# EXHIBIT 10.8

# DEED OF LEASEby and between
COPT SUNRISE, LLCandINFODATA SYSTEMS, INC.(ONE DULLES TECHNOLOGY CENTER, SUITE 500)

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# DEED OF LEASE 
COPT SUNRISE, LLCINFODATA SYSTEMS INC.

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# DEED OF LEASE

THIS
DEED OF LEASE (this Lease) made as of the 1st day of November, 2003, by
and betweenCOPT SUNRISE, LLC(the Landlord) and INFODATA SYSTEMS
INC. (the Tenant), witnesseth that the parties hereby agree as follows:

W I T N E S S E T H:

THAT
FOR AND IN CONSIDERATION of the mutual covenants and agreements herein contained, the
parties hereto do hereby covenant and agree as follows:

1.        Definitions
and Attachments.

1.1
         Certain
Defined Terms.

| | 1.1.1 | Buildingmeans
the office building known as One Dulles Technology Center, located at 13454 Sunrise
Valley Drive, Herndon, Virginia, which is located within Fairfax County, Virginia.
| | ----- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 1.1.2 | Rentable
Area of the Building means 113,093 rentable square feet, subject to adjustment in
accordance with BOMA standards.
| | ----- | ----------------------------------------------------------------------------------------------------------------------------

| | 1.1.3 | Premises means
that portion of the Building located on the fifth floor designated as Suite 500 described
on the schedule attached hereto as Exhibit Aand made a part hereof.
| | ----- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 1.1.4 | Rentable
Area of the Premises means 14,000 rentable square feet.
| | ----- | ------------------------------------------------------------------

| | 1.1.5 | Annual
Base Rent means the amount set forth on the following schedule:
| | ----- | ------------------------------------------------------------------------

|Lease Year      | Annual Base Rent | Monthly Installments of Annual Base Rent
and Monthly Furniture & Equipment Rent
|--------------- | ---------------- | -------------------------------------------------------------------------------
|Commencement    |                  |                                                                                
|Date--7/31/04   |                  |                                                                                
|8/1/04--7/31/05 |                  |                                                                                
|8/1/05--7/31/06 |                  |                                                                                
|8/1/06--7/31/07 |                  |                                                                                
|8/1/07--7/31/08 |                  |                                                                                
|8/1/08--7/31/09 |                  |                                                                                

| | 1.1.6 | "Tenant
Notice Address" means
| | ----- | -----------------------------

| |  | Infodata Systems
Inc. 13454 Sunrise Valley Drive, Suite 500
Herndon, Virginia 20171 Attn:
Norman F. WelschTelephone (703) 773-4841 Telecopier (703) 773-1218
| |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | With a copy to:
| |  | ---------------

| |  | Foley & Lardner
3000 K Street, N.W., Suite 500Washington, D.C. 20007Attn:  Jay W. Freedman, Esq.
Telephone: (202) 672-5300Telecopier: (202) 672-5399
| |  | ----------------------------------------------------------------------------------------------------------------------------------------------------

1.2
         Additional Defined Terms.

The
following additional terms are defined in the places in this Lease noted below:

|                                     | 
|------------------------------------ | 
|Term                                 | 
|"ADA"                                | 
|"Applicable Laws"                    | 
|"Commencement Date"                  | 
|"Default Rate"                       | 
|"Furniture & Audio-Visual Equipment" | 
|"Hazardous Material"                 | 
|"HVAC"                               | 
|"Mortgagee"                          | 
|"Normal Business Hours"              | 
|"Property"                           | 
|"Security Deposit"                   | 
|"Successor"                          | 
|"Term"                               | 

1.3
         Attachments.

The following
documents are attached hereto, and such documents, as well as all drawings and documents
prepared pursuant thereto, shall be deemed to be a part hereof, with the term
Lease as used herein being deemed to include all such Exhibits:

|            | 
|----------- | 
|Exhibit "A" | 
|Exhibit "B" | 
|Exhibit "C" | 
|Exhibit "D" | 
|Exhibit "E" | 
|Exhibit "X" | 
|Exhibit "Y" | 

2.        Demise.
Landlord hereby leases unto Tenant, and Tenant does hereby rent           from Landlord
the Premises. In addition thereto, Tenant shall have the right to           use, on a
non-exclusive basis, and in common with the other tenants of the           Building the
Common Areas of the Building (as that term is defined in Section           6.2.4 hereof).

3.        Term.
Subject to the other provisions of this Section 3, this Lease shall           commence as
of November 1, 2003 (the Commencement Date) and shall           expire on
July 31, 2009 (the Term). Landlord acknowledges that           Tenant is
currently occupying the Premises on a temporary basis as a result of           the breach
without cure by BAAN U.S.A., Inc. (Baan), of each of that           certain
master Office Lease, dated February 1999, by and between Baan and a           predecessor
of the Landlord (the Master Lease), and that certain           Sublease
Agreement dated March 28, 2003 (the Sublease) by and           between Baan,
as Sublandlord, and Tenant, as Subtenant, and pursuant to such           breach by Baan
of each of the Master Lease and the Sublease, the Landlord has           directed the
Tenant to pay directly to the Landlord the rent which the Tenant           was previously
paying to Baan under the Sublease. Notwithstanding anything           contained in this
Lease to the contrary, in the event the Landlord and Tenant           execute this Lease,
then subject to Landlord performing its duties hereunder,           (i) Tenant will
execute a release of Baan in the form attached hereto as Exhibit           X and
terminate the Sublease due to such uncured breach of the           Sublease by Baan, and
(ii) this Lease will become effective between Landlord and           Tenant.

4.        Intentionally
Deleted.

5.        Use.
Tenant covenants that it shall use and occupy the Premises           continuously during
the Term of this Lease solely for general office purposes in           accordance with
applicable zoning regulations and for no other purpose. For           purposes of this
Lease, the term general office use shall not           include use as a
school, college, university or educational institution of any           type, use for any
purpose which is not consistent with the operation of the           Building as a
first-class office building, use as an recruitment or temporary           help service or
agency, or any use involving regular traffic by the general           public. Tenant
acknowledges that (a) violation of the foregoing continuous           occupancy and use
covenant shall be a material breach of this Lease, and (b)           Landlord considers
such continuous use and occupancy covenant a valuable           contractual interest with
which no other landlord should interfere by attempting           to induce Tenant to move
to another building. Tenant recognizes that its           occupancy of the Premises
continuously throughout the Term of this Lease           provides Landlord a significant
benefit in the perception of the Building by           other prospective tenants who will
negotiate with Landlord for space in the           Building in the future as well as the
perception of other existing tenants who           will be negotiating with Landlord to
renew their leases and remain in the           Building.

6         Rent.

6.1
         Base Rent.  As rent for the Premises during each year of the Term, Tenant
shall pay to Landlord an Annual Base Rent and Furniture and Equipment Rent (as defined
and provided in Section 52 of this Lease), in aggregate equal monthly installments, in
advance on the first day of each calendar month during the Term, and without deduction,
setoff or demand in accordance with the schedule set forth in Section 1.1.5 above.  In
addition to the Base Rent, if the Term should commence on a day other than the first day
of a calendar month, Tenant shall pay to Landlord upon the Commencement Date, a sum
equaling that percentage of the monthly rent installment which equals the percentage of
such calendar month falling within the Term.

6.2
         Payments.  All payments or installments of any rent hereunder and all sums
whatsoever due under this Lease (including but not limited to court costs and attorneys fees)
shall be deemed rent and shall be paid to Landlord at the address designated by Landlord.
If any amount of Annual Base Rent or additional rent shall remain unpaid for five (5)
calendar days after the receipt by Tenant of written notice from Landlord (provided,
that, in no event shall Landlord be required to give Tenant more than two (2) notices in
any twelve (12) month period), then Tenant shall pay Landlord, without notice or demand,
a late charge equal to the greater of (i) $35.00 and (ii) five percent (5%) of the such
overdue amount to partially compensate Landlord for its administrative costs in
connection with such overdue payment; which administrative costs Tenant expressly
acknowledges are reasonable and do not constitute a penalty. In addition, such overdue
amounts shall bear interest at the rate of 18% per annum (but not more than the maximum
allowable legal rate applicable to Tenant) (the Default Rate) until paid.
Additionally, if any of Tenants checks for payment of rent or additional rent are
returned to Landlord for insufficient funds, Tenant shall pay to Landlord as additional
rent the greater of (i) $50.00 or (ii) the amount of actual charges incurred by Landlord,
for each such check returned for insufficient funds, and if two or more of Tenants
checks in payment of rent or additional rent due hereunder are returned for insufficient
funds in any calendar year, Landlord reserves the right upon ten (10) days advance
written notice to Tenant to thereafter require Tenant to pay all rent and additional rent
and other sums whatsoever due under this Lease by wire transfer of funds, in cash, by
money order or by certified check or cashiers check.   If an attorney is
employed to enforce the rights of Landlord or Tenant under this Lease, then the
non-prevailing party, shall pay all reasonable fees and expenses of such attorney of the
prevailing party whether or not legal proceedings are instituted by the prevailing party,
with the term prevailing party as used in this Section 6.2 being deemed to
include but not be limited to the requesting party that is successful in causing the
other party to comply with the request/demand of the requesting party. Time is of the
essence in this Lease.

7.        Requirements
of Applicable Law. Landlord warrants that on the           Commencement Date, the
Premises shall comply with all applicable laws,           ordinances, rules and
regulations of governmental authorities having           jurisdiction over the Property (Applicable
Laws). Tenant, at its           sole cost and expense, shall thereafter comply
promptly with all Applicable Laws           now in force or which may hereafter be in
force, which impose any duty upon           Tenant with respect to the use, occupancy or
alteration of the Premises or any           part thereof and for the prevention of fires;
provided, however, that (i) Tenant           shall not be liable to comply with any
Applicable Laws which impose a duty on           Landlord and not Tenant, (ii) in the
case of any Applicable Laws that impose a           duty on each of Landlord and Tenant,
then Tenant shall only be required to           comply with the duties imposed on Tenant
by such Applicable Laws, and (iii) in           all cases, it shall be the duty of
Landlord and not Tenant to correct all           structural defects in the Building
necessary to comply with Applicable Laws, and           make all repairs, changes or
alterations necessary because the Building was not           constructed in compliance
with any of the Applicable Laws in the event the           Building is not then in
compliance with all Applicable Laws.

8.        Certificate
of Occupancy. Tenant shall not use or occupy the Premises in           violation of
any certificate of occupancy, non-residential use permit, other           permit, or any
other governmental consent issued for the Building. If any           governmental
authority, after the commencement of the Term, shall contend or           declare that
the Premises is being used for a purpose which is in violation of           such
certificate of occupancy, non-residential use permit, other permit, or           consent,
then Tenant shall, upon five (5) days notice from Landlord,           immediately
discontinue such use of the Premises. If thereafter the governmental           authority
asserting such violation threatens, commences or continues criminal or           civil
proceedings against Landlord for Tenants failure to discontinue such           use,
in addition to any and all rights, privileges and remedies given to           Landlord
under this Lease for default therein, Landlord shall have the right to
          terminate this Lease forthwith. Tenant shall indemnify and hold Landlord
          harmless of and from any and all liability for any such violation or
violations.

9.        Contest-Statute,
Ordinance, Etc. Tenant may, after notice to Landlord, by           appropriate
proceedings conducted promptly at Tenants own expense in           Tenants
name and whenever necessary in Landlords name, contest in           good faith the
validity or enforcement of any such statute, ordinance, law,           order, regulation
or requirement and may similarly contest any assertion of           violation of any
certificate of occupancy, non-residential use permit, other           permit, or any
consent issued for the Building. Tenant may, pending such           contest, defer
compliance therewith if, in the opinion of counsel for Landlord,           such deferral
shall not subject either Landlord or the Premises or the Property           (or any part
thereof) to any penalty, fine or forfeiture, and if Tenant shall           post a bond
with corporate surety approved by Landlord sufficient, in           Landlords
opinion, fully to indemnify Landlord from loss.

10.        Tenants
Improvements. Tenant shall make such non-structural           improvements to the
Premises as it may deem necessary at its sole cost and           expense. Tenant shall
not make any alterations, decorations, installations,           additions or improvements
to the Premises, including but not limited to, the           installation of any
fixtures, amenities, equipment, appliances, or other           apparatus, without Landlords
prior written consent, and then only by           contractors or mechanics employed or
approved by Landlord. All such work,           alterations, decorations, installations,
additions or improvements shall be done           at Tenants sole expense and at
such times and in such manner as Landlord           may from time to time designate.
Landlords consent to and/or approval of           Tenants plans and
specifications for the aforesaid improvements shall           create no responsibility or
liability on the part of Landlord for their           completeness, design sufficiency,
or compliance with all laws, rules and           regulations of governmental agencies or
authorities. All alterations,           decorations, installations, additions or
improvements made by either of the           parties hereto upon the Premises, except
movable office furniture put in at the           expense of Tenant and other items as
mutually agreed upon in writing, shall be           the property of Landlord and shall
remain upon and be surrendered with the           Premises at the termination of this
Lease without molestation or injury. Upon           request by Landlord, Tenant, at Tenants
expense, shall remove from the           Premises upon the termination of this Lease, (i)
the walls and doors of the           security storage room in the Premises and repair any
damage caused by such           removal by Tenant of such walls and doors, and (ii) any
and all special           improvements made by Tenant in the Premises after the date of
this Lease if           Landlord notified Tenant in writing at the time of the approval
by Landlord of           such special improvements that Tenant would be required to
remove such special           improvements from the Premises upon the termination of this
Lease. Tenant shall           repair any damage caused by Tenant vacating the Premises.
Except as provided in           the two immediately preceding sentences, Tenant shall not
be liable for any           costs associated with any restoration of the Premises to the
condition in which           it existed at any other time. If Tenant fails to remove any
such items, Landlord           shall have the right, but not the obligation, to remove
and dispose of such           items, and restore the Premises accordingly and Tenant
shall reimburse Landlord           for the actual costs paid by Landlord for such
removal, disposal and restoration           within thirty (30) days after receipt of an
invoice therefore, together with           interest at the Default Rate, which shall
accrue from the date the costs were           actually paid by Landlord.

