EX-10.25





 Exhibit 10.25 

 
 



 
 STANDARD MULTI-TENANT OFFICE LEASE – GROSS 

AIR COMMERCIAL REAL ESTATE ASSOCIATION 

1.    Basic Provisions (“Basic Provisions”). 
  

	
	 1.1    Parties: This Lease (“Lease”), dated for reference purposes only
April 24, 2015 is made by and between Rancho Summit LLC, a CA limited liability company                         
                                                 
                                                 
                                                
                                                 
                                                 
                                              
                                                 
                                                 
                                              
                                                 
                                                
                                                 
                                                 
                                                 
                                                 
                                                 
                                                 
                                                 
          (“Lessor”) and Pathsense, Inc.                       
                                              
                                                 
                                               
                                                
                                                 
                                                
                                                 
                                                
                                                 
                                              
                                                
                                              
                                (“Lessee”),(collectively the “Parties”, or
individually a “Party”).


 1.2(a)    Premises: That certain portion of the Project (as defined below), known
as Suite Numbers(s) 205, 2nd floor(s), consisting of approximately 1,656 rentable square feet and approximately - useable square feet (“Premises”). The Premises are located at: 1953 San
Elijo Ave., in the City of Cardiff by the Sea, County of San Diego, State of California, with zip code 92007. In addition to Lessee’s rights to use and occupy the Premises as hereinafter specified, Lessee shall
have non-exclusive rights to the Common Areas (as defined in Paragraph 2.7 below) as hereinafter specified, but shall not have any rights to the roof, the exterior walls, the area above the dropped
ceilings, or the utility raceways of the building containing the Premises (“Building”) or to any other buildings in the Project. The Premises, the Building, the Common Areas, the land upon which they are located, along with all
other buildings and improvements thereon, are herein collectively referred to as the “Project.” The Project consists of approximately 13,249 rentable square feet. (See also Paragraph 2) 

1.2(b)    Parking: 4/1,000 SF unreserved and zero (0) reserved vehicle parking spaces at a
monthly cost of $0.00 per unreserved space and $0.00 per reserved space. (See Paragraph 2.6) 

1.3    Term: two (2) years and zero (0) months (“Original Term”)
commencing May 1, 2015 (“Commencement Date”) and ending April 30, 2017 (“Expiration Date”). (See also Paragraph 3) 

1.4    Early possession: if the Premises are available Lessee may have
non-exclusive possession of the Premises commencing                    
(“Early Possession Date”). (See also Paragraphs 3.2 and 3.3) 

1.5    Base Rent: $6,624.00 per month (“Base Rent”), payable on the first day of
each month commencing May 1, 2015. (See also Paragraph 4). 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 1 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 














	☑	 If this box is checked, there are provisions in this Lease for the Base Rent to be adjusted. See Paragraph
51 


 1.6    Lessee’s Share of Operating Expense Increase: twelve and
50/100 percent (12.5%) (“Lessee’s Share”). In the event that that size of the Premises and/or the Project are modified during the term of this Lease, Lessor shall recalculate Lessee’s Share to reflect such
modification. 
 1.7    Base Rent and Other Monies Paid Upon Execution: 

 

	 	(a)    Base	 Rent: $6,624.00 for the period 5/1/15 – 5/31/15. 



 

	 	(b)    Security	 Deposit: $6,822.72 (“Security Deposit”). (See also Paragraph 5)



  

	 	(c)    Parking: $0.00 for the period                   
             .	 


  

	 	(d)    Other: $0.00 for                       
             .	 


  

	 	(e)    Total	 Due Upon Execution of this Lease: $13,446.72. 



