Exhibit 10.2

150 CALIFORNIA STREETSAN FRANCISCO, CALIFORNIA

OFFICE LEASE AGREEMENT

BETWEEN

EOP-150 CALIFORNIA STREET, L.L.C., a Delaware limited liability company("LANDLORD")

AND

TENFOLD CORPORATION, a Delaware corporation("TENANT")

---

TABLE OF CONTENTS

|I.      |  | Basic Lease Information                          |  | 1 
|------- |  | ------------------------------------------------ |  | --
|II.     |  | Lease Grant                                      |  | 2 
|III.    |  | Adjustment of Commencement Date; Possession      |  | 2 
|IV.     |  | Rent                                             |  | 3 
|V.      |  | Compliance with Laws; Use                        |  | 8 
|VI.     |  | Security Deposit                                 |  | 8 
|VII.    |  | Services to be Furnished by Landlord             |  | 8 
|VIII.   |  | Leasehold Improvements                           |  | 9 
|IX.     |  | Repairs and Alterations                          |  | 10
|X.      |  | Use of Electrical Services by Tenant             |  | 12
|XI.     |  | Entry by Landlord                                |  | 12
|XII.    |  | Assignment and Subletting                        |  | 13
|XIII.   |  | Liens                                            |  | 14
|XIV.    |  | Indemnity and Waiver of Claims                   |  | 15
|XV.     |  | Insurance                                        |  | 15
|XVI.    |  | Subrogation                                      |  | 16
|XVII.   |  | Casualty Damage                                  |  | 16
|XVIII.  |  | Condemnation                                     |  | 17
|XIX.    |  | Events of Default                                |  | 18
|XX.     |  | Remedies                                         |  | 18
|XXI.    |  | Limitation of Liability                          |  | 20
|XXII.   |  | No Waiver                                        |  | 20
|XXIII.  |  | Quiet Enjoyment                                  |  | 20
|XXIV.   |  | Relocation                                       |  | 20
|XXV.    |  | Holding Over                                     |  | 21
|XXVI.   |  | Subordination to Mortgages; Estoppel Certificate |  | 21
|XXVII.  |  | Attorneys' Fees                                  |  | 22
|XXVIII. |  | Notice                                           |  | 22
|XXIX.   |  | Excepted Rights                                  |  | 22
|XXX.    |  | Surrender of Premises                            |  | 22
|XXXI.   |  | Miscellaneous                                    |  | 23
|XXXII.  |  | Entire Agreement                                 |  | 25

i

---

OFFICE LEASE AGREEMENT

THIS OFFICE LEASE AGREEMENT(the "Lease") is made and entered into as of the 22nd day of May, 2002, by and between EOP-150 CALIFORNIA STREET, L.L.C., a Delaware limited liability company("Landlord") andTENFOLD CORPORATION, a
Delaware corporation("Tenant").

I.    Basic Lease Information.



Period

Annual Rate
Per Square Foot

Annual
Base Rent

Monthly
Base Rent4/1/02-3/31/03

$
36.00

$
353,484.00

$
29,457.00




1

---





| |  | Tenant:                                                                                                                                                          |  |                                                                                                                                                                            
| |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | TenFold Corporation
698 West 10000 South
Suite 200
South Jordan, Utah 84095
Attn: General Counsel
Phone #: (801) 495-1010
Fax #: (801) 495-0353                  |  | With a copy to:
TenFold Corporation
150 California Street
Suite 700
San Francisco, California 94111
Attn: Lease Administrator
Phone #: (415) 395-3300
Fax #: (415) 956-2957
| |  | Landlord:                                                                                                                                                        |  | With a copy to:                                                                                                                                                            
| |  | EOP-150 California Street, L.L.C.
c/o Equity Office Properties Trust
201 California Street
Suite 650
San Francisco, California 94111
Attention: Property Manager |  | Equity Office Properties Trust
Two North Riverside Plaza
Suite 2100
Chicago, Illinois 60606
Attention: Regional CounselSan Francisco Region                               



II.    Lease Grant.

Landlord leases the Premises to Tenant and Tenant leases the Premises from Landlord, together with the right in common with others to use any portions of the
Property that are designated by Landlord for the common use of tenants and others, such as sidewalks, unreserved parking areas, common corridors, elevator foyers, restrooms, vending areas and lobby
areas (the "Common Areas").