11.        Repairs
and Maintenance.

11.1
         Tenant's Care of the Premises and Building.  
 During the Term Tenant shall:

| | (i)                 keep
the interior of the Premises and the fixtures, appurtenances and           improvements
therein in good order, condition and repair, with the definition of           the interior
of the Premises for all purposes under this Lease being           the areas located
from (i) the carpeting on the floor and above such surface           within the Premises,
(ii) the painted surface of the drywall or wall covering           material exposed
within the Premises, and (iii) the surface of the ceiling           exposed to the
interior of the Premises and below such surface within the           Premises;
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (ii)                 make
repairs and replacements to the interior of the Premises required because           of
Tenants misuse or primary negligence, except to the extent that the
          repairs or replacements are covered by Landlords insurance as required
          hereunder;
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (iii)                 repair
and replace special equipment or decorative treatments installed from and           after
the date of this Lease by Tenant or by a third-party contractor at           Tenants
request and that serve the Premises only, except to the extent the           repairs or
replacements are needed because of Landlords misuse or primary
          negligence, and are not covered by Tenants insurance as required
          hereunder;
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (iv)                 pay
for all damage to the Building, its fixtures and appurtenances, as well as           all
damages sustained by Tenant or occupants of the Building due to any waste,
          misuse or neglect of the Premises, its fixtures and appurtenances by Tenant,
          except to the extent that the repair of such damage is covered by
          Landlords insurance as required hereunder to the extent that Landlord
          actually receives proceeds therefrom; and
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (v)                 not
commit waste.
| | -------------------------------------

In
addition Tenant shall not place a load upon any floor of the Premises exceeding the floor
load per square foot area which such floor was designed to carry and which may be allowed
under Applicable Laws. Landlord reserves the right to prescribe the weight and position of
all heavy equipment brought onto the Premises and prescribe any reinforcing required under
the circumstances, all such reinforcing to be at Tenants expense.

11.2
         Landlords Repairs. Except for the repairs and replacements that Tenant is
required to make pursuant to Section11.1 above, Landlord shall make all other
repairs and replacements to the Premises, Common Areas and Building (including Building
fixtures and equipment) as shall be reasonably deemed necessary to maintain the Building
in a condition comparable to other comparable office buildings in the Dulles Suburban
Center. This maintenance shall include the roof, foundation, exterior walls, interior
structural walls, all structural components, and all systems such as mechanical,
electrical, HVAC (including but not limited to the computer server room located in the
Premises), and plumbing. The costs associated with such repairs, maintenance and
replacements shall be paid solely by Landlord.. There shall be no allowance to Tenant for
a diminution of rental value, no abatement of rent, and no liability on the part of
Landlord by reason of inconvenience, annoyance or injury to business arising from
Landlord, Tenant or others making any repairs or performing maintenance as provided for
herein, unless such repairs or maintenance are a result of the negligence of Landlord or
its employees, agents or contractors.

11.3
         Time for Repairs. Repairs or replacements required pursuant to Section 11.1and
11.2 above shall be made within a reasonable time (depending on the nature of the
repair or replacement needed  generally no more than fifteen (15) days) after
receiving notice or having actual knowledge of the need for a repair or replacement, or
such longer period as is reasonably necessary under the circumstances.

11.4
         Surrender of the Premises.
Upon the termination of this Lease, without the need for prior notice from Landlord,
Tenant shall surrender the Premises to Landlord in the same broom clean condition that
the Premises were in on the Commencement Date except for:

| | (i)                 ordinary
wear and tear;
| | -------------------------------------------

| | (ii)                 damage
by the elements, fire, and other casualty unless Tenant would be required           to
repair under the provisions of this Lease;
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (iii)                 damage
arising from any cause not required to be repaired or replaced by Tenant;           and
| | --------------------------------------------------------------------------------------------------------------------

| | (iv)                 alterations
as permitted by this Lease unless consent was conditioned on their           removal.
| | ----------------------------------------------------------------------------------------------------------------------

On
surrender Tenant shall remove from the Premises its personal property, trade fixtures and
any alterations required to be removed pursuant to the terms of this Lease and repair any
damage to the Premises caused by this removal. Any items not removed by Tenant as required
above shall be considered abandoned. Landlord may dispose of abandoned items as Landlord
chooses and bill Tenant for the actual, reasonable cost of their disposal.

12.        Conduct
on Premises. Tenant shall not do, or permit anything to be done           in the
Premises, or bring or keep anything therein which shall, in any way,           increase
the rate of fire insurance on the Building, or invalidate or conflict           with the
fire insurance policies on the Building, fixtures or on property kept           therein,
or obstruct or interfere with the rights of Landlord or of other           tenants, or in
any other way injure or annoy Landlord or the other tenants, or           subject
Landlord to any liability for injury to persons or damage to property,           or
interfere with the good order of the Building, or conflict with Applicable
          Laws, or the recommendations of any insurance company or insurance rating
          organization. Tenant agrees that any increase of fire insurance premiums on the
          Building or contents caused by the occupancy of Tenant and any expense or cost
          incurred in consequence of negligence or carelessness or the willful action of
          Tenant, Tenants employees, agents, servants, or invitees shall, as they
          accrue be added to the rent heretofore reserved and be paid as a part thereof;
          and Landlord shall have all the rights and remedies for the collection of same
          as are conferred upon Landlord for the collection of rent provided to be paid
          pursuant to the terms of this Lease.

13.        Insurance.

13.1
         Tenants Insurance. Tenant shall keep in force at its own expense, so long as
this Lease remains in effect, (a) public liability insurance, including insurance against
assumed or contractual liability under this Lease, with respect to the Premises, to
afford protection with limits, per person and for each occurrence, of not less than Two
Million Dollars ($2,000,000), combined single limit, with respect to personal injury and
death and property damage, such insurance to provide for only a reasonable deductible,
(b) all-risk property and casualty insurance, including theft, written at replacement
cost value and with replacement cost endorsement, covering all of Tenants personal
property in the Premises whether pursuant to the terms of Section 10, or
otherwise, such insurance to provide for only a reasonable deductible, (c) if, and to the
extent, required by law, workmens compensation or similar insurance offering
statutory coverage and containing statutory limits, and (d) business interruption
insurance in an amount sufficient to reimburse Tenant for loss of earnings attributable
to prevention of access to the Building or the Premises for a period of at least twelve
(12) months. Such policies shall be maintained in companies and in form reasonably
acceptable to Landlord and shall be written as primary policy coverage and not
contributing with, or in excess of, any coverage which Landlord shall carry. Tenant shall
deposit the policy or policies of such required insurance or certificates thereof with
Landlord prior to the Commencement Date, which policies shall name Landlord or its
designee and, at the request of Landlord, its mortgagees, as additional insured and shall
also contain a provision stating that such policy or policies shall not be canceled
except after thirty (30) days written notice to Landlord or its designees. All such
policies of insurance shall be effective as of the date Tenant occupies the Premises and
shall be maintained in force at all times during the Term of this Lease and all other
times during which Tenant shall occupy the Premises. Any insurance required of Tenant
hereunder may be furnished by Tenant under a blanket policy carried by it, provided that
such blanket policy shall contain an endorsement that names Landlord as an additional
insured, specifically references the Premises, and guarantees a minimum limit available
for the Premises equal to or greater than the insurance amounts required under this
Section 13.

In
addition to the foregoing insurance coverage, Tenant shall require any contractor
retained by it to perform work on the Premises to carry and maintain, at no expense to
Landlord, during such times as contractor is working in the Premises, a non-deductible
(i) comprehensive general liability insurance policy, including, but not limited to,
contractors liability coverage, contractual liability coverage, completed
operations coverage, broad form property damage endorsement and contractors
protective liability coverage, to afford protection with limits per person and for each
occurrence, of not less than Two Hundred Thousand Dollars ($200,000.00), combined single
limit, with respect to personal injury and death and property damage, such insurance to
provide for no deductible, and (ii) workmens compensation insurance or similar
insurance in form and amounts as required by law.

13.2
         Landlords Insurance. Landlord shall keep in force at its own expense (a)
contractual and comprehensive general liability insurance, including public liability and
property damage, with a minimum combined single limit of liability of Two Million Dollars
($2,000,000.00) for personal injuries or death of persons occurring in or about the
Building and Premises, and (b) all-risk property and casualty insurance written at
replacement cost value covering the Building and all of Landlords improvements in
and about same.

14.        Rules
and Regulations. Tenant shall be bound by the rules and regulations           set
forth on the schedule attached hereto as Exhibit B and           made
a part hereof. Landlord shall have the right, from time to time, to issue
          additional or amended rules and regulations regarding the use of the Building,
          so long as the rules shall be reasonable and non-discriminatory between tenants
          and do not materially interfere with Tenants use of the Premises. When so
          issued the same shall be considered a part of this Lease and Tenant covenants
          that the additional or amended rules and regulations shall likewise be
          faithfully observed by Tenant, the employees of Tenant and all persons invited
          by Tenant into the Building, provided, that the additional or amended rules are
          made applicable to all office tenants similarly situated as Tenant. Landlord
          shall not be liable to Tenant for the violation of any of the rules and
          regulations, or the breach of any covenant or condition in any lease, by any
          other tenant in the Building. Landlord hereby accepts and approves the Premises
          and Tenants occupancy thereof in its present condition, which includes
          vending machines, window blinds, and special wiring, HVAC and utilities located
          in the Premises; provided, however, that Tenant shall remove all vending
          machines from the Premises at the expiration or earlier termination of the
Term.

15.        Mechanics Liens.
Tenant shall not do or suffer to be done any act,           matter or thing whereby Tenants
interest in the Premises, or any part           thereof, may be encumbered by any
mechanics lien. Tenant shall discharge,           or bond off, within ten (10) days
after the date of filing, any mechanics          liens filed against Tenants
interest in the Premises, or any part thereof,           purporting to be for labor or
material furnished or to be furnished to Tenant.           Landlord shall not be liable
for any labor or materials furnished or to be           furnished to Tenant upon credit,
and no mechanics or other lien for labor           or materials shall attach to or
affect the reversionary or other estate or           interest of Landlord in and to the
Premises, or the Property.

16.        Tenants
Failure to Repair.  In the event that Tenant fails           after reasonable
prior written notice from Landlord, to keep the Premises in a           good state of
condition and repair pursuant to Section 11 above, or to do           any act or
make any payment required under this Lease or otherwise fails to           comply
herewith, Landlord may, at its option (but without being obliged to do           so)
immediately, or at any time thereafter and without notice, perform the same           for
the account of Tenant, including the right to enter upon the Premises at all
          reasonable hours to make such repairs, or do any act or make any payment or
          compliance which Tenant has failed to do, and upon demand, Tenant shall
          reimburse Landlord for any such expense incurred by Landlord including but not
          limited to any costs, damages and counsel fees. Any moneys expended by
Landlord,           as aforesaid, shall be deemed additional rent, collectible as such by
Landlord.           All rights given to Landlord in this Section shall be in addition to
any other           right or remedy of Landlord herein contained.

17.        Property
 Loss, Damage. Landlord, its agents and employees shall           not be liable
to Tenant for (i) any damage or loss of property of Tenant placed           in the
custody of persons employed to provide services for or stored in or about           the
Premises and/or the Building, unless such damage or loss is the result of           the
negligence of Landlord or its employees, agents or contractors,and           (ii) interference
with the light, air, or other incorporeal hereditaments           of the Premises.

18.        Destruction
 Fire or Other Casualty. In case of partial damage to           the Premises by
fire or other casualty insured against by Landlord, Tenant shall           give immediate
notice thereof to Landlord, who shall thereupon cause damage to           all property
owned by it to be repaired with reasonable speed at expense of           Landlord, to the
extent of insurance proceeds actually received by Landlord, due           allowance being
made for reasonable delay which may arise by reason of           adjustment of loss under
insurance policies on the part of Landlord and/or           Tenant, and for reasonable
delay on account of labor troubles or any           other cause beyond
Landlords control, and to the extent that the Premises           are rendered
untenantable the rent shall proportionately abate from the date of           such
casualty, provided the damage above mentioned occurred without the fault or
          neglect of Tenant, Tenants servants, employees, agents or visitors.           If
such partial damage is due to the fault or neglect of Tenant, or           Tenants
servants, employees, agents, or invitees, the damage shall be           repaired by
Landlord to the extent of Landlords insurance coverage, but           there shall
be no apportionment or abatement of rent.  In the event the           damage shall
be so extensive to the whole Building as to render it uneconomical,           in Landlords
opinion, to restore for its present uses and Landlord shall           decide not to
repair or rebuild the Building, this Lease, at the option of           Landlord, shall be
terminated upon written notice to Tenant and the rent shall,           in such event, be
paid to or adjusted as of the date of such damage, and the           terms of this Lease
shall expire by lapse of time and conditional limitation           upon a date which is
mutually acceptable to Landlord and Tenant, which date is           no sooner than thirty
(30) days after the date upon which Tenant receives           written notice thereof from
Landlord, and Tenant shall thereupon vacate the           Premises and surrender the same
to Landlord, but no such termination shall           release Tenant from any liability to
Landlord arising from such damage or from           any breach of the obligations imposed
on Tenant hereunder, or from any           obligations accrued hereunder prior to such
termination.