1.8    Agreed Use: general office and administration, and any other use permitted under all applicable
laws and zoning and approved by Lessor                                        
                                                 
                                                
                                                 
                                                 
                                                 
                                                 
                                                 
                                            . (See also
Paragraph 6) 
 1.9    Base Year; Insuring Party. The Base Year is 2015. Lessor is the
“Insuring Party”. (See also Paragraphs 4.2 and 8) 
 1.10    Real Estate Brokers: (See also
Paragraph 15 and 25) 
 (a)    Representation: The following real estate brokers ( the
“Brokers”) and brokerage relationships exist in this transaction (check applicable boxes): 
 ☑ DTZ –
Curry/Campbell                                     represents
Lessor exclusively (“Lessor’s Broker”); 
 ☐
                                        
represents Lessee exclusively (“Lessee’s Broker”); or 
 ☐
                                        
represents both Lessor and Lessee (“Dual Agency”). 
 (b)    Payment to Brokers: Upon execution
and delivery of this Lease by both Parties, Lessor shall pay to the Brokers for the brokerage services rendered by the Brokers the fee agreed to in the attached a separate written agreement or if no such agreement is
attached, the sum of _______________ or _______________% of the total Base Rent payable for the Original Term, the sum of ______________________________ or _______________ of the total Base Rent payable during any period of time that the Lessee
occupies the Premises subsequent to the Original Term, and/or the sum of _______________ or _______________% of the purchase price in the event that the Lessee or anyone affiliated with the Lessee acquires from Lessor any rights to the
Premises. 
 1.11    Guarantor. The obligations of the Lessee under this Lease
shall be guaranteed by                                        
                                                 
                                                 
                                                 
                              (“Guarantor”). (See also Paragraph 37) 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 2 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 1.12    Business Hours for the Building: 8:00 a.m. to
6:00 p.m., Mondays through Fridays (except Building Holidays) and n/a a.m. to n/a p.m. on Saturdays (except Building Holidays). “Building Holidays” shall mean the dates of observation of New Year’s Day,
President’s Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, Christmas Day, and day after Thanksgiving. 

1.13    Lessor Supplied Services. Notwithstanding the provisions of Paragraph 11.1, Lessor is NOT obligated to
provide the following within the Premises: 
 ☑ Janitorial services 

☑ Electricity 
 ☐ Other (specify):
                                         
    
 1.14    Attachments. Attached hereto are the following, all of which constitute a part of
this Lease. Lease is subject to any and all additional terms, conditions and provisions as outlined in that certain Addendum to Standard Office Lease Gross dated April 24, 2015 as attached hereto and made a part hereof, as well as those certain
Rules and Regulations for Commercial Office Lease dated April 24, 2015 as attached hereto and made a part hereof: 
 ☑ an Addendum consisting of
Paragraphs 51. through 63.  
 ☐ a plot plan depicting the Premises; 

☑ a current set of the Rules and Regulations; 
 ☐ a
Work Letter; 
 ☐ a janitorial schedule; 
 ☑
other(specify): Option to Extend (Paragraph 50)                                      
                                                 
                                                 
                         
  

 
 2.    Premises. 

2.1    Letting. Lessor hereby leases to Lessee, and Lessee hereby leases from Lessor, the Premises, for the term,
at the rental, and upon all of the terms, covenants and conditions set forth in this Lease. While the approximate square footage of the Premises may have been used in the marketing of the Premises for purposes of comparison, the Base Rent stated
herein is NOT tied to square footage and is not subject to adjustment should the actual size be determined to be different. Note: Lessee is advised to verify the actual size prior to executing this Lease. 

2.2    Condition. Lessor shall deliver the Premises to Lessee in a clean condition on the Commencement Date or the
Early Possession Date, whichever first occurs (“Start Date”), and warrants that the existing electrical, plumbing, fire sprinkler, lighting, heating, ventilating and air conditioning systems (“HVAC”), and all other
items which the Lessor is obligated to construct pursuant to the Work Letter attached hereto, if any, other than those constructed by Lessee, shall be in good operating condition on said date, 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 3 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 
that the structural elements of the roof, bearing walls and foundation of the Unit shall be free of material defects, and that the Premises do not contain hazardous levels of any mold or fungi
defined as toxic under applicable state or federal law. 
 2.3    Compliance. Lessor warrants to the best of its
knowledge that the improvements comprising the Premises and the Common Areas comply with the building codes that were in effect at the time that each such improvement, or portion thereof, was constructed, and also with all applicable laws, covenants
or restrictions of record, regulations, and ordinances (“Applicable Requirements”) in effect on the Start Date. Said warranty does not apply to the use to which Lessee will put the Premises, modifications which may be required by
the Americans with Disabilities Act or any similar laws as a result of Lessee’s use (see Paragraph 49), or to any Alterations or Utility Installations (as defined in Paragraph 7.3(a)) made or to be made by Lessee. NOTE: Lessee is
responsible for determining whether or not the zoning and other Applicable Requirements are appropriate for Lessee’s intended use, and acknowledges that past uses of the Premises may no longer be allowed. If the Premises do not comply with
said warranty, Lessor shall, except as otherwise provided, promptly after receipt of written notice from Lessee setting forth with specificity the nature and extent of such non-compliance, rectify the same. If
the Applicable Requirements are hereafter changed so as to require during the term of this Lease the construction of an addition to or an alteration of the Premises, the remediation of any Hazardous Substance, or the reinforcement or other physical
modification of the Premises (“Capital Expenditure”), Lessor and Lessee shall allocate the cost of such work as follows: 