III.  Adjustment of Commencement Date; Possession.



2

---



IV.  Rent.



3

---





4

---





5

---



6

---



7

---



V.    Compliance with Laws; Use.

The Premises shall be used only for the Permitted Use and for no other use whatsoever. Tenant shall not use or permit the use of the Premises for any purpose
which is illegal, dangerous to persons or property or which, in Landlord's reasonable opinion, unreasonably disturbs any other tenants of the Building or interferes with the operation of the Building.
Tenant shall comply with all Laws, including the Americans with Disabilities Act, regarding the operation of Tenant's business and the use, condition, configuration and occupancy of the Premises.
Tenant, within 10 Business Days after receipt, shall provide Landlord with copies of any notices it receives regarding a violation or alleged violation of any Laws. Except to the extent properly
included in Expenses, Landlord shall be responsible for the cost of correcting any violations of Title III of the Americans with Disabilities Act (ADA) with respect to the Common Areas of the
Building. 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. Tenant shall
comply with the rules and regulations of the Building attached asExhibit Band such other reasonable rules and regulations adopted by Landlord
from time to time. Tenant shall also cause its agents, contractors, subcontractors, employees, customers, and subtenants to comply with all rules and regulations. Landlord shall not knowingly
discriminate against Tenant in Landlord's enforcement of the rules and regulations.

VI.  Security Deposit.

Intentionally omitted.

VII.   Services to be Furnished by Landlord.



8

---



VIII.  Leasehold Improvements.

All improvements to the Premises (collectively, "Leasehold Improvements") shall be owned by Landlord and shall remain upon the Premises without compensation to
Tenant. However, Landlord, by written notice to Tenant within 30 days prior to the Termination Date, may require Tenant to remove, at Tenant's expense: (1) Cable (defined in
Section IX.A) installed by or for the exclusive benefit of Tenant and located in the Premises or other portions of the Building; and (2) any Leasehold Improvements that are performed by
or for the benefit of Tenant and, in Landlord's reasonable judgment, are of a nature that would require removal and repair costs that are materially in excess of

9

---

the removal and repair costs associated with standard office improvements (collectively referred to as "Required Removables"). Without limitation, it is agreed that Required Removables include
internal stairways, raised floors, personal baths and showers, vaults, rolling file systems and structural alterations and modifications of any type. The Required Removables designated by Landlord
shall be removed by Tenant before the Termination Date, provided that upon prior written notice to Landlord, Tenant may remain in the Premises for up to 5 Business Days after the Termination Date for
the sole purpose of removing the Required Removables. In addition to the foregoing, Tenant acknowledges that Landlord has previously realloted condenser water among various floors of the Building to
accommodate Tenant's needs pursuant to the terms of a prior lease entered into between Landlord and Tenant dated March 3, 2000, as amended (the "Prior Lease") for space on the 2nd
through 8th floors of the Building (the "Prior Premises"). Tenant agrees that Tenant will be charged on a pro rata basis (as such rate is reasonably determined by Landlord). Tenant
further acknowledges and agrees that in the event of (i) the termination of this Lease, (ii) a reduction or partial termination of all or a part of the Premises, or (iii) a
sublease of all or a part of the Premises, Landlord may require Tenant, at Tenant's sole cost and expense, to reallocate the condenser water so that each floor of the Prior Premises receives its
proper pro rata share of chilled water. Any such work required by Landlord shall also be deemed to be a Required Removable for purposes of this Lease (even if such work related to the Prior Premises,
and not just the Premises) and, in the case of a reduction or partial termination of all or a part of the Premises, or of a sublease, such required work shall be performed by Tenant prior to the
effective date of such reduction, partial termination or sublease. Tenant's possession of the Premises shall be subject to all of the terms and conditions of this Lease, including the obligation to
pay Rent on a per diem basis at the rate in effect for the last month of the Term. Tenant shall repair damage caused by the installation or removal of Required Removables. If Tenant fails to remove
any Required Removables or perform related repairs in a timely manner, Landlord, at Tenant's expense, may remove and dispose of the Required Removables and perform the required repairs. Tenant, within
30 days after receipt of an invoice, shall reimburse Landlord for the reasonable costs incurred by Landlord. Notwithstanding the foregoing, Tenant, at the time it requests approval for a
proposed Alteration (defined in Section IX.C),
may request in writing that Landlord advise Tenant whether the Alteration or any portion of the Alteration will be designated as a Required Removable. Within 10 Business Days after receipt of Tenant's
request, Landlord shall advise Tenant in writing as to which portions of the Alteration, if any, will be considered to be Required Removables.