19.        Eminent
Domain.  If (1) the whole or more than twenty-five percent (25%) of the floor
area of the Premises shall be taken or condemned by Eminent Domain for any public or
quasi-public use or purpose, and either party shall elect, by giving written notice to
the other, or (2) more than twenty-five percent (25%) of the floor area of the Building
shall be so taken, and Landlord shall elect, in its sole discretion, by giving written
notice to Tenant, any written notice to be given not more than sixty (60) days after the
date on which title shall vest in such condemnation proceeding, to terminate this Lease,
then, in either such event, the Term of this Lease shall cease and terminate as of the
date of title vesting.  In case of any taking or condemnation, whether or not the
Term of this Lease shall cease and terminate, the entire award shall be the property of
Landlord, and Tenant hereby assigns to Landlord all its right, title and interest in and
to any such award, except that Tenant shall be entitled to claim, prove and receive in
the proceedings such awards as may be allowed for moving expenses, loss of profit and
fixtures and other equipment installed by it which shall not, under the terms of this
Lease, be or become the property of Landlord at the termination hereof, but only if such
awards shall be made by the condemnation, court or other authority in addition to, and be
stated separately from, the award made by it for the Property or part thereof so taken.

20.        Assignment.
So long as Tenant is not in default of any of the terms and conditions hereof, after the
giving of all required notices and the expiration of all cure periods, Landlord shall not
unreasonably withhold its consent to an assignment of this Lease or sublease of the
Premises for any of the then remaining portion of the unexpired Term provided: (i) the
net assets of the assignee or sublessee shall not be less than the net assets of Tenant
at the time of the signing of this Lease; (ii) in the event of an assignment, such
assignee shall assume in writing all of Tenants obligations under this Lease; (iii)
in the event of a sublease, such sublease shall in all respects be subject to and in
conformance with the terms of this Lease; and (iv) in all events Tenant continues to
remain liable on this Lease for the performance of all terms, including but not limited
to, payment of all rent due hereunder. Landlord and Tenant acknowledge and agree that it
shall not be unreasonable for Landlord to withhold its consent to an assignment if in
Landlords sole business judgment, the assignee lacks sufficient business experience
or net worth to successfully operate its business within the Premises in accordance with
the terms, covenants and conditions of this Lease. If this Lease be assigned, or if the
Premises or any part thereof be sublet or occupied by anybody other than Tenant, Landlord
may, after default by Tenant, collect rent from the assignee, subtenant or occupant and
apply the net amount collected to the rent herein reserved, but no such collection shall
be deemed a waiver of this covenant, or the acceptance of the assignee, subtenant or
occupant as tenant, or a release of Tenant from the further observance and performance by
Tenant of the covenants herein contained. In addition, in the event of a proposed
assignment, Landlord shall have the right, but not the obligation, to terminate this
Lease by giving Tenant thirty (30) days advance written notice (Landlords
Termination Notice); provided, however, that Tenant shall have the right to
abrogate Landlords Termination Notice by notifying Landlord within ten (10) days
after receipt of Landlords Termination Notice of the withdrawal of the request for
consent to the assignment. For purposes of the foregoing, a transfer by operation of law
or transfer of a controlling interest in Tenant as same exists as of the date hereof,
shall be deemed to be an assignment of this Lease; provided, however, that a transfer of
a controlling interest in Tenant through the purchase or sale of Tenants publicly
traded securities shall not be deemed to be a transfer for which the consent of Landlord
is required. No assignment or sublease, regardless of whether Landlords consent has
been granted or withheld, shall be deemed to release Tenant from any of its obligations
nor shall the same be deemed to release any person guaranteeing the obligations of Tenant
hereunder from their obligations as guarantor. Landlords acceptance of any name
submitted by Tenant, an agent of Tenant, or anyone acting by, through or under Tenant for
the purpose of being listed on the Building directory will not be deemed, nor will it
substitute for, Landlords consent, as required by this Lease, to any sublease,
assignment, or other occupancy of the Premises by anyone other than Tenant or Tenants
employees. Fifty percent (50%) of any profit or additional consideration or rent in
excess of the Base Rent or additional rent payable by Tenant hereunder which is payable
to Tenant as a result of any assignment or subletting shall be paid to Landlord as
additional rent when received by Tenant. All the foregoing notwithstanding, Tenant shall
not enter into any lease, sublease, license, concession or other agreement for the use,
occupancy or utilization of the Premises or any portion thereof, which provides for a
rental or other payment for such use, occupancy or utilization based in whole or in part
on the income or profits derived by any person or entity from the property leased, used,
occupied or utilized. Any such purported lease, sublease, license, concession or other
agreement shall be absolutely void and ineffective as a conveyance of any right or
interest in the possession, use or occupancy of any part of the Premises. Any consent by
Landlord hereunder shall not constitute a waiver of strict future compliance by Tenant
with the provisions of this Section 20. In no event shall the proposed assignee or
sublessee be occupying other space in the Building, nor shall it be a prospective tenant
either then negotiating with Landlord or has negotiated with Landlord for premises within
the prior six (6) month period. Notwithstanding anything to the contrary contained in
this Section 20, assignment or subletting of the Premises to a parent, subsidiary
or affiliate of Tenant (collectively, Affiliate), whether by merger,
succession or consolidation, a joint venture or partnership in which Tenant, or its
Affiliate, is a general partner or in connection with a public offering of the capital
stock, shall not require Landlords prior approval under the terms of this lease or
otherwise; provided, however, that Tenant shall notify Landlord in writing within thirty
(30) days after the effective date of such assignment or sublease, along with a true and
complete copy of the sublease or assignment document, and Tenant shall remain liable
under the terms hereof if Tenant exercises its rights under this paragraph to the extent
it survives such corporate event. In the event of any transfer of this Lease to an entity
which is not an Affiliate of Tenant or otherwise pursuant to the immediately preceding
sentence, then in addition to all other terms of this Lease the Landlord and the
transferee also shall be subject to the Waiver of Subrogation clause set forth in Exhibit
Y to this Lease.

21.        Default;
Remedies; Bankruptcy of Tenant.  Any one or more of the following events shall
constitute an Event of Default hereunder, at Landlords election:  (a)
the sale of Tenants interest in the Premises under attachment, execution or similar
legal process or, the adjudication of Tenant as a bankrupt or insolvent, unless such
adjudication is vacated within thirty (30) days; (b) the filing of a voluntary petition
proposing the adjudication of Tenant (or any guarantor of Tenants obligations
hereunder) as a bankrupt or insolvent, or the reorganization of Tenant (or any such
guarantor), or an arrangement by Tenant (or any such guarantor) with its creditors,
whether pursuant to the Federal Bankruptcy Code or any similar federal or state
proceeding, unless such petition is filed by a party other than Tenant (or any such
guarantor) and is withdrawn or dismissed within thirty (30) days after the date of its
filing; (c) the admission, in writing, by Tenant (or any such guarantor) of its inability
to pay its debts when due; (d) the appointment of a receiver or trustee for the business
or property of Tenant (or any such guarantor), unless such appointment is vacated within
thirty (30) days of its entry; (e) the making by Tenant (or any such guarantor) of
an assignment for the benefit of its creditors, or if, in any other manner, Tenants
interest in this Lease shall pass to another by operation of law; (f) the failure of
Tenant to pay any rent, additional rent or other sum of money when due and such failure
continues for a period of ten (10) days after receipt by Tenant of written notice from
Landlord that the same is past due hereunder;(g) if Tenant fails to pay any rent
or additional rent when due after Landlord shall have given Tenant written notice with
respect to such non-payment twice in any twelve (12) month period as provided in
subsection (f) above; (h) Tenant shall abandon and/or vacate the Premises; and (i) the
default by Tenant in the performance or observance of any covenant or agreement of this
Lease (other than a default involving the payment of money), which default is not cured
within thirty (30) days after the giving of notice thereof by Landlord, unless such
default is of such nature that it cannot be cured within such thirty (30) day period, in
which case no Event of Default shall occur so long as Tenant shall commence the curing of
the default within such thirty (30) day period and shall thereafter diligently prosecute
the curing of same.

Upon
the occurrence and continuance of an Event of Default, Landlord, with such notice to
Tenant as provided for by law or as expressly provided for herein, may do any one or more
of the following:  (a) subject to the priority rights of any lenders providing
financing to Tenant at any time from and after the date of this Lease, which financing is
secured by Tenants personal property at the Premises, and with Landlords right
being limited to only a monetary Event of Default, sell, at public or private sale, all or
any part of the goods, chattels, fixtures and other personal property belonging to Tenant
which are or may be put into the Premises during the Term, whether or not exempt from sale
under execution or attachment (it being agreed that the property shall at all times during
an on-going monetary Event of Default, but subject to the priority rights of any lenders
providing financing to Tenant, be bound with a lien in favor of Landlord and shall be
chargeable for all rent and for the fulfillment of the other covenants and agreements
herein contained), and apply the proceeds of such sale, first, to the payment of all costs
and expenses of conducting the sale or caring for or storing the property; second, toward
the payment of any indebtedness, including, without limitation, indebtedness for rent,
which may be or may become due from Tenant to Landlord; and third, to pay Tenant, on
demand in writing, any surplus remaining after all indebtedness of Tenant to Landlord has
been fully paid; (b) perform, on behalf and at the expense of Tenant, any obligation of
Tenant under this Lease which Tenant has failed to perform and of which Landlord shall
have given Tenant notice, the cost of which performance by Landlord, together, with
interest thereon at the rate of eighteen percent (18%) per annum (but not more than the
maximum allowable legal rate applicable to Tenant), from the date of such expenditure,
shall be deemed additional rent and shall be payable by Tenant to Landlord upon demand;
(c) elect to terminate this Lease and the tenancy created hereby by giving notice of such
election to Tenant in which event Tenant shall be liable for Base Rent, additional rent,
and other indebtedness that otherwise would have been payable by Tenant during the
remainder of the Term had there been no Event of Default, subject to the provisions of
Section 22, and on notice reenter the Premises, by summary proceedings or
otherwise, and remove Tenant and all other persons and property from the Premises, and
store such property in a public warehouse or elsewhere at the cost and for the account of
Tenant, without resort to legal process and without Landlord being deemed guilty of
trespass or becoming liable for any loss or damage occasioned thereby; and also the right,
but not the obligation, to re-let the Premises for any unexpired balance of the Term, and
collect the rent therefor.  In the event of such re-letting by Landlord, the
re-letting shall be on such terms, conditions and rental as Landlord may deem commercially
reasonable, with Landlord to mitigate its damages, subject to the provisions of Section
22, and the proceeds that may be collected from the same, less the actual expense of
re-letting (including reasonable leasing fees and commissions and reasonable costs of
renovating the Premises), shall be applied upon Tenants rental obligation as set
forth in this Lease for the unexpired portion of the Term.  Tenant shall be liable in
accordance with Section 22 herein for any balance that may be due each month for
the remainder of the then current term under this Lease, although Tenant shall have no
further right of possession of the Premises; and (d) exercise any other legal or
equitable right or remedy which it may have at law or in equity; provided, however, that
no financial obligation of Tenant shall accelerate or become due prior to its normal and
regular monthly due date under this Lease as if no default had occurred. 
Notwithstanding the provisions of clause (b) above and regardless of whether an Event of
Default shall have occurred, Landlord may exercise the remedy described in clause (b)
without any notice to Tenant if Landlord, in its good faith judgment, believes it would be
materially injured by the failure to take rapid action, or if the unperformed obligation
of Tenant constitutes an emergency.

TO
THE EXTENT PERMITTED BY LAW, TENANT HEREBY EXPRESSLY WAIVES ANY AND ALL RIGHTS OF
REDEMPTION, GRANTED BY OR UNDER ANY PRESENT OR FUTURE LAWS IN THE EVENT OF TENANTS
BEING EVICTED OR DISPOSSESSED FOR ANY CAUSE, OR IN THE EVENT OF LANDLORDS OBTAINING
POSSESSION OF THE PREMISES, BY REASON OF THE VIOLATION BY TENANT OF ANY OF THE COVENANTS
AND CONDITIONS OF THIS LEASE, OR OTHERWISE. LANDLORD AND TENANT HEREBY EXPRESSLY WAIVE
TRIAL BY JURY IN ANY ACTION OR PROCEEDING OR COUNTERCLAIM BROUGHT BY EITHER PARTY HERETO
AGAINST THE OTHER PARTY ON ANY AND EVERY MATTER, DIRECTLY OR INDIRECTLY ARISING OUT OF OR
WITH RESPECT TO THIS LEASE, INCLUDING, WITHOUT LIMITATION, THE RELATIONSHIP OF LANDLORD
AND TENANT, THE USE AND OCCUPANCY BY TENANT OF THE PREMISES, ANY STATUTORY REMEDY AND/OR
CLAIM OF INJURY OR DAMAGE REGARDING THIS LEASE.

Notwithstanding
any of the other provisions of this Lease, any costs and expenses incurred by the
prevailing party (including, without limitation, reasonable attorneys fees) in
enforcing any of its rights or remedies under this Lease shall be immediately payable by
the non-prevailing party to the prevailing party upon demand by the prevailing party, with
the term prevailing party as used in this Section 21 being deemed to
include but not be limited to the requesting party that is successful in causing the other
party to comply with the request/demand of the requesting party.

Notwithstanding
any of the other provisions of this Lease, in the event Tenant shall voluntarily or
involuntarily come under the jurisdiction of the Federal Bankruptcy Code and thereafter
Tenant or its trustee in bankruptcy, under the authority of and pursuant to applicable
provisions thereof, shall have the power and so using same determine to assign this Lease,
Tenant agrees that (i) Tenant or its trustee shall provide to Landlord sufficient
information enabling it to independently determine whether Landlord will incur actual and
substantial detriment by reason of such assignment and (ii) adequate assurance of
future performance under this Lease, as that term is generally defined under the
Federal Bankruptcy Code, shall be provided to Landlord by Tenant and its assignee as a
condition of the assignment.