(a)    Subject to Paragraph 2.3(c) below, if such Capital Expenditures are required as a result of the specific and
unique use of the Premises by Lessee as compared with uses by tenants in general, Lessee shall be fully responsible for the cost thereof, provided, however that if such Capital Expenditure is required during the last 2 years of this Lease and
the cost thereof exceeds 6 months’ Base Rent, Lessee may instead terminate this Lease unless Lessor notifies Lessee, in writing, within 10 days after receipt of Lessee’s termination notice that Lessor has elected to pay the
difference between the actual cost thereof and the amount equal to 6 months’ Base Rent. If Lessee elects termination, Lessee shall immediately cease the use of the Premises which requires such Capital Expenditure and deliver to Lessor
written notice specifying a termination date at least 90 days thereafter. Such termination date shall, however, in no event be earlier than the last day that Lessee could legally utilize the Premises without commencing such Capital Expenditure.

 (b)    If such Capital Expenditure is not the result of the specific and unique use of the Premises by Lessee (such
as, governmentally mandated seismic modifications), then Lessor shall pay for such Capital Expenditure and Lessee shall only be obligated to pay, each month during the remainder of the term of this Lease or any extension thereof, on the date that on
which the Base Rent is due, an amount equal to 1/144th of the portion of such costs reasonably attributable to the Premises. Lessee shall pay Interest on the balance but may prepay its obligation at any time. If, however, such Capital Expenditure is
required during the last 2 years of this Lease or if Lessor reasonably determines that it is not economically feasible to pay its share thereof, Lessor shall have the option to terminate this Lease upon 90 days prior written notice to
Lessee unless Lessee notifies Lessor, in writing, within 10 days after receipt of Lessor’s termination notice that Lessee will pay for such Capital Expenditure. If Lessor does not elect to terminate, and fails to tender its share of any
such Capital Expenditure, Lessee may advance such funds and deduct same, with Interest, from Rent until Lessor’s share of such costs have been fully paid. If Lessee is unable to finance Lessor’s share, or if the balance of the Rent due and
payable for the remainder of this Lease is not sufficient to fully reimburse Lessee on an offset basis, Lessee shall have the right to terminate this Lease upon 30 days written notice to Lessor. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 4 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 (c)    Notwithstanding the above, the provisions concerning Capital
Expenditures are intended to apply only to nonvoluntary, unexpected, and new Applicable Requirements. If the Capital Expenditures are instead triggered by Lessee as a result of an actual or proposed change in use, change in intensity of use, or
modification to the Premises then, and in that event, Lessee shall either: (i) immediately cease such changed use or intensity of use and/or take such other steps as may be necessary to eliminate the requirement for such Capital Expenditure, or
(ii) complete such Capital Expenditure at its own expense. Lessee shall not have any right to terminate this Lease. 