IX.  Repairs and Alterations.



10

---



11

---



X.    Use of Electrical Services by Tenant.



XI.  Entry by Landlord.

Landlord, its agents, contractors and representatives may enter the Premises to inspect or show the Premises, to clean and make repairs, alterations or additions
to the Premises, and to conduct or facilitate repairs, alterations or additions to any portion of the Building, including other tenants' premises. Except in emergencies or to provide janitorial and
other Building services after Normal Business Hours, Tenant shall have the right to have a representative of Tenant accompany Landlord during Landlord's entry into the Premises. Except in emergencies
or to provide janitorial and other Building services after Normal Business Hours, Landlord shall provide Tenant with reasonable prior notice of entry into the Premises, which may be given orally. If
reasonably necessary for the protection and safety of Tenant and its employees, Landlord shall have the right to 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 Normal Business Hours. Entry by Landlord shall not
constitute constructive eviction or entitle Tenant to an abatement or reduction of Rent. Notwithstanding the foregoing, except in emergency situations as determined by Landlord, Landlord shall
exercise reasonable efforts to perform any entry into the Premises in a manner that is reasonable designed to minimize interference with the operation of Tenant's business in the Premises.

12

---

XII.   Assignment and Subletting.



13

---



XIII.  Liens.

Tenant shall not permit mechanic's or other liens to be placed upon the Property, Premises or Tenant's leasehold interest in connection with any work or service
done or purportedly done by or for benefit of Tenant. If a lien is so placed, Tenant shall, within 10 Business Days of notice from Landlord of the filing of the lien, fully discharge the lien by
settling the claim which resulted in the lien or by bonding or insuring over the lien in the manner prescribed by the applicable lien Law. If Tenant fails to discharge the lien, then, in addition to
any other right or remedy of Landlord, Landlord may bond or insure over the lien or otherwise discharge the lien. Tenant shall reimburse Landlord for any amount paid by Landlord to bond or insure over
the lien or discharge the lien, including, without limitation, reasonable attorneys' fees (if and to the extent permitted by Law) within 30 days after receipt of an invoice from Landlord.

14

---

XIV.   Indemnity and Waiver of Claims.



XV.  Insurance.

Tenant shall carry and maintain the following insurance ("Tenant's Insurance"), at its sole cost and expense: (1) 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; (2) All Risk Property/Business Interruption Insurance,
including flood and earthquake, written at replacement cost value and with a replacement cost endorsement covering all of Tenant's trade fixtures, equipment, furniture and other personal property
within the Premises ("Tenant's Property"); (3) Workers' Compensation Insurance as required by the state in which the Premises is located and in amounts as may be required by applicable statute;
and (4) Employers Liability Coverage of at least $1,000,000.00 per occurrence. Any company writing any of Tenant's Insurance shall have an A.M. Best rating of not less than
A-VIII. All Commercial General Liability Insurance policies shall name Tenant as a named