22.        Damages.  If
this Lease is terminated by Landlord pursuant to Section 21, Tenant shall,
nevertheless, remain liable for all rent and damages which may be due or sustained prior
to such termination, and all reasonable costs, fees and expenses including, but not
limited to, attorneys fees, costs and expenses incurred by Landlord in pursuit of
its remedies hereunder, or in renting the Premises to others from time to time and
additional damages (the Liquidated Damages), which, at Landlords
election, solely in the event of a monetary Event of Default, shall be either one or a
combination of the following: (a) an amount equal to the Base Rent and additional rent
due or which would have become due from the date of Tenants default through the
remainder of the Term, less than amount of rental, if any, which Landlord receives during
such period from others to whom the Premises may be rented (other than any additional
rent received by Landlord as a result of any failure of such other person to perform any
of its obligations to Landlord), which amount shall be computed and payable in monthly
installments, in advance, on the first day of each calendar month following Tenants
default and continuing until the date on which the Term would have expired but for Tenants
default, it being understood that separate suits may be brought from time to time to
collect any such damages for any month(s) (and any such separate suit shall not in any
manner prejudice the right of Landlord to collect any damages for any subsequent
month(s)), or Landlord may defer initiating any such suit until after the expiration of
the term (in which event such deferral shall not be construed as a waiver of Landlords
rights as set forth herein and Landlords cause of action shall be deemed not to
have accrued until the expiration of the Term), and it being further understood that
Landlord may elect to bring suits from time to time prior to reletting the Premises; or
(b) an amount equal to the sum of (i) all Base Rent, additional rent and other sums due
or which would be due and payable under this Lease as of the date of Tenants
default through the end of the scheduled Term, plus (ii) all expenses (including broker
and attorneys fees) and value of all vacancy periods projected by Landlord to be
incurred in connection with the reletting of the Premises, minus (iii) any Base Rent,
additional rent and other sums that Landlord proves by a preponderance of the evidence
would be received by Landlord upon reletting of the Premises from the end of the vacancy
period projected by Landlord through the expiration of the scheduled Term. Such amount
shall be discounted using a discount factor equal to the yield of the Treasury Note or
Bill, as appropriate, having a maturity period approximately commensurate to the
remainder of the Term, and such resulting amount shall be payable to Landlord in a lump
sum on demand, it being understood that upon payment of such liquidated and agreed final
damages, Tenant shall be released from further liability under this Lease with respect to
the period after the date of such payment. In the event of a non-monetary Event of
Default, Landlord shall only be entitled to collect Liquidated Damages in accordance with
option (a) set forth above and shall have no right to accelerate Tenants monetary
obligations under this Lease. Landlord shall be entitled to its full damages through the
date of the award of damages without regard to any Base Rent, additional rent or other
sums that are or may be projected to be received by Landlord upon reletting of the
Premises Landlord may bring suit to collect any such damages at any time after an Event
of Default shall have occurred.

If
this Lease is terminated pursuant to Section 21, Landlord may relet the Premises or
any part thereof, alone or together with other premises, for such term(s) which may be
greater or less than the period which otherwise would have constituted the balance of the
Term and on such terms and conditions (which may include concessions, free rent and/or
alterations of the Premises) as Landlord, in its commercially reasonable discretion, may
determine, but Landlord shall not be liable for, nor shall Tenants obligations
hereunder be diminished by reason of, any failure by Landlord to relet the Premises so
long as Landlord has used commercially reasonable efforts to mitigate its damages. Tenant
agrees that any such duty to mitigate shall be satisfied, and Landlord shall be deemed to
have used objectively reasonable efforts to fill the Premises by doing the following: (i)
posting a For Lease sign on the Premises; (ii) advising Landlords
leasing agent of the availability of the Premises; (c) advising at least one outside
commercial brokerage entity of the availability of the Premises; and (d) offering to such
leasing agents and outside commercial brokerage entities the usual and customary
commissions that Landlord offers for its other similar properties; provided, however, that
Landlord shall not be obligated to relet the Premises before leasing any other unoccupied
portions of the Building and any other property under the ownership or control of Landlord
and/or its affiliates. If Landlord receives any payments from the reletting of the
Premises and is required to mitigate damages (despite the intent of the parties
hereunder), any such payment shall first be applied to any costs or expenses incurred by
Landlord as a result of the Event of Default.

23.        Services
and Utilities. Landlord shall provide the following listed services and utilities
at the sole cost of Landlord, namely:

(a)                 heating,
ventilation, and air conditioning (HVAC) for the Premises           during
Normal Business Hours (as defined below) to maintain           temperatures
for comfortable use and occupancy; provided, however, that Landlord           shall cause
the heating, ventilation and air conditioning (HVAC)           system to
maintain the temperature in the computer server room in the Premises           between 64o and
72o Fahrenheit, 24-hours per day, throughout the term           of this Lease and
maintain the temperature in the remainder of the Premises           between 68o and
74o Fahrenheit in the winter and between 72o and           78o Fahrenheit
in the summer, with Tenant having the duty to keep the           thermostat setting for
the HVAC system serving the computer server room within           such temperature range
for the computer server room;

(b)                 electric
energy in accordance with Section 24 following;

(c)                 automatic
passenger elevators providing adequate service leading to the floor on           which
the Premises are located;

(d)                 evening
unescorted janitorial services to the Premises, including removal of           trash;

(e)                 hot
and cold water sufficient for drinking, lavatory toilet and ordinary           cleaning
purposes from fixtures either within the Premises (if provided pursuant           to this
Lease) or on the floor on which the Premises are located;

(f)                 replacement
of lighting tubes, lamp ballasts and bulbs;

(g)                 extermination
and pest control when and if necessary; and

(h)                 maintenance
of Common Areas in a manner comparable to other comparable office           buildings in
the Dulles Suburban Center.

Notwithstanding
the foregoing, Tenant has requested, and Landlord has agreed, to provide janitorial
services during Normal Business Hours; provided, however, that Tenant shall reimburse
Landlord for the cost differential between the evening janitorial services and the
janitorial services provided during Normal Business Hours. Tenant shall pay such expenses
to Landlord as additional rent hereunder within thirty (30) days of the date of
Landlords invoice for the same. Notwithstanding the foregoing, if at any time during
the Term, Landlord shall, after reasonable investigation determine that trash and similar
waste generated by Tenant and/or emanating from the Premises is in excess of that of other
standard office tenants within the Building leasing a premises of the same or similar size
to that of the Premises, Landlord shall bill Tenant and Tenant shall pay to Landlord as
additional rent hereunder within thirty (30) days of the date of Landlords invoice
for the same, those costs and expenses of trash removal which are reasonably attributable
to such excess trash and similar waste generated by Tenant and/or emanating from the
Premises. Normal Business Hours as used herein is defined from 8:00 a.m. to
6:00 p.m. on business days and from 8:00 a.m. to 1:00 p.m. on Saturdays. Landlord
shall have no responsibility to provide any services under (a) above except during Normal
Business Hours unless arrangements for after-hours services have been made pursuant to
terms and conditions acceptable to Landlord and embodied in a separate written agreement
between Landlord and Tenant.  Landlord reserves the right to stop service of the
HVAC, elevator, plumbing and electric systems, when necessary, by reason of accident, or
emergency, or for repairs, alterations, replacements, or improvements, which in the
judgment of Landlord are desirable or necessary to be made, until the repairs,
alterations, replacements, or improvements shall have been completed.  Landlord shall
have no responsibility or liability for failure to supply HVAC, elevator, plumbing,
cleaning, and electric service, during the period when prevented from so doing by laws,
orders, or regulations of any Federal, State, County or Municipal authority or by strikes,
accidents or by any other cause whatsoever beyond Landlords control. 
Landlords obligations to supply HVAC are subject to applicable laws and regulations
as to energy conservation and other such restrictions.  In the event that Tenant
should require supplemental HVAC for the Premises in addition to or in excess of the
requirements as specified in Section 23(a) of this Lease, any maintenance repair and/or
replacement required for such supplemental service shall be performed by Landlord but the
cost of such maintenance repair and/or replacement (including labor and materials) shall
be paid by Tenant as additional rent.

Notwithstanding
any other provision of this Lease to the contrary, if Landlord fails to provide any
service or utilities that Landlord is obligated to provide or make under this Lease, such
failure is the result of Landlords negligence, and as a result thereof, Tenant shall
be not able to use all or any portion of the Premises and does not in fact use all or any
portion of the Premises for a period of five (5) consecutive business days or more after
notice thereof to Landlord then, except as provided herein with respect to casualty,
Tenant shall be entitled to abate Base Rent and additional rent, such abatement commencing
as of the sixth (6th) business day after which any of the foregoing services
have been stopped and shall continue to be abated until such time as the applicable
service has been restored.

24.        Electric
Current. Throughout the Term Landlord shall furnish Tenant           without
additional charge during Normal Business Hours (as defined in Section           23)
a reasonable amount of electric current at 110 volts (Normal Usage           Amount)
for lighting purposes within the Premises and the powering of a           normal amount
of office equipment and appliances. Normal Usage           Amount is defined
for purposes of this Lease to mean electric power           supplied at the rate of seven
(7) watts per square foot of Premises. In this           regard Tenant agrees as follows:

(1)       
          If Landlord reasonably determines based upon engineering studies of electrical
          load consumed that Tenant is materially exceeding the Normal Usage Amount Tenant
          shall pay to Landlord such amounts as additional rent as will equitably
          reimburse Landlord for the cost of the extra electric power so consumed by
          Tenant;

(2)       
          If Tenant shall desire to place and install in the Premises electric equipment
          or appliances other than normal and typical to general office usage it shall pay
          for such installations including any additional electric lines and facilities
          required and shall pay for the electric power used in such equipment if same
          exceeds Normal Usage Amount.

Landlord
has advised Tenant that presently Dominion Virginia Power (Electric Service
Provider) is the utility company selected by Landlord to provide electricity to the
Building. Notwithstanding the foregoing, if permitted by law, Landlord shall have the
right at any time and from time to time during the Term to either contract for service
from a different company or companies providing electricity service (each such company
shall hereinafter be referred to as an Alternative Service Provider) or
continue to contract for service from the Electric Service Provider.

Tenant
shall cooperate with Landlord, the Electric Service Provider and any Alternate Service
Provider at all times and, as reasonably necessary, shall allow Landlord, the Electric
Service Provider, and any Alternative Service Provider reasonable access to the
Buildings electric lines, feeders, risers, wiring and any other machinery within the
Premises, provided that Landlord shall use its reasonable efforts to minimize its
interference with Tenants business in the Premises.

25.        Telephone
and Telecommunications. Landlord has arranged for the           installation of
telephone service within the Building to the ground floor           telephone utility
closet and conduit to the ground floor telephone and           electrical riser closets.
Tenant shall be responsible for contacting the utility           company supplying the
telephone service and arranging to have such telephone           facilities as it may
desire to be extended and put into operation in the           Premises, including without
limitation, obtaining a low voltage permit for phone           and data wiring. Tenant
acknowledges and agrees that all telephone and           telecommunications services
desired by Tenant shall be ordered and utilized at           the sole expense of Tenant.
All costs related to installation and the provision           of such service shall be
borne and paid for directly by Tenant. Tenant shall           have no liability nor
responsibility to remove any existing telephone wiring or           equipment at any time
during the term of this Lease nor upon the expiration or           sooner termination of
the Term. Landlord will allow Tenant access for wiring,           including electric,
data and telecom, within the Buildings public areas           and designated
chases, but will not guarantee access of the wiring through           another tenants
space. Tenant, at Tenants expense, shall be           responsible for the
relocation and its associated costs, if requested, of any           data, telecom or
electrical wiring that runs through another tenants           space, including the
plenum area or otherwise.

In
the event Tenant wishes to utilize the services of a telephone or telecommunications
provider whose equipment is not servicing the Building at such time Tenant wishes to
install its telecommunications equipment serving the Premises (Provider), no
such Provider shall be permitted to install its lines or other equipment without first
securing the prior written consent of Landlord, which consent shall not be unreasonably
withheld. Prior to the commencement of any work in or about the Building by the Provider,
the Provider shall agree to abide by such rules and regulations, job site rules, and such
other requirements as reasonably determined by Landlord to be necessary to protect the
interest of the Building and Property, the other tenants and occupants of the Building and
Landlord, including, without limitation, providing security in such form and amount as
reasonable determined by Landlord. Each Provider must be duly licensed, insured and
reputable. Landlord shall incur no expense whatsoever with respect to any aspect of
Providers provision of its services, including without limitation, the costs of
installation, materials and service.

In
addition, Landlord reserves exclusively to itself and its successors and assigns the right
to install, operate, maintain, repair, replace and remove fiber optic cable and conduit
and associated equipment and appurtenances within the Building and the Premises so as to
provide telecommunications service to and for the benefit of tenants and other occupants
of the Building.

26.        Acceptance
of Premises. Tenant is in possession of the Premises pursuant to the Sublease and
each of Landlord and Tenant accepts the Premises in "as is," "where is" condition.

27.        Inability
to Perform.  This Lease and the obligation of Tenant to pay rent hereunder and
perform all of the other covenants and agreements hereunder on the part of Tenant to be
performed shall in no way be affected, impaired or excused because Landlord is unable to
fulfill any of its obligations under this Lease or to supply, or is delayed in supplying,
any service to be supplied by it under the terms of this Lease or is unable to make, or
is delayed in making any repairs, additions, alterations, or decorations or is unable to
supply, or is delayed in supplying, any equipment or fixtures if Landlord is prevented or
delayed from so doing by reason of strikes or labor troubles or any outside cause
whatsoever including, but not limited to, governmental preemption in connection with a
National Emergency, or by reason of any rule, order or regulation of any department or
subdivision of any government agency or by reason of the conditions of supply and demand
which have been or are affected by war or other emergency.  Similarly, Landlord
shall not be liable for any interference with any services supplied to Tenant by others
if such interference is caused by any of the reasons listed in this Section.  Nothing
contained in this Section shall be deemed to impose any obligation on Landlord not
expressly imposed by other sections of this Lease.

28.        No
Waivers. The failure of Landlord to insist, in any one or more instances, upon a
strict performance of any of the covenants of this Lease, or to exercise any option
herein contained, shall not be construed as a waiver, or a relinquishment for the future,
of such covenant or option, but the same shall continue and remain in full force and
effect.  The receipt by Landlord of rent, with knowledge of the breach of any
covenant hereof, shall not be deemed a waiver of such breach, and no waiver by Landlord
of any provision hereof shall be deemed to have been made unless expressed in writing and
signed by Landlord.