2.4    Acknowledgements. Lessee acknowledges that: (a) it has been given an opportunity to inspect and measure
the Premises, (b) Lessee has been advised by Lessor and/or Brokers to satisfy itself with respect to the size and condition of the Premises (including but not limited to the electrical, HVAC and fire sprinkler systems, security, environmental
aspects, and compliance with Applicable Requirements), and their suitability for Lessee’s intended use, (c) Lessee has made such investigation as it deems necessary with reference to such matters and assumes all responsibility therefor as
the same relate to its occupancy of the Premises, (d) it is not relying on any representation as to the size of the Premises made by Brokers or Lessor, (e) the square footage of the Premises was not material to Lessee’s decision to
lease the Premises and pay the Rent stated herein, and (f) neither Lessor, Lessor’s agents, nor Brokers have made any oral or written representations or warranties with respect to said matters other than as set forth in this Lease. In
addition, Lessor acknowledges that: (i) Brokers have made no representations, promises or warranties concerning Lessee’s ability to honor the Lease or suitability to occupy the Premises, and (ii) it is Lessor’s sole
responsibility to investigate the financial capability and/or suitability of all proposed tenants. 
 2.5    Lessee
as Prior Owner/Occupant. The warranties made by Lessor in Paragraph 2 shall be of no force or effect if immediately prior to the Start Date, Lessee was the owner or occupant of the Premises. In such event, Lessee shall be responsible for
any necessary corrective work. 
 2.6    Vehicle Parking. So long as Lessee is not in default, and subject to the
Rules and Regulations attached hereto, and as established by Lessor from time to time, Lessee shall be entitled to rent and use the number of parking spaces specified in Paragraph 1.2(b) at the rental rate applicable from time to time for
monthly parking as set by Lessor and/or its licensee. 
 (a)    If Lessee commits, permits or allows any of the
prohibited activities described in the Lease or the rules then in effect, then Lessor shall have the right, without notice, in addition to such other rights and remedies that it may have, to remove or tow away the vehicle involved and charge the
cost to Lessee, which cost shall be immediately payable upon demand by Lessor. 
 (b)    The monthly rent per parking
space specified in Paragraph 1.2(b) is subject to change upon 30 days prior written notice to Lessee. The rent for the parking is payable one month in advance prior to the first day of each calendar month. 

2.7    Common Areas – Definition. The term “Common Areas” is defined as all areas and
facilities outside the Premises and within the exterior boundary line of the Project and interior utility raceways and installations within the Premises that are provided and designated by the Lessor from time to time for the general nonexclusive
use of Lessor, Lessee and other tenants of the Project and their 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 5 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 
respective employees, suppliers, shippers, customers, contractors and invitees, including, but not limited to, common entrances, lobbies, corridors, stairwells, public restrooms, elevators,
parking areas, loading and unloading areas, trash areas, roadways, walkways, driveways and landscaped areas. 

2.8    Common Areas – Lessee’s Rights. Lessor grants to Lessee, for the benefit of Lessee and its
employees, suppliers, shippers, contractors, customers and invitees, during the term of this Lease, the nonexclusive right to use, in common with others entitled to such use, the Common Areas as they exist from time to time, subject to any rights,
powers, and privileges reserved by Lessor under the terms hereof or under the terms of any rules and regulations or restrictions governing the use of the Project. Under no circumstances shall the right herein granted to use the Common Areas be
deemed to include the right to store any property, temporarily or permanently, in the Common Areas. Any such storage shall be permitted only by the prior written consent of Lessor or Lessor’s designated agent, which consent may be revoked at
any time. In the event that any unauthorized storage shall occur then Lessor shall have the right, without notice, in addition to such other rights and remedies that it may have, to remove the property and charge the cost to Lessee, which cost shall
be immediately payable upon demand by Lessor. 
 2.9    Common Areas – Rules and Regulations. Lessor or such
other person(s) as Lessor may appoint shall have the exclusive control and management of the Common Areas and shall have the right, from time to time, to adopt, modify, amend and enforce reasonable rules and regulations (“Rules and
Regulations”) for the management, safety, care, and cleanliness of the grounds, the parking and unloading of vehicles and the preservation of good order, as well as for the convenience of other occupants or tenants of the Building and the
Project and their invitees. The Lessee agrees to abide by and conform to all such Rules and Regulations, and shall use its best efforts to cause its employees, suppliers, shippers, customers, contractors and invitees to so abide and conform. Lessor
shall not be responsible to Lessee for the noncompliance with said Rules and Regulations by other tenants of the Project. 