15

---

insured and Landlord (or any successor), Equity Office Properties Trust, a Maryland real estate investment trust, EOP Operating Limited Partnership, a Delaware limited partnership, Equity Office
Properties Management Corp., a Delaware corporation, and their respective members, principals, beneficiaries, partners, officers, directors, employees, and agents, and other designees of Landlord as
the interest of such designees shall appear, as additional insureds. All policies of Tenant's Insurance shall contain endorsements that the insurer(s) shall give Landlord and its designees at least
30 days' advance written notice of any change, cancellation, termination or lapse of insurance. 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 for any reason, and upon renewals at least 15 days prior to the expiration of the
insurance coverage. So long as the same is available at commercially reasonable rates, Landlord shall maintain so called All Risk property insurance on the Building at replacement cost value, as
reasonably estimated by Landlord. Except as specifically provided to the contrary, the limits of either party's' insurance shall not limit such party's liability under this Lease.

XVI.   Subrogation.

Notwithstanding anything in this Lease to the contrary, Landlord and Tenant hereby waive and shall cause their respective insurance carriers to waive any and all
rights of recovery, claim, action or causes of action against the other and their respective trustees, principals, beneficiaries, partners, officers, directors, agents, and employees, for any loss or
damage that may occur to Landlord or Tenant or any party claiming by, through or under Landlord or Tenant, as the case may be, with respect to Tenant's Property, the Building, the Premises, any
additions or improvements to the Building or Premises, or any contents thereof, including all rights of recovery, claims, actions or causes of action arising out of the negligence of Landlord or any
Landlord Related Parties or the negligence of Tenant or any Tenant Related Parties, which loss or damage is (or would have been, had the insurance required by this Lease been carried) covered by
insurance.

XVII.  Casualty Damage.



16

---



XVIII.  Condemnation.

Either party may terminate this Lease if the whole or any material part of the Premises shall be 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 Property which
would leave the remainder of the Building unsuitable for use as an office building in a manner comparable to the Building's use prior to the Taking. In order to exercise its right to terminate the
Lease, Landlord or Tenant, as the case may be, must provide written notice of termination to the other within 45 days after the terminating party first receives notice of the Taking. Any such
termination shall be effective as of the date the physical taking of the Premises or the portion of the Building or Property occurs. If this Lease is not terminated, the Rentable Square Footage of the
Building, the Rentable Square Footage of the Premises and Tenant's Pro Rata Share shall, if applicable, be appropriately adjusted. In addition, Rent for any portion of the Premises taken or condemned
shall be abated during the unexpired Term of this Lease effective when the physical taking of the portion of the Premises occurs. All compensation awarded for a Taking, or sale proceeds, shall be the
property of Landlord, any right to receive compensation or proceeds being expressly waived by Tenant. However, Tenant may file a separate claim at its sole cost and expense for Tenant's
Property and Tenant's reasonable relocation expenses, provided the filing of the claim does not diminish the award which would otherwise be receivable by Landlord. 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.

17

---

XIX.  Events of Default.

Tenant shall be considered to be in default of this Lease upon the occurrence of any of the following events of default:



XX. Remedies.



18

---



19

---



XXI.  Limitation of Liability.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS LEASE, THE LIABILITY OF LANDLORD (AND OF ANY SUCCESSOR LANDLORD) TO TENANT SHALL BE LIMITED TO THE
INTEREST OF LANDLORD IN THE PROPERTY. TENANT SHALL LOOK SOLELY TO LANDLORD'S INTEREST IN THE PROPERTY FOR THE RECOVERY OF ANY JUDGMENT OR AWARD AGAINST LANDLORD. NEITHER LANDLORD NOR ANY LANDLORD
RELATED PARTY SHALL BE PERSONALLY LIABLE FOR ANY JUDGMENT OR DEFICIENCY. BEFORE FILING SUIT FOR AN ALLEGED DEFAULT BY LANDLORD, TENANT SHALL GIVE LANDLORD AND THE MORTGAGEE(S) (DEFINED IN ARTICLE XXVI
BELOW) WHOM TENANT HAS BEEN NOTIFIED HOLD MORTGAGES (DEFINED IN ARTICLE XXVI BELOW) ON THE PROPERTY, BUILDING OR PREMISES, NOTICE AND REASONABLE TIME TO CURE THE ALLEGED DEFAULT.