29.        Access
to Premises and Change in Services.  Landlord shall have the right, without
abatement of rent, to enter the Premises at any hour to examine the same, or to make such
repairs and alterations as Landlord shall deem necessary for the safety and preservation
of the Building, and also to exhibit the Premises to be let; provided, however, that
except in the case of emergency such entry shall only be during normal business hours
after at least 24 hours prior written notice first given to Tenant.  If, during the
last month of the Term, Tenant shall have removed all or substantially all of Tenants
property therefrom, Landlord may immediately enter and alter, renovate and redecorate the
Premises, without elimination or abatement of rent, or incurring liability to Tenant for
any compensation, and such acts shall have no effect upon this Lease.  Nothing
herein contained, however, shall be deemed or construed to impose upon Landlord any
obligation, responsibility or liability whatsoever, for the care, supervision or repair,
of the Building or any part thereof, other than as herein elsewhere expressly provided. Landlord
shall also have the right at any time, without the same constituting an actual or
constructive eviction and without incurring any liability to Tenant therefor, to change
the arrangement and/or location of entrances or passageways, doors and doorways, and
corridors, stairs, toilets, elevators, or other public parts of the Building, and to
change the name by which the Building is commonly known and/or its mailing address.

30.        Estoppel
Certificates.  Tenant agrees, at any time and from time to           time, upon
not less than ten (10) days prior request by Landlord to           execute,
acknowledge and deliver to Landlord an estoppel certificate           substantially in
the form attached hereto as Exhibit D or           such other
reasonable form requested by Landlord which certifies that this Lease           is
unmodified and in full force (or if there have been modifications, that the
          same is in full force and effect as modified and stating the modifications) and
          the dates through which the rent and other charges have been paid in advance,
if           any, and stating whether or not to the best knowledge of the signer of such
          certificate Landlord is in default in performance of any covenant, agreement or
          condition contained in this Lease and, if so, specifying each such default of
          which the signer may have knowledge, it being intended that any such statement
          delivered hereunder may be relied upon by third parties not a party to this
          Lease.

31.        Subordination. Tenant
accepts this Lease, and the tenancy created hereunder, subject and subordinate to any
mortgages, overleases, leasehold mortgages or other security interests now or hereafter a
lien upon or affecting the Building or the Property or any part thereof, except that the
Furniture and Audio-Visual Equipment described in Section 52 of this Lease shall be
excluded from this Section 31.  Tenant shall, at any time hereafter, within ten (10)
days after request from Landlord, execute a Subordination, Non-Disturbance Agreement
substantially in the form of Exhibit E attached hereto and made a part
hereof or any instruments or leases or other documents that may be required by any
mortgage or mortgagee or overlandlord (herein a Mortgagee) for the purpose of
subjecting or subordinating this Lease and the tenancy created hereunder to the lien of
any such mortgage or mortgages or underlying lease, and the failure of Tenant to execute
any such instruments, releases or documents shall constitute a default hereunder.

32.        Attornment. Tenant
agrees that upon any termination of Landlords interest in the Premises, Tenant
shall, upon request, attorn to the person or organization then holding title to the
reversion of the Premises (the Successor) and to all subsequent Successors,
and shall pay to the Successor all of the rents and other monies required to be paid by
Tenant hereunder and perform all of the other terms, covenants, conditions and
obligations in this Lease contained; provided, however, that if in connection with such
attornment Tenant shall so request from such Successor in writing, such Successor shall
execute and deliver to Tenant an instrument wherein such Successor agrees that as long as
Tenant performs all of the terms, covenants and conditions of this Lease, on Tenants
part to be performed, Tenants possession under the provisions of this Lease shall
not be disturbed by such Successor. In the event that the Mortgagee succeeds to the
interest of Landlord hereunder and is advised by its counsel that all or any portion of
the Base Rent or additional rent payable by Tenant hereunder is or may be deemed to be
unrelated business income within the meaning of the United States Internal Revenue Code
or regulations issued thereunder, Mortgagee, as Landlord, shall have the right at any
time, from time to time, to notify Tenant in writing of the required changes to the
Lease. Tenant shall execute all documents necessary to effect any such amendment within
ten (10) days after written request from Mortgagee, as landlord, provided that in no
event shall such amendment increase Tenants payment obligations or other liability
under this Lease or reduce Landlords obligations hereunder.

33.        Notices.  All
notices and other communications to be made hereunder shall be in writing and shall be
delivered to the addresses set forth below by any of the following means: (a) personal
service or receipted courier service; (b) telecopying (if confirmed in writing sent by
the methods specified in clauses (a), (c) or (d) of this Section), (c) registered or
certified first class mail, return receipt requested, or (d) nationally-recognized
overnight delivery service. Such addresses may be changed by notice to the other parties
given in the same manner as provided above. Any notice or other communication sent
pursuant to clause (a) or (b) hereof shall be deemed received upon such personal service
or upon dispatch by electronic means, if sent pursuant to subsection (c) shall be deemed
received five (5) days following deposit in the mail and/or if sent pursuant to
subsection (d) shall be deemed received the next succeeding business day following
deposit with such nationally recognized overnight delivery service.

|                | 
|--------------- | 
|If to Landlord: | 
|                | 
|If to Tenant:   | 

Any party may designate a change of
address by written notice to the above parties, given at least ten (10) days before such
change of address is to become effective.

34.        
Intentionally Deleted.

35.        Intentionally Deleted.

36.        Quiet
Enjoyment.  Tenant, upon the payment of rent and the performance of all the
terms of this Lease, shall at all times during the Term peaceably and quietly enjoy the
Premises without any disturbance from Landlord or any other person claiming through
Landlord.

37.        Vacation
of Premises.  Tenant shall vacate the Premises at the end of the Term.  If
Tenant fails to vacate at such time there shall be payable to Landlord an amount equal to
one hundred fifty percent (150%) of the monthly Base Rent stated in Section 1.1.5paid
immediately prior to the holding over period for each month or part of a month that
Tenant holds over, plus all other payments provided for herein, and the payment and
acceptance of such payments shall not constitute an extension or renewal of this Lease.  In
event of any such holdover, Landlord shall also be entitled to all remedies provided by
law for the speedy eviction of tenants, and to the payment of all attorneys fees
and expenses incurred in connection therewith.

38.        MembersLiability.  It
is understood that the Owner of the Building is a Virginia limited liability company. All
obligations of the Owner hereunder are limited to the net assets of the Owner from time
to time.  No member of Owner, or of any successor partnership, whether now or
hereafter a member, shall have any personal responsibility or liability for the
obligations of Owner hereunder.

39.        Separability. If
any term or provision of this Lease or the application thereof to any person or
circumstances shall, to any extent, be invalid or unenforceable, the remainder of this
Lease or the application of such term or provision of such term or provision to persons
or circumstances other than those as to which it is held invalid or unenforceable, shall
not be affected thereby, and each term and provision of this Lease shall be valid and be
enforced to the fullest extent permitted by law.

40.        Indemnification.
(a) Tenant shall indemnify and hold harmless Landlord           and all of its and their
respective partners, directors, officers, agents and           employees from any and all
liability, loss, cost or expense arising from all           third-party claims resulting
from or in connection with:

(i)                 the
conduct or management of the Premises by Tenant or its employees, agents,
          contractors or invitees or of any business therein, or any work or thing
          whatsoever done by Tenant, or any condition created in or about the Premises by
          Tenant or its employees, agents, contractors or invitees during the Term of
this           Lease or during the period of time, if any, prior to the Commencement Date
that           Tenant may have been given access to the Premises;

(ii)                 any
act, omission or negligence of Tenant or any of its subtenants or licensees           or
its or their partners, directors, officers, agents, employees, invitees or
          contractors;

(iii)                 any
accident, injury or damage whatever occurring in, at or upon the Premises,
          unless caused by the negligence of Landlord or its employees, agents or
          contractors; and

(iv)                 any
breach or default by Tenant in the full and prompt payment and performance           of
Tenants obligations under this Lease;

together with all costs and expenses
reasonably incurred or paid in connection with each such claim or action or proceeding
brought thereon, including, without limitation, all reasonable attorneys fees and
expenses.

In
case any action or proceeding is brought against Landlord and/or any of its and their
respective partners, directors, officers, agents or employees and such claim is a claim
from which Tenant is obligated to indemnify Landlord pursuant to this Section
40(a), which claims shall exclude anything relating to Baan or the Sublease, then
Tenant, upon notice from Landlord shall resist and defend such action or proceeding (by
counsel reasonably satisfactory to Landlord). The obligations of Tenant under this Section
shall survive termination of this Lease.

(b)                 Landlord
shall indemnify and hold harmless Tenant and all of its directors,           officers,
agents and employees from any and all liability, loss, cost or expense           arising
from all third-party claims resulting from or in connection with:

(i)                 the
conduct or management of the Building by Landlord, or any work or thing
          whatsoever done by Landlord or its employees, agents and/or contractors, or any
          condition created or allowed in or about the Building by Landlord during the
          Term of this Lease or during the period of time, if any, prior to the
          Commencement Date that Landlord may have been in control of the Building;

(ii)                 any
act, omission or negligence of Landlord or any of its employees, agents           and/or
contractors or its or their partners, directors, officers, agents,           employees,
invitees or subcontractors;

(iii)                 any
accident, injury or damage whatever occurring in, at or upon the Building,
          unless caused by the negligence of Tenant or its employees, agents or
          contractors; and

(iv)                 any
breach or default by Landlord in the full and prompt payment and performance           of
Landlords obligations under this Lease;

together with all costs and expenses
reasonably incurred or paid in connection with each such claim or action or proceeding
brought thereon, including, without limitation, all reasonable attorneys fees and
expenses.

In
case any action or proceeding is brought against Tenant and/or any of its directors,
officers, agents or employees and such claim is a claim from which Landlord is obligated
to indemnify Tenant pursuant to this Section 40(b), Landlord, upon notice from
Tenant shall resist and defend such action or proceeding (by counsel reasonably
satisfactory to Tenant). The obligations of Landlord under this Section shall survive
termination of this Lease.

41.        Captions.  All
headings anywhere contained in this Lease are           intended for convenience or
reference only and are not to be deemed or taken as           a summary of the provisions
to which they pertain or as a construction thereof.

42.        Brokers. Tenant
represents that Tenant has not dealt with any broker in connection with this Lease, and
Tenant warrants that no broker negotiated this Lease or is entitled to any commissions in
connection with this Lease.

43.        Recordation. Tenant
covenants that it shall not, without Landlords prior written consent, which consent
may be withheld in Landlords sole and absolute discretion, record this Lease or any
memorandum of this Lease or offer this Lease or any memorandum of this Lease for
recordation.  If at any time Landlord or any mortgagee of Landlords interest
in the Premises shall require the recordation of this Lease or any memorandum of this
Lease, such recordation shall be at Landlords expense.  If at any time Tenant
shall require the recordation of this Lease or any memorandum of this Lease, such
recordation shall be at Tenants expense.  If the recordation of this Lease or
any memorandum of this Lease shall be required by any valid governmental order, or if any
government authority having jurisdiction in the matter shall assess and be entitled to
collect transfer taxes or documentary stamp taxes, or both transfer taxes and documentary
stamp taxes on this Lease or any memorandum of this Lease, Tenant shall execute such
acknowledgments as may be necessary to effect such recordations and pay, upon request of
Landlord, one half of all recording fees, transfer taxes and documentary stamp taxes
payable on, or in connection with this Lease or any memorandum of this Lease or such
recordation.

44.        Successors
and Assigns.  The covenants, conditions and           agreements contained in
this Lease shall bind and inure to the benefit of           Landlord and Tenant, and
their respective heirs, personal representatives,           successors and assigns
(subject, however, to the terms of Section 20          hereof).

45.        Integration
of Agreements.  This writing is intended by the           Parties as a final
expression of their agreement and is a complete and exclusive           statement of its
terms, and all negotiations, considerations and representations           between the
Parties are incorporated.  No course of prior dealings between           the Parties
or their affiliates shall be relevant or admissible to supplement,           explain, or
vary any of the terms of this Lease, except for the provisions of           the
settlement agreement to be entered into between Landlord and Baan as it           applies
to Tenant. Acceptance of, or acquiescence to, a course of performance           rendered
under this Lease or any prior agreement between the Parties or their           affiliates
shall not be relevant or admissible to determine the meaning of any           of the
terms or covenants of this Lease.  Other than as specifically set           forth in
this Lease, no representations, understandings, or agreements have been           made or
relied upon in the making of this Lease.