2.10    Common Areas – Changes. Lessor shall have the right, in Lessor’s sole discretion, from time to
time: 
 (a)    To make changes to the Common Areas, including, without limitation, changes in the location, size, shape
and number of the lobbies, windows, stairways, air shafts, elevators, escalators, restrooms, driveways, entrances, parking spaces, parking areas, loading and unloading areas, ingress, egress, direction of traffic, landscaped areas, walkways and
utility raceways; 
 (b)    To close temporarily any of the Common Areas for maintenance purposes so long as reasonable
access to the Premises remains available; 
 (c)    To designate other land outside the boundaries of the Project to be
a part of the Common Areas; 
 (d)    To add additional buildings and improvements to the Common Areas; 

(e)    To use the Common Areas while engaged in making additional improvements, repairs or alterations to the Project, or
any portion thereof; and 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 6 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 (f)    To do and perform such other acts and make such other changes in,
to or with respect to the Common Areas and Project as Lessor may, in the exercise of sound business judgment, deem to be appropriate. 

3.    Term. 

3.1    Term. The Commencement Date, Expiration Date and Original Term of this Lease are as specified in
Paragraph 1.3. 
 3.2    Early Possession. Any provision herein granting Lessee Early Possession of the
Premises is subject to and conditioned upon the Premises being available for such possession prior to the Commencement Date. Any grant of Early Possession only conveys a non-exclusive right to occupy the
Premises. If Lessee totally or partially occupies the Premises prior to the Commencement Date, the obligation to pay Base Rent shall be abated for the period of such Early Possession. All other terms of this Lease (including but not limited to the
obligations to pay Lessee’s Share of the Operating Expense Increase) shall be in effect during such period. Any such Early Possession shall not affect the Expiration Date. 

3.3    Delay In Possession. Lessor agrees to use its best commercially reasonable efforts to deliver possession of
the Premises to Lessee by the Commencement Date. If, despite said efforts, Lessor is unable to deliver possession by such date, Lessor shall not be subject to any liability therefor, nor shall such failure affect the validity of this Lease or change
the Expiration Date. Lessee shall not, however, be obligated to pay Rent or perform its other obligations until Lessor delivers possession of the Premises and any period of rent abatement that Lessee would otherwise have enjoyed shall run from the
date of delivery of possession and continue for a period equal to what Lessee would otherwise have enjoyed under the terms hereof, but minus any days of delay caused by the acts or omissions of Lessee. If possession is not delivered within
60 days after the Commencement Date, as the same may be extended under the terms of any Work Letter executed by Parties, Lessee may, at its option, by notice in writing within 10 days after the end of such 60 day period, cancel this
Lease, in which event the Parties shall be discharged from all obligations hereunder. If such written notice is not received by Lessor within said 10 day period, Lessee’s right to cancel shall terminate. If possession of the Premises is
not delivered within 120 days after the Commencement Date, this Lease shall terminate unless other agreements are reached between Lessor and Lessee, in writing. 

3.4    Lessee Compliance. Lessor shall not be required to deliver possession of the Premises to Lessee until Lessee
complies with its obligation to provide evidence of insurance (Paragraph 8.5). Pending delivery of such evidence, Lessee shall be required to perform all of its obligations under this Lease from and after the Start Date, including the payment
of Rent, notwithstanding Lessor’s election to withhold possession pending receipt of such evidence of insurance. Further, if Lessee is required to perform any other conditions prior to or concurrent with the Start Date, the Start Date shall
occur but Lessor may elect to withhold possession until such conditions are satisfied. 
 4.    Rent. 

4.1    Rent Defined. All monetary obligations of Lessee to Lessor under the terms of this Lease (except for the
Security Deposit) are deemed to be rent (“Rent”). 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 7 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 4.2    Operating Expense Increase. Lessee shall pay to Lessor
during the term hereof, in addition to the Base Rent, Lessee’s Share of the amount by which all Operating Expenses for each Comparison Year exceeds the amount of all Operating Expenses for the Base Year, such excess being hereinafter referred
to as the “Operating Expense Increase”, in accordance with the following provisions: 

(a)    “Base Year” is as specified in Paragraph 1.9. 