XXII.  No Waiver.

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. Either party's failure to enforce its rights for a default shall not constitute a waiver of its rights regarding any subsequent default. Receipt by Landlord of
Tenant's keys to the Premises shall not constitute an acceptance or surrender of the Premises.

XXIII.  Quiet Enjoyment.

Tenant shall, and 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 and all other covenants of Landlord shall be binding upon Landlord and its successors only during its or their respective periods of ownership of the
Building, and shall not be a personal covenant of Landlord or the Landlord Related Parties.

XXIV.  Relocation.

Landlord, at its expense, at any time before or during the Term, may relocate Tenant from the Premises to reasonably comparable space ("Relocation Space") within
the Building or adjacent buildings within the same project upon 60 days' prior written notice to Tenant. From and after the date of the relocation, "Premises" shall refer to the Relocation
Space into which Tenant has been moved and the Base Rent and Tenant's Pro Rata Share shall be adjusted based on the rentable square footage of the Relocation Space. Landlord shall pay Tenant's
reasonable costs for moving Tenant's furniture and equipment and printing and distributing notices to Tenant's customers of Tenant's change of address and one month's supply of stationery showing the
new address.

20

---

XXV.  Holding Over.

Except for any permitted occupancy by Tenant under Article VIII, if Tenant fails to surrender the Premises at the expiration or earlier termination of this
Lease, occupancy of the Premises after the termination or expiration shall be that of a tenancy at sufferance. Tenant's occupancy of the Premises during the holdover 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 125% of the greater of: (1) the sum
of the Base Rent and Additional Rent due for the period immediately preceding the holdover; or (2) the fair market gross rental for the Premises as reasonably determined by Landlord.
Notwithstanding the foregoing, if such holding over continues for more than 30 days, effective as of the 31st day, holdover rent shall increase to 150% of the greater of:
(a) the sum of the Base Rent and Additional Rent due for the period immediately preceding the holdover; or (b) the fair market gross rental for the Premises as reasonably determined by
Landlord. No holdover by Tenant or payment by Tenant after the expiration or early 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. In addition to the payment of the amounts provided above, 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 30 days after Landlord notifies Tenant of Landlord's inability to
deliver possession, or perform improvements, Tenant shall be liable to Landlord for all damages, including, without limitation, consequential damages, that Landlord suffers from the holdover.

XXVI.  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 Property, 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. In lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. If requested by a
successor-in-interest to all or a part of Landlord's interest in the Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord
and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver an estoppel certificate to those parties as are reasonably requested by the other
(including a Mortgagee or prospective purchaser). The estoppel certificate shall include a statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in
full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no
default (or stating the nature of the alleged default) and indicating other matters with respect to the Lease that may reasonably be requested. 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. 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.

21

---

XXVII.  Attorneys' Fees.

If either party institutes a suit against the other for violation of or to enforce any covenant or condition of this Lease, or if either party intervenes in any
suit in which the other is a party to enforce or protect its interest or rights, the prevailing party shall be entitled to all of its costs and expenses, including, without limitation, reasonable
attorneys' fees.

XXVIII.  Notice.

If
a demand, request, approval, consent or notice (collectively referred to as a "notice") shall or may be given to either party by the other, the 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
Article I, except that if Tenant has vacated the Premises (or if the Notice Address for Tenant is other than the Premises, and Tenant has vacated such address) without providing Landlord a new
Notice Address, Landlord may serve notice in any manner described in this Article or in any other manner permitted by Law. Each notice shall be deemed to have been received or given on the
earlier to occur of actual delivery or the date on which delivery is refused, or, if Tenant has vacated the Premises or the other Notice Address of Tenant without providing a new Notice Address, 3
Business 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 in the manner described in this Article.