46.        Hazardous
Material; Indemnity. Tenant further agrees to the following:

46.1
         As used in this Lease, the following terms shall have the following meanings:

| | 46.1.1 | Environmental
Laws shall mean all federal, state or local statutes, regulations, rules,
ordinances, codes, licenses, permits, orders, approvals, authorizations, agreements,
ordinances, administrative or judicial rulings or similar items relating to the
protection of the environment or the protection of human health, including, without
limitation, all requirements pertaining to reporting, licensing, permitting,
investigation and remediation of emissions, discharges, Releases or Threats of Releases
(as defined below) of Hazardous Materials into the air, surface water, groundwater or
land, or relating to the manufacture, processing, distribution, use, treatment, storage,
disposal, transport or handling of Hazardous Materials or relating to storage tanks.
| | ------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 46.1.2 | Hazardous
Materials shall mean (i) any substance, gas, material or chemical which is defined
as or included in the definition of hazardous substances, toxic
substances, hazardous materials, hazardous wastes under any
federal, state or local statute, law, or ordinance or under the regulations adopted or
guidelines promulgated pursuant thereto, including, but not limited to, the Comprehensive
Environmental Response Compensation and Liability Act of 1980, as amended, 42 U.S.C.
§§ 9061 et seq. (CERCLA); the Hazardous Materials
Transportation Act, as amended 49 U.S.C. §§ 1801, et seq.; the Resource
Conservation and Recovery Act, as amended, 42 U.S.C. §§ 6901, et seq.;
(ii) radon gas in excess of four (4) picocuries per liter, friable asbestos, urea
formaldehyde foam insulation, petroleum products, transformers or other equipment which
contain dielectric fluid containing levels of polychlorinated biphenyls in excess of
federal, state or local safety guidelines, whichever are more stringent; and (iii) any
other substance, gas, material or chemical, exposure to or release of which is
prohibited, limited or regulated by any governmental or quasi-governmental entity or
authority that asserts or may assert jurisdiction over the Premises, the Building or the
Property.
| | ------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 46.1.3 | Hazardous
Materials Inventory shall mean a comprehensive inventory of all Hazardous Materials
used, generated, stored, treated or disposed of by Tenant at the Premises.
| | ------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 46.1.4 | Losses shall
mean all claims, liabilities, obligations, losses (including, without limitation,
diminution in the value of the Premises, the Building, or the Property, damages for the
loss or restriction on use of rentable or usable space or of any amenity of the Premises,
the Building and/or the Property, damages arising from any adverse impact on marketing of
space), damages, penalties, fees, actions, judgments, lawsuits, costs, expenses,
disbursements, orders or decrees, including, without limitation, attorneys and
consultants fees and expenses.
| | ------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 46.1.5 | Release means
any releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging,
injecting, escaping, leaching, disposing or dumping into soil, surface waters,
groundwaters, land, stream sediments, surface or subsurface strata, ambient air and any
environmental medium comprising or proximate to and affecting the Premises, the Building
or the Property.
| | ------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 46.1.6 | Threat
of Release means a substantial likelihood of a Release which requires action to
prevent or mitigate damage to the soil, surface waters, groundwaters, land, stream
sediments, surface or subsurface strata, ambient air and any environmental medium
comprising or proximate to and affecting the Premises, the Building or the Property.
| | ------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

46.2
         Tenant shall not generate, use, manufacture, recycle, handle, store, place, transport,
treat, discharge or dispose of any Hazardous Materials at, on, in or near the Premises,
the Building or the Property or cause any of the foregoing to occur at, on, in, or near
the Premises, the Building or the Property, shall comply with all Environmental Laws in
connection with Tenants use or occupancy of the Premises and the Building, and
promptly shall take all remedial action, at Tenants sole cost and expense, but with
Landlords prior approval, necessary or desirable to remedy, clean-up and remove the
presence of any Hazardous Materials resulting from Tenants violation of the
prohibitions set forth in this sentence or Tenants failure to comply with
Environmental Laws. Notwithstanding the foregoing, Tenant shall not be deemed to be
prohibited from using products containing Hazardous Materials so long as such products are
commonly found in an office environment and are handled, stored, used and disposed of in
compliance with all Environmental Laws. In addition, Tenant shall (i) obtain, maintain in
full force and effect, and comply with, all permits required under Environmental Laws;
(ii) comply with all record keeping and reporting requirements imposed by Environmental
Laws concerning the use, handling, treatment, storage, disposal or release of Hazardous
Materials on the Premises, the Building and the Property; (iii) report to Landlord any
release or discharge of Hazardous Materials within two (2) business days of such discharge
or release; (iv) provide to Landlord copies of all written reports concerning such
discharge of Hazardous Materials that are required to be filed with governmental or
quasi-governmental entities under Environmental Laws; (vi) maintain and annually update a
Hazardous Materials Inventory with respect to Hazardous Materials used, generated,
treated, stored or disposed of at the Premises, the Building and the Property; and (vii)
make available to Landlord for inspection and copying, at Landlords expense, upon
reasonable notice and at reasonable times, such Hazardous Materials Inventory and any
other reports, inventories or other records required to be kept under Environmental Laws
concerning the use, generation, treatment, storage, disposal or release of Hazardous
Materials.

46.3
         Without limitation on any other indemnities by or obligations of Tenant to Landlord under
this Lease or otherwise, Tenant hereby covenants and agrees to indemnify, defend and hold
harmless Landlord from and against any Losses incurred by Landlord as a result of Tenants
breach of any representation, covenant or warranty hereof; or as a result of any claim,
demand, liability, obligation, right or cause of action, including, but not limited to
governmental action or other third party action, excluding anything relating to Baan or
the Sublease (collectively, Claims), that is asserted against Landlord, the
Premises, the Building or the Property as a result of or which arises directly or
indirectly, in whole or in part, out of the Release, Threat of Release, discharge,
deposit, presence, treatment, transport, handling or disposal of any Hazardous Materials
at, on, under, in, about, or from the Premises, the Building or the Property attributable
to or arising out of the operations or activities or presence of Tenant or any assignee,
sublessee, agent or representative of Tenant at or about the Premises, the Building or
the Property. This indemnification of Landlord and its Mortgagee(s) by Tenant includes,
without limitation, costs incurred in connection with any investigation of site
conditions or any cleanup, remedial, removal, or restoration work required by any
federal, state or local governmental agency or political subdivision because of Hazardous
Material present in the soil or ground water on or under the Building.

46.4
         The indemnities, warranties and covenants contained in this Article shall survive
termination of this Lease.

47.        Americans
With Disabilities Act. Notwithstanding any other provisions           contained in
this Lease and with the purpose of superseding any such provisions           herein that
might be construed to the contrary, it is the intent of Landlord and           Tenant
that at all times while this Lease shall be in effect that the following
          provisions shall be deemed their specific agreement as to how the
responsibility           for compliance (and cost) with the Americans With Disabilities
Act and           amendments to same (ADA), both as to the Premises and the
Property,           shall be allocated between them, namely:

47.1
         Landlord and Tenant agree to cooperate together in the initial design, planning and
preparation of specifications for construction of the Premises so that same shall be in
compliance with the ADA. Any costs associated with assuring that the plans and
specifications for the construction of the Premises are in compliance with the ADA shall
be borne by the party whose responsibility it is hereunder to bear the cost of
preparation of the plans and specifications. Similarly those costs incurred in the
initial construction of the Premises so that same are built in compliance with the ADA
shall be included within Tenants Improvements and handled in the manner as provided
for in other Sections of this Lease.

47.2
         Subject to Section 47.4, modifications, alterations and/or other changes required
to and within the Common Areas which are not capital in nature shall be the
responsibility of Landlord to perform and the cost of same shall be considered a part of
the Building Expenses and treated as such.

47.3
         Subject to Section 47.4, modifications, alterations and/or other changes required
to and within the Common Areas which are capital in nature shall be the responsibility of
Landlord and at its cost and expense.

47.4
         Modifications, alterations and/or other charges required to and within the Common Areas,
whether capital in nature or not, which are required as a result of Tenants
specific use of the Premises, as compared to office uses generally, shall be paid by
Tenant within thirty (30) days after receipt of an invoice from Landlord, together with
reasonable supporting documentation.

47.5
         Modifications, alterations and/or other changes required to and within the Premises
(after the initial construction of same), whether capital in nature or non-capital in
nature, shall be the sole responsibility of Landlord and at its sole cost and expense,
including but not limited to changes that are structural in nature and result from the
original design of the Building, unless such non-structural modifications, alterations
and/or other changes are required as a result of Tenants use of the Premises, in
which event, Tenant shall be responsible for the cost and expense of such modifications,
alterations and/or other changes.

The
Landlord shall indemnify and hold harmless the Tenant from any and all liability, loss,
cost or expense arising as a result of a party not fulfilling its obligations as to
compliance with the ADA as set forth in this Section.

48.        Several
Liability. If Tenant or Landlord shall be one or more           individuals,
corporations or other entities, whether or not operating as a           partnership or
joint venture, then each such individual, corporation, entity,           joint venturer
or partner shall be deemed to be both jointly and severally           liable for the
payment of and the satisfaction of all monetary and non-monetary           obligations of
such party as specified herein.

49.        Financial
Statements. Tenant represents and warrants to Landlord that the           financial
statements heretofore delivered by Tenant to Landlord are true,           correct and
complete in all respects, have been prepared in accordance with           generally
accepted accounting principles, and fairly represent the financial           condition of
Tenant as of the date thereof, and that no material change has           thereafter
occurred in the financial conditions reflected therein. Within           fifteen (15)
days after request from Landlord, Tenant agrees to deliver to           Landlord copies
of such future financial statements and other information of           Tenant which has
been previously publicly filed by Tenant with the United States           Securities and
Exchange Commission as Landlord from time to time may reasonably           request.

50.        Deed
of Lease. For purposes of Section 55-2, Code of Virginia (1950), as
          amended, this Lease is and shall be deemed a deed of lease.

51.        Definition
of Day and Days. As used in the           Lease, the terms
day and days shall refer to calendar           days unless
specified to the contrary; provided, however, that if the deadline           established
for either partys performance hereunder occurs on a Saturday,           Sunday or
banking holiday in the State of Maryland, the date of performance           shall be
extended to the next occurring business day.

52.        Furniture
and Audio-Visual Equipment. The parties acknowledge that the           Sublease
granted Tenant the right to use the following furniture and equipment:           (i) blue
and gray systems furniture with glass panels, systems cabinets, work           surfaces,
lighting and seating for twenty-nine (29) stations (the Systems           Furniture);
(ii) all office furniture located in the conference room, team           areas and
individual offices in the Premises as of the commencement of the           Sublease (the
Office Furniture, with the Systems Furniture,           collectively, the
Furniture); and (iii) certain audio-visual           equipment located in the
Premises as of the commencement of the Sublease (the           Equipment).
Attached hereto as Exhibit Cis an           inventory of the Furniture
and Equipment currently located at the Premises as of           the date of this Lease.
Pursuant to the Sublease, Tenant paid a monthly rent for           the Furniture and
Equipment, with an option to purchase the Furniture and           Equipment at fair
market value at the expiration of the Sublease. Landlord           hereby warrants and
agrees with Tenant as follows: (i) Landlord guarantees that           Tenant shall
continue to have sole and exclusive use and possession at all times           of all the
Furniture and Equipment without change or interruption until such           time as
Landlord transfers to Tenant the sole and unencumbered ownership and           title to
the Furniture and Equipment, and in consideration therefor Tenant shall           pay to
Landlord a fee equal to Two Thousand Nine Hundred Sixteen Dollars and
          Sixty-Seven Cents ($2,916.67) per month for a maximum period of twelve (12)
          months (the Furniture and Equipment Rent), which amount is already
          included in the total amount shown as payable from Tenant to Landlord on the
          schedule set forth in Section 1.1.5 of this Lease; (ii) Landlord
          guarantees that Landlord shall transfer to Tenant, on or before the date which
          is twelve (12) months from the date of this Lease, such sole and unencumbered
          ownership and title to the Furniture and Equipment in consideration for the
          transfer by Tenant to Landlord of the Security Deposit (as defined in Section
53           below), all with the result being that Tenant shall not have any
interruption           whatsoever at any time in the exclusive use and possession by
Tenant of the           Furniture and Equipment; and (iii) from and after the date of
such transfer by           Landlord to Tenant of the Furniture and Equipment, Landlord
shall thereafter           indemnify, protect and defend Tenant from any claims by any
all persons and/or           entities relating to the sole and unencumbered ownership and
title to the           Furniture and Equipment by Tenant; and (v) from and after the date
of such of           transfer by Landlord to Tenant of the Furniture and Equipment, then
Tenant shall           no longer pay the Furniture and Equipment Rent to Landlord and the
amounts shown           on the schedule set forth in Section 1.1.5 of this Lease
thereafter shall           be deemed to only constitute Annual and Monthly Base Rent.
Tenant accepts the           Furniture and Equipment in as is condition, with
no other warranties           or representations made by Landlord with respect to the
Furniture and Equipment           except as provided herein above.

53.        Security
Deposit. The parties acknowledge that the security deposit in           the amount of
Fifty Two Thousand Five Hundred Dollars ($52,500.00) (the           Security Deposit)
as previously provided by Tenant to Baan under the           Sublease has been
transferred by Baan to Landlord, and Landlord shall hold the           Security Deposit
as payment from Landlord to Tenant for the Furniture and           Equipment at the time
Landlord satisfies the provisions of Section 52 of this           Lease. In the event
Landlord fails to satisfy the provisions of Section 52 of           this Lease within the
timeframe set forth therein, then Landlord shall promptly           return the Security
Deposit to Tenant and Tenant shall thereafter continue to           have sole and
exclusive use and possession at all times of all the Furniture and           Equipment
without change or interruption in consideration for the elimination of           the
Furniture and Equipment Rent and an increase in the Annual and Monthly Base
          Rent in an amount equal to the Furniture and Equipment Rent, all with the
effect           that the payments shown in Section 1.1.5 of this Lease shall remain
unchanged           but thereafter constitute only Annual and Monthly Base Rent.

IN
WITNESS WHEREOF, Landlord and Tenant have respectively affixed their hands and seals to
this Lease as of the day and year first above written.

|                        | 
|----------------------- | 
|WITNESS OR ATTEST:      | 
|                        | 
|_______________________ | 
|WITNESS OR ATTEST:      | 
|                        | 
|_______________________ | 

STATE OF ____________,
CITY/COUNTY OF ____________, TO WIT:

I
HEREBY CERTIFY that on this ____ day of ________, 2003, before me, the subscriber, a
Notary Public of the State and City/County aforesaid, personally appeared
____________________________, known to me or satisfactorily proven to be the individual
whose name is subscribed above, who acknowledged himself/herself to be the
________________ of INFODATA SYSTEMS INC. a Virginia corporation, and that he/she,
as such ______________, being authorized so to do, executed the foregoing instrument on
behalf of such Corporation by signing the name of such Corporation by himself/herself as
such __________.

