEGREES 51' 51" WEST 6 FEET AND 11/2 INCHES; THENCE SOUTH 45 DEGREES 08' 09"
WEST 16 FEET AND 4 INCHES; THENCE NORTH 44 DEGREES 51' 51" WEST 112 FEET AND 51/8 INCHES; THENCE SOUTH 45 DEGREES 08' 09" WEST 177 FEET AND 71/2 INCHES; THENCE
SOUTH 44 DEGREES 51' 51" EAST 112 FEET AND 51/8 INCHES; THENCE SOUTH 45 DEGREES 08' 09" WEST 16 FEET AND 31/2 INCHES; THENCE SOUTH 44 DEGREES 51' 51" EAST 6 FEET
AND 11/2 INCHES TO A POINT IN SAID PARALLEL LINE; THENCE SOUTH 45 DEGREES 09' 09" WEST ALONG SAID PARALLEL LINE 32 FEET AND 41/2 INCHES TO A POINT IN THE NORTHEASTERLY
LINE OF SPEAR STREET; THENCE SOUTH 44 DEGREES 51' 51" EAST ALONG SAID NORTHEASTERLY LINE, 334.33 FEET TO A POINT IN SAID NORTHWESTERLY LINE OF MISSION STREET; THENCE NORTH 45 DEGREES 08' 09"
EAST ALONG SAID NORTHWESTERLY LINE 274 FEET TO THE POINT OF BEGINNING.

14

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