XXIX.  Excepted Rights.

This Lease does not grant any rights to light or air over or about the Building. Landlord excepts and reserves exclusively to itself the use of: (1) roofs,
(2) telephone, electrical and janitorial closets, (3) equipment rooms, Building risers or similar areas that are used by Landlord for the provision of Building services,
(4) rights to the land and improvements below the floor of the Premises, (5) the improvements and air rights above the Premises, (6) the improvements and air rights outside the
demising walls of the Premises, and (7) the areas within the Premises used for the installation of utility lines and other installations serving occupants of the Building. Landlord has the
right to change the Building's name or address. Landlord also has the right to make such other changes to the Property and Building as Landlord deems appropriate, provided the changes do not
materially affect Tenant's ability to use the Premises for the Permitted Use. Landlord shall also have the right (but not the obligation) to temporarily close the Building if Landlord reasonably
determines that there is an imminent danger of significant damage to the Building or of personal injury to Landlord's employees or the occupants of the Building. The circumstances under which Landlord
may temporarily close the Building shall include, without limitation, electrical interruptions, hurricanes and civil disturbances. A closure of the Building under such circumstances shall not
constitute a constructive eviction nor entitle Tenant to an abatement or reduction of Rent.

XXX.  Surrender of Premises.

At
the expiration or earlier termination of this Lease or Tenant's right of possession, Tenant shall remove Tenant's Property (defined in Article XV) from the Premises, and quit
and surrender the Premises to Landlord, broom clean, and in good order, condition and repair, ordinary wear and tear excepted. Tenant shall also be required to remove the Required Removables in
accordance with Article VIII. If Tenant fails to remove any of Tenant's Property within 2 Business Days after the termination of this Lease or of 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 for Tenant's Property. In addition,

22

---

if Tenant fails to remove Tenant's Property from the Premises or storage, as the case may be, within 30 days after written notice, Landlord may deem all or any part of Tenant's Property to be
abandoned, and title to Tenant's Property shall be deemed to be immediately vested in Landlord.

XXXI.  Miscellaneous.





23

---



24

---



XXXII.  Entire Agreement.

This Lease, including the following exhibits and attachments which are hereby incorporated into and made a part of this Lease, constitute the entire agreement
between the parties and supersede all prior agreements and understandings related to the Premises, including all lease proposals, letters of intent and other documents: Exhibit A(Outline and
Location of Premises),Exhibit B(Building Rules and
Regulations),Exhibit C(Intentionally Omitted),Exhibit D(Intentionally Omitted), Exhibit E(Intentionally Omitted) andExhibit F(Parking Agreement).

25

---

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

| |  | LANDLORD:                                                               |  |                                                                                   
| |  | ----------------------------------------------------------------------- |  | ----------------------------------------------------------------------------------
| |  | EOP-150 CALIFORNIA STREET, L.L.C., a Delaware limited liability company
| |  | By:                                                                     |  | EOP Operating Limited Partnership, a Delaware limited partnership, its sole member
| |  |                                                                         |  | By:                                                                               
| |  |                                                                         |  |                                                                                   
| |  |                                                                         |  |                                                                                   
| |  |                                                                         |  |                                                                                   
| |  | TENANT:                                                                
| |  | TENFOLD CORPORATION, a Delaware corporation                            
| |  | By:                                                                     |  |                                                                                   
| |  | Name:                                                                   |  |                                                                                   
| |  | Title:                                                                  |  |                                                                                   

26

---

EXHIBIT A

OUTLINE AND LOCATION OF PREMISES

This Exhibit is attached to and made a part of the Lease by and betweenEOP-150 CALIFORNIA STREET, L.L.C., a Delaware
limited liability company("Landlord") andTENFOLD CORPORATION, a Delaware corporation("Tenant") for space in the Building
located at 150 California Street, San Francisco, California.

1

---

EXHIBIT B

BUILDING RULES AND REGULATIONS

1

---

EXHIBIT C

1

---

EXHIBIT D

1

---

EXHIBIT E

1

---

EXHIBIT F

1

---

QuickLinks