WITNESS,
my Hand and Notarial Seal.

| | 
| | 
| | 
| | 

My commission expires: __________________________

STATE OF MARYLAND, COUNTY
OF ____________, TO WIT:

I
HEREBY CERTIFY that on this ____ day of ____________________, 200_, before me, the
subscriber, a Notary Public of the State and City/County aforesaid, personally appeared
ROGER A. WAESCHE, JR., known to me or satisfactorily proven to be the individual whose
name is subscribed above, who acknowledged himself to be the Senior Vice President ofCORPORATE OFFICE PROPERTIES TRUST, acting in its capacity as General Partner of
CORPORATE OFFICE PROPERTIES, L.P., a Delaware limited partnership, acting in its capacity
as Sole Member of COPT SUNRISE, LLC,a Virginia limited liability company, and that
he as such Senior Vice President, being authorized so to do, executed the foregoing
instrument on behalf of such limited liability company by signing the name of such limited
partnership by himself as such Senior Vice President.

WITNESS,
my Hand and Notarial Seal.

| | 
| | 
| | 
| | 

My commission expires: __________________________

---

# EXHIBIT A 
to Deed of Lease by and between COPT SUNRISE, LLC, Landlord 
and INFODATA SYSTEMS INC., Tenant

# FLOOR PLAN

---

# EXHIBIT B 
to Deed of Lease by and between COPT SUNRISE, LLC, Landlord 
and INFODATA SYSTEMS INC., Tenant

# RULES AND REGULATIONS

To
the extent that any of the following Rules and Regulations, or any Rules and Regulations
subsequently enacted conflict with the provisions of the Lease, the provisions of the
Lease shall control.

1. 
Tenant shall not obstruct or permit its agents, clerks or servants to obstruct, in any
way, the sidewalks, entry passages, corridors, halls, stairways or elevators of the
Building, or use the same in any other way than as a means of passage to and from the
offices of Tenant; bring in, store, test or use any materials in the Building which could
cause a fire or an explosion or produce any fumes or vapor; make or permit any improper
noises in the Building; smoke in the elevators, the Premises, the Building or the Common
Areas except in the exterior areas specifically designated by Landlord; throw substances
of any kind out of the windows or doors, or down the passages of the Building, in the
halls or passageways; sit on or place anything upon the window sills; or clean the
windows.

2. 
Waterclosets and urinals shall not be used for any purpose other than those for which they
were constructed; and no sweepings, rubbish, ashes, newspaper or any other substances of
any kind shall be thrown into them.  Waste and excessive or unusual use of
electricity or water is prohibited.

3. 
Tenant shall not (i) obstruct the windows, doors, partitions and lights that reflect or
admit light into the halls or other places in the Building, or (ii) inscribe, paint,
affix, or otherwise display signs, advertisements or notices in, on, upon or behind any
windows or on any door, partition or other part of the interior or exterior of the
Building without the prior written consent of Landlord which shall not be unreasonably
withheld.  If such consent be given by Landlord, any such sign, advertisement, or
notice shall be inscribed, painted or affixed by Landlord, or a company approved by
Landlord, but the cost of the same shall be charged to and be paid by Tenant, and Tenant
agrees to pay the same promptly, on demand.

4. 
No contract of any kind with any supplier of towels, water, ice, toilet articles, waxing,
rug shampooing, venetian blind washing, furniture polishing, lamp servicing, cleaning of
electrical fixtures, removal of waste paper, rubbish or garbage, or other like service
shall be entered into by Tenant, nor shall any vending machine of any kind be installed in
the Building, without the prior written consent of Landlord, which consent of Landlord
shall not be unreasonably withheld.

5. 
When electric wiring of any kind is introduced, it must be connected as directed by
Landlord, and no stringing or cutting of wires shall be allowed, except with the prior
written consent of Landlord which shall not be unreasonably withheld, and shall be done
only by contractors approved by Landlord.  The number and location of telephones,
telegraph instruments, electric appliances, call boxes, etc., shall be subject to
Landlords approval.  No tenants shall lay linoleum or other similar floor
covering so that the same shall be in direct contact with the floor of the Premises; and
if linoleum or other similar floor covering is desired to be used, an interlining of
builders deadening felt shall be first affixed to the floor by a paste or other
material, the use of cement or other similar adhesive material being expressly prohibited.

6. 
No additional lock or locks shall be placed by Tenant on any door in the Building, without
prior written consent of Landlord.  Two keys will be furnished to Tenant by Landlord;
two additional keys will be supplied to Tenant by Landlord, upon request, without charge;
any additional keys requested by Tenant shall be paid for by Tenant.  Tenant, its
agents and employees, shall not have any duplicate keys made and shall not change any
locks.  All keys to doors and washrooms shall be returned to Landlord at the
termination of the tenancy, and in the event of any loss of any keys furnished, Tenant
shall pay Landlord the cost thereof.

7. 
Tenant shall not employ any person or persons other than Landlords janitors for the
purpose of cleaning the Premises, without prior written consent of Landlord which shall
not be unreasonably withheld.  Landlord shall not be responsible to Tenant for any
loss of property from the Premises occurring from, and for any damage done to the effects
of Tenant by, such janitors and/or any of its employees, or by any other person or any
other cause unless due to the act or omission of Landlord or its employees, agents or
contractors.

8. 
No bicycles, vehicles or animals of any kind (other than animals to assist the disabled)
shall be brought into or kept in or about the Premises.

9. 
Tenant shall not conduct, or permit any other person to conduct, any auction upon the
Premises; manufacture or store goods, wares or merchandise upon the Premises, without the
prior written approval of Landlord, except the storage of usual supplies and inventory to
be used by Tenant in the conduct of its business; permit the Premises to be used for
gambling; make any unusual noises in the Building; permit to be played any musical
instrument in the Premises; permit to be played any radio, television, recorded or wired
music in such a loud manner as to disturb or annoy other tenants; or permit any unusual
odors to be produced upon the Premises.  Tenant shall not permit any portion of the
Premises to be used for the storage, manufacture, or sale of intoxicating beverages,
narcotics, tobacco in any form, or as a barber or manicure shop.

10. 
No awnings or other projections shall be attached to the outside walls of the
Building.  No curtains, blinds, shades or screens shall be attached to or hung in, or
used in connection with, any window or door of the Premises, without the prior written
consent of Landlord which consent shall not be unreasonably withheld.  Such curtains,
blinds and shades must be of a quality, type, design, and color, and attached in a manner
reasonably approved by Landlord.

11. 
Canvassing, soliciting and peddling in the Building are prohibited, and Tenant shall
cooperate to prevent the same.

12. 
There shall not be used in the Premises or in the Building, either by Tenant or by others
in the delivery or receipt of merchandise, any hand trucks except those equipped with
rubber tires and side guards, and no hand trucks will be allowed in passenger elevators.

13. 
 Tenant, before closing and leaving its Premises, shall ensure that all entrance doors to
same are locked.

14. 
Landlord shall have the right to prohibit any advertising by Tenant which in
Landlords opinion tends to impair the reputation of the Building or its desirability
as a building for offices, and upon written notice from Landlord, Tenant shall refrain
from or discontinue such advertising.

15. 
Landlord hereby reserves to itself any and all rights not granted to Tenant hereunder,
including, but not limited to, the following rights which are reserved to Landlord for its
purposes in operating the Building:

| | (a) | the
exclusive right to the use of the name of the Building for all purposes,           except
that Tenant may use the name as its business address and for no other           purpose;
| | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (b) | the
right to change the name or address of the Building, without incurring any
          liability to Tenant for so doing;
| | --- | --------------------------------------------------------------------------------------------------------------------------

| | (c) | the
right to install and maintain a sign or signs on the exterior of the           Building;
| | --- | --------------------------------------------------------------------------------------------

| | (d) | the
exclusive right to use or dispose of the use of the roof of the Building;
| | --- | -----------------------------------------------------------------------------

| | (e) | the
non-exclusive right to use the area above the ceiling of the Premises for           the
purpose of installing and maintaining telecommunications, water lines,           utility
lines, other conduit, sprinklers, drainlines, ductwork and HVAC           connections and
any other equipment necessary to provide services to any area in           the Building;
| | --- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (f) | the
right to limit the space on the directory of the Building to be allotted to
          Tenant; and
| | --- | -----------------------------------------------------------------------------------------------------

| | (g) | the
right to grant to anyone the right to conduct any particular business or
          undertaking in the Building.
| | --- | -------------------------------------------------------------------------------------------------------------------

16. 
As used herein the term Premises shall mean and refer to the
Premises as defined in Section 1 of the Lease.

17. Tenant
shall not operate space heaters or other heating or ventilating equipment
          without the express prior written consent of Landlord in each instance first
          obtained. Tenant shall not install or operate any electrical equipment,
          appliances or lighting fixtures in the Premises which are not listed and
labeled           by Underwriters Laboratories or other testing organization
acceptable to           Landlord.

---

# EXHIBIT C 
to Deed of Lease by and between COPT SUNRISE, LLC, Landlord 
and INFODATA SYSTEMS INC., tenant

# FURNITURE AND
EQUIPMENT INVENTORY

---

# EXHIBIT "D"
                                                    to Deed of Lease by and between
                                                      COPT SUNRISE, LLC, Landlord
                                                   and INFODATA SYSTEMS INC., Tenant

# FORM OF ESTOPPEL
CERTIFICATE

Transamerica Occidental
Life Insurance Company 
c/o AEGON USA Realty Advisors, Inc. 
Mortgage Loan Department 
4333 Edgewood Road N.E. 
Cedar Rapids, Iowa 52499-5223

|RE: | Proposed
 Mortgage Loan to COPT SUNRISE,  LLC (the "Borrower")  secured by One Dulles  Technology
 Center,  Herndon,  Virginia          20171 (the "Real  Property")  owned by COPT
 SUNRISE,  LLC,  a  Virginia  limited  liability  company  (the  "Landlord"),  and
         Assignment of Lease to Lender (as defined below) of a certain Lease to INFODATA
SYSTEMS INC. (the "Tenant")
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Dear Sir or Madam:

We
are the tenant under the terms of a certain lease (together with any amendments, options,
extension and renewals listed below, the Lease) demising premises which
comprise all or part of the Real Property. We understand that one of your insurance
company affiliates (Lender) will act as the lender in connection with the
funding of a commercial mortgage loan (the Loan) in the near future. An
assignment of the Lease will be part of Lenders security for the Loan.

Tenant
certifies that:

| | (a)   
It occupies the premises demised by the Lease.
| | -----------------------------------------------------

| | (b)   
The material business terms of the Lease are as follows:
| | ---------------------------------------------------------------

| | Landlord: _____________________________________________________                   
Lease Date: ___________________________________________________
Lease Commencement Date: ________________________________________                   
Subleases (if any): _______________________________________________                   
Amendments and Modifications (if any): _____________________________                   
Current Monthly Base Rent: _______________________________________                   
Current Expense Reimbursement: ___________________________________                   
Square Footage: ________________________________________________                   
Expiration Date: _______________________________________________                   
Renewals or Options (if any): _____________________________________                   
Security or other Deposit: ________________________________________                   
Uncompleted Tenant Improvements (if any): _________________________                   
Unpaid Tenant Allowances (if any): _______________________________                   
Other Financial Obligation of Landlord (if any): _______________________
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (c)
                  The Lease is Tenants entire
agreement with the Landlord.
| | -------------------------------------------------------------------------------

| | (d)
                  Tenant has accepted and currently
occupies the leased premises, is paying full           rent under the Lease, and neither
(i) presently asserts any Landlord default,           claim against Landlord, matured
right of setoff, or right to pay reduced rent           nor (ii) knows of any fact which,
with the giving of notice or the passage of           time, or both, could give rise to
any such default, claim or right.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (e)
                  Tenant neither (i) presently asserts
any matured right to terminate or to           cancel the Lease nor (ii) knows of any
fact which, with the giving of notice or           the passage of time, or both, could
give rise to any such right.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (f)
                  Tenant does not presently intend to
vacate its premises any time prior to the           Leases expiration date and
knows of no fact which could give rise to any           such intent.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (g)
                  Tenant is not the debtor in any
bankruptcy or state insolvency case and is not           the subject of any receivership,
winding up, liquidation or similar proceeding.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 
| | 
| | 
| | 

---

# EXHIBIT E 
to Deed of Lease by and between 
COPT SUNRISE, LLC, Landlord 
and INFODATA SYSTEMS INC., Tenant

# FORM OF 
SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT

# SUBORDINATION, NONDISTURBANCE
AND ATTORNMENT AGREEMENT

THIS SUBORDINATION, NONDISTURBANCE
AND ATTORNMENT AGREEMENT (Agreement) is made and entered into as of the
________ day of _______________, 200_, by and between the affiliate of AEGON USA Realty
Advisors, Inc. that has executed the Agreement below as lender (Lender), and
INFODATA SYSTEMS INC., a Virginia corporation (Tenant).

WHEREAS, Lender intends to fund a
commercial mortgage loan (the Loan) to COPT SUNRISE, LLC, a Virginia limited
liability company (Landlord) secured by a mortgage, deed of trust or other
security instrument (the Mortgage) on the land described on Exhibit
A, together with present or future improvements (the Real
Property); and

WHEREAS, by a certain lease between
Landlord and Tenant dated as of ______________ (together with all amendments, options,
extensions and renewals, the Lease), Landlord has demised to Tenant all or a
portion of the Real Property; and

WHEREAS, as a condition of the
Loans funding, Landlord will assign its interest in the Lease to Lender as part of
Lenders security; and

WHEREAS, the Tenants execution
and delivery of this Agreement and of an estoppel certificate providing the Lender with
current information on the status of the Lease (the Estoppel) are conditions
precedent to Lenders obligation to fund the Loan; and

WHEREAS, Tenant desires to enter into
this Agreement in order to benefit from the promises by Lender that are set forth in this
Agreement;

NOW, THEREFORE, in consideration of
the foregoing and of the mutual covenants herein contained, the parties agree as follows:

|1. | If,
upon the closing of the Loan, the Lease would not by its terms be subordinate to the lien
of Lender on the Real Property, Tenant so subordinates the Lease.
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------

|2. | The
Tenant consents to the assignment of the Lease to Lender in support of the
               Loan.
|-- | ---------------------------------------------------------------------------------------------------

|3. | If
Landlord defaults under the Lease and, upon notice, fails to cure its default
               within the cure period provided under the Lease, Tenant will notify Lender
of                the default and afford Lender a reasonable opportunity to cure it
before                terminating the Lease or exercising any self-help rights from which
a right of                setoff would arise.
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4. | If
Lender forecloses the Loan or acquires title to the Real Property by deed in
               lieu of foreclosure, the following terms and conditions will govern the
               respective rights and obligations of Tenant and Lender or other new owner
of the                Real Property (in either case, the New Owner):
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (a) | Unless
the Tenant shall be in default under the terms of the Lease and the
               Landlord shall have the right to terminate the Lease under its terms, the
New                Owner shall not name the Tenant in any action to foreclose the
Mortgage or                otherwise disturb the Tenants quiet enjoyment and
possession of its                demised premises for so long as Tenant continues to
perform its obligations                under the Lease.
| | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (b) | The
New Owner shall not be bound by any purchase option contained in the Lease.
| | --- | -------------------------------------------------------------------------------

| | (c) | The
New Owner shall not assume any of Landlords liabilities to the Tenant
               under indemnification or hold harmless agreements in the Lease or in
respect of                damages caused by any Landlord default, act or omission, to the
extent that such                liabilities arise from any Landlord default, act or
omission occurring prior to                the date New Owner acquires title to the Real
Property, provided, however, that,                to the extent the Lease obligates the
Landlord to maintain the Real Property in                good repair, the New Owner shall
make the repairs of which the Lender shall have                received the notice
required under Section 3.
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (d) | Following
its acquisition of title, the New Owners liability to the Tenant
               shall never exceed the value of the New Owners interest in the Real
               Property.
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (e) | Subject
to the other terms of this Agreement, Tenant will, upon notice of the
               transfer, attorn to the New Owner and shall recognize the New Owner as the
               landlord under the Lease from the time of transfer of the Real Property
forward,                and the Lease shall remain in force as a direct Lease between the
New Owner and                the Tenant.
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (f) | The
New Owner will not be bound by any modification of the Lease made without
               Lenders consent.
| | --- | --------------------------------------------------------------------------------------------------------------

| | (g) | The
New Owner will not be bound by any rent paid more than one month in advance
               unless it actually receives it, or unless Lender has consented to the
advance                payment in writing.
| | --- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (h) | In
respect of security or other lease deposits it receives, the New Owner shall
               be bound under the terms of the Lease.
| | --- | -------------------------------------------------------------------------------------------------------------------------------------

| | (i) | The
New Owner will be bound by offset rights under the Lease that have arisen
               through the Tenants exercise of its rights to cure Landlord
defaults, but                only if the Tenant has performed its obligations under
paragraph 3 of this                Agreement and the default has remained uncured.
| | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|5. | No
Modification. No modification of this Agreement shall be valid unless
                    in writing and executed by the party against whom enforcement is
sought.
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------

|6. | Notices. Any
notice under this Agreement may be delivered by hand or sent                     by
commercial delivery service or United States Postal Service express mail, in
                    either case for overnight delivery with proof of receipt, or sent by
certified                     mail, return receipt requested, to the following addresses:
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|           | 
|---------- | 
|To Tenant: | 
|           | 
|To Lender: | 

The
notice shall be deemed to have been given on the date it was actually received.

|7. | Successors
and Assigns. This Agreement shall be binding on, and shall                inure to
the benefit of, the parties successors and assigns.
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------

|8. | Counterparts. This
Agreement may be executed and delivered in                counterparts for the
convenience of the parties.
|-- | -----------------------------------------------------------------------------------------------------------------------------

|9. | Merger. This
Agreement represents the entire, final agreement between the                parties
relating to its subject matter, supersedes all prior agreements and
               understandings, written or oral, and may not be contradicted by evidence
of                prior, contemporaneous, or subsequent oral agreements of the parties.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

IN WITNESS WHEREOF, the parties have
caused this Agreement to be duly executed as of the date first above written.

| | 
| | 
| | 
| | 

ACKNOWLEDGMENT

STATE OF
______________________ )
           
           
           
           
           
           
           SS: 
COUNTY OF ____________________ )

ON THIS _______ day of ________,
2003, before me, the subscriber, personally appeared ______________________________, to me
known, who being by me duly sworn, did depose and say that she/he is ____________________
of INFODATA SYSTEMS INC., the corporation described in and which executed the within
instrument; that she/he knows the seal of said corporation; that the seal affixed to said
instrument is such corporate seal; that it was so affixed by order of the Board of
Directors of said corporation and that she/he signed her/his name thereto by like order as
the free and voluntary act and deed of said corporation.

IN WITNESS WHEREOF, I have hereunto
set my hand and affixed my seal the day and year first above written.

| | 
| | 
| | 
| | 

---

| | 
| | 
| | 
| | 

ACKNOWLEDGMENT

STATE OF
______________________ )
           
           
           
           
           
           
           SS: 
COUNTY OF ____________________ )

ON THIS _______ day of ________,
2003, before me, the subscriber, personally appeared ______________________________, to me
known, who being by me duly sworn, did depose and say that she/he is Vice Presidentof Transamerica Occidental Life Insurance Company, the corporation described in and
which executed the within instrument; that she/he knows the seal of said corporation; that
the seal affixed to said instrument is such corporate seal; that it was so affixed by
order of the Board of Directors of said corporation and that she/he signed her/his name
thereto by like order as the free and voluntary act and deed of said corporation.

IN WITNESS WHEREOF, I have hereunto
set my hand and affixed my seal the day and year first above written.

| | 
| | 
| | 
| | 

---

EXHIBIT A
(to Subordination Agreement)

LEGAL DESCRIPTION OF
PROPERTY

Description of 
Lot A-1A
Dulles Technology Center Venture 
And 
Parcel A-2 
C. Thomas Hicks, II & John Engel, Trustees
Hunter Mill District 
Fairfax County, Virginia

Parcel A-2 as shown on plat attached
to Deed of Redivision and Declaration of the property of C. Thomas Hicks, III and John
Engel, Trustees, recorded in Deed Book 8206 at Page 942 among the land records of Fairfax
County, Virginia

Lot A-1A as shown on plat attached to
Deed of Resubdivision of the property of Dulles Technology Center Venture, A Virginia
Limited Partnership, recorded in Deed Book 10023 at Page 1244 among the land records of
Fairfax County, Virginia and as further described as follows:

Beginning at an iron pipe found on
the easterly right of way line of Sunrise Valley Drive (Route 5320) marking the
southwesterly corner of Lot A-1B, Dulles Technology Center Venture;

thence departing said easterly right
of way line of Sunrise Valley Drive and with the southerly lines of said Lot A-1B, Dulles
Technology Center Venture

S
76° 08 59 E, 248.41 feet to an iron pipe found and

S
88(degree)15' 44" E, 252.11 feet

to an iron pipe found on the
northwesterly line of the property now or formerly of Joseph H. and Ruth C. Launders
marking the southeasterly corner of said Lot A-1B, Dulles Technology Center Venture;

thence with said northwesterly line
and continuing with the southwesterly and westerly lines of said Joseph H. and Ruth C.
Launders the following five (5) courses:

S
27° 21 29 W, 862.00 feet to an iron pipe found;

S 62°
38 31 E, 242.00 feet to an iron pipe found;

S
09° 28 24 W, 190.50 feet to an iron pipe found;

S 03°
05 12 W, 167.12 feet to and iron pipe found and

S
11(degree)54' 04" W, 122.45 feet

to an iron pipe set on the
northeasterly line of aforementioned Sunrise Valley Drive;

thence with said northeasterly line
and continuing with the easterly lines of said Sunrise Valley Drive the following four (4)
courses:

| | N
53° 48 35 W, 135.57 feet to an iron pipe set marking the point of
curvature of a non-tangent curve to the right;
| | --------------------------------------------------------------------------------------------------------------------

| | 827.06
feet along the arc of said curve having a radius of 755.00 feet and a chord bearing and
chord of N 16° 59 26 W, 786.32 feet respectively, to an iron pipe found;
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | N 14° 23 29 E, 288.98 feet to an iron pipe found marking the point of
curvature of a curve to the right and
| | -------------------------------------------------------------------------------------------------------------

| | 308.98
feet along the arc of said curve having a radius of 845.00 feet and a chord bearing and
chord of N 03° 54 56 E, 307.26 feet respectively, to the point of
beginning.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------

---

EXHIBIT "X"

MUTUAL RELEASE
AGREEMENT BETWEEN BAAN U.S.A., INC.

AND

INFODATA SYSTEMS INC.

THIS
AGREEMENT is made by and between Baan U.S.A., Inc. (Baan), SSA Global
Technologies, Inc. (SSA), and Infodata Systems Inc. (Subtenant)
and shall be effective upon the execution of a new direct lease between COPT Sunrise LLC
(COPT) and Subtenant for the Sublease Premises (as defined below).

WHEREAS,
Baan is the tenant of the premises occupied by Subtenant under a certain lease agreement
dated February 1999, as amended on July 31, 2001, by and between Baan as tenant and COPT
as successor in interest to TCC Dulles Tech Associates, LLC, as landlord (the
Lease); and

WHEREAS,
Baan has sublet a certain portion of the premises (the Sublease Premises) to
Subtenant under a sublease agreement dated March 28, 2003, (the Sublease); and

WHEREAS,
COPT has agreed to accept the surrender of Baans right of possession of the premises
and will enter into a direct lease for the Sublease Premises with Subtenant for such
consideration as agreed upon between COPT and Subtenant.

NOW
THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, Baan and Subtenant agree as follows:

| | 1. | Subject
to the conditions precedent of COPT and Subtenant executing a new direct           lease
for the Sublease Premises, Subtenant thereafter fully and irrevocably           waives
and agrees to hold harmless and releases Baan, its subsidiaries,           affiliates,
directors, officers, employees, successors, assigns and its parent,           SSA (the
Baan Released Persons) from any and all claims, demands,
          liabilities, costs, expenses, obligations, actions, including suits at law or
in           equity, and causes of action, know or unknown, accrued or unaccrued,
directly or           indirectly, arising out of or relating to the Sublease, and
Subtenant further           covenants and agrees not to sue or bring, cause or permit to
be commenced, any           action or legal proceeding against the Baan Released Persons
in connection with           any claim, action, cause of action, demand or obligation,
released and           discharged hereunder. Subtenant further agrees to fully and
completely indemnify           the Baan Released Persons for the breach of or failure by
Subtenant to comply           with the terms of this Agreement.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 2. | Baan
and SSA hereby fully and irrevocably waive and agree to hold harmless and
          releases Subtenant, its subsidiaries, affiliates, directors, officers,
          employees, successors and assigns (the Subtenant Released Persons)
          from any and all claims, demands, liabilities, costs, expenses, obligations,
          actions, including suits at law or in equity, and causes of action, know or
          unknown, accrued or unaccrued, directly or indirectly, arising out of or
          relating to the Sublease, and Baan further covenants and agrees not to sue or
          bring, cause or permit to be commenced, any action or legal proceeding against
          the Subtenant Released Persons in connection with any claim, action, cause of
          action, demand or obligation, released and discharged hereunder. Baan and SSA
          further agree to fully and completely indemnify the Subtenant Released Persons
          for the breach of or failure by Baan and/or SSA to comply with the terms of
this           Agreement.
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 3. | The
parties hereto acknowledge and agree that consideration recited herein has           been
given and shall be received in full and complete settlement and           satisfaction of
all claims, actions, causes of action, obligations, and demands           arising from
the terms of the Sublease.
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 4. | Each
party acknowledges, represents and warrants to the other party that this
          Agreement has been duly authorized by such party, that the person signing this
          agreement for such party has been duly authorized to enter into and execute
this           Agreement for and on behalf of such party for the purpose of legally
biding such           party hereto and constitutes the legal, valid and binding
obligation of such           party, enforceable against such party in accordance with the
terms hereof.
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 5. | This
Agreement shall inure to the benefit of the Baan Released Persons and the
          Subtenant Releases Persons, and shall be binding upon them, and their
respective           representatives, successors and assigns. This Agreement shall be
subject to and           governed by the laws of the Commonwealth of Virginia.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|                                 |                                 
|-------------------------------- | --------------------------------
|ACCEPTED AND AGREED:             |                                 
|BAAN U.S.A., INC                 | INFODATA SYSTEMS INC.           
|By:_____________________________ | By:_____________________________
|Kirk J. Isaacson, President      | Edwin Miller, President         
|SSA GLOBAL TECHNOLOGIES, INC    
|By:_____________________________
|[Name& Title]                   

---

EXHIBIT "Y"
WAIVER OF SUBROGATION FOR BOTH LANDLORD AND
NON-AFFILIATE ASSIGNEE

Waiver
of Subrogation. Each party hereto waives claims arising in any manner in its favor and
against the other party and agrees that neither party hereto shall be liable to the other
party or to any insurance company (by way of subrogation or otherwise) insuring the other
party for any loss or damage to the Building, the Premises or other tangible property, or
any resulting loss of income, or losses under workers compensation laws and
benefits, or against liability on or about the Building, even though such loss or damage
might have been occasioned by the negligence of such party, its agents or employees if any
such loss or damage is covered by insurance benefiting the party suffering such loss or
damage as was required to be covered by insurance carried pursuant to this Lease. Landlord
shall cause each insurance policy carried by it insuring against liability on or about the
Building or insuring the Premises and the Building or income resulting therefrom against
loss by fire or any of the casualties covered by the all-risk insurance carried by it
hereunder to be written in such a manner as to provide that the insurer waives all right
of recovery by way of subrogation against Tenant in connection with any loss or damage
covered by such policies. Tenant shall cause each insurance policy carried by it insuring
against liability or insuring the Premises (including the contents thereof and
Tenants Improvements installed therein by Tenant or on its behalf) against loss by
fire or any of the casualties covered by the all-risk insurance required hereunder to be
written in such a manner as to provide that the insurer waives all right of recovery by
way of subrogation against Landlord in connection with any loss or damage covered by such
policies.