(b)    “Comparison Year” is defined as each calendar year during the term of this Lease subsequent to the
Base Year; provided, however, Lessee shall have no obligation to pay a share of the Operating Expense Increase applicable to the first 12 months of the Lease Term (other than such as are mandated by a governmental authority, as to which
government mandated expenses Lessee shall pay Lessee’s Share, notwithstanding they occur during the first twelve (12) months). Lessee’s Share of the Operating Expense Increase for the first and last Comparison Years of the Lease Term
shall be prorated according to that portion of such Comparison Year as to which Lessee is responsible for a share of such increase. 

(c)    The following costs relating to the ownership and operation of the Project, calculated as if the Project was at
least 95% occupied, are defined as “Operating Expenses”: 
 (i)    Costs relating to the operation,
repair, and maintenance in neat, clean, safe, good order and condition, but not the replacement (see subparagraph (g)), of the following: 

(aa)    The Common Areas, including their surfaces, coverings, decorative items, carpets, drapes and window coverings,
and including parking areas, loading and unloading areas, trash areas, roadways, sidewalks, walkways, stairways, parkways, driveways, landscaped areas, striping, bumpers, irrigation systems, Common Area lighting facilities, building exteriors and
roofs, fences and gates; 
 (bb)    All heating, air conditioning, plumbing, electrical systems, life safety equipment,
communication systems and other equipment used in common by, or for the benefit of, tenants or occupants of the Project, including elevators and escalators, tenant directories, fire detection systems including sprinkler system maintenance and
repair. 
 (cc)    All other areas and improvements that are within the exterior boundaries of the Project but outside
of the Premises and/or any other space occupied by a tenant. 
 (ii)    The cost of trash disposal, janitorial and
security services, pest control services, and the costs of any environmental inspections; 
 (iii)    The cost of any
other service to be provided by Lessor that is elsewhere in this Lease stated to be an “Operating Expense”; 

(iv)    The cost of the premiums for the insurance policies maintained by Lessor pursuant to paragraph 8 and any
deductible portion of an insured loss concerning the Building or the Common Areas; 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 8 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 (v)    The amount of the Real Property Taxes payable by Lessor pursuant
to paragraph 10; 
 (vi)    The cost of water, sewer, gas, electricity, and other publicly mandated services not
separately metered; 
 (vii)    Labor, salaries, and applicable fringe benefits and costs, materials, supplies and
tools, used in maintaining and/or cleaning the Project and accounting and management fees attributable to the operation of the Project; 

(viii)    The cost of any capital improvement to the Building or the Project not covered under the provisions of
Paragraph 2.3 provided; however, that Lessor shall allocate the cost of any such capital improvement over a 12 year period and Lessee shall not be required to pay more than Lessee’s Share of 1/144th of the cost of such Capital
Expenditure in any given month; 
 (ix)    The cost to replace equipment or improvements that have a useful life for
accounting purposes of 5 years or less. 
 (x)    Reserves set aside for maintenance, repair and/or replacement of
Common Area improvements and equipment. 
 (d)    Any item of Operating Expense that is specifically attributable to the
Premises, the Building or to any other building in the Project or to the operation, repair and maintenance thereof, shall be allocated entirely to such Premises, Building, or other building. However, any such item that is not specifically
attributable to the Building or to any other building or to the operation, repair and maintenance thereof, shall be equitably allocated by Lessor to all buildings in the Project. 

(e)    The inclusion of the improvements, facilities and services set forth in Subparagraph 4.2(c) shall not be
deemed to impose an obligation upon Lessor to either have said improvements or facilities or to provide those services unless the Project already has the same, Lessor already provides the services, or Lessor has agreed elsewhere in this Lease to
provide the same or some of them. 
 (f)    Lessee’s Share of Operating Expense Increase is payable monthly on the
same day as the Base Rent is due hereunder. The amount of such payments shall be based on Lessor’s estimate of the Operating Expense Expenses. Within 60 days after written request (but not more than once each year) Lessor shall deliver to
Lessee a reasonably detailed statement showing Lessee’s Share of the actual Common Area Operating Expenses for the preceding year. If Lessee’s payments during such Year exceed Lessee’s Share, Lessee shall credit the amount of such
over-payment against Lessee’s future payments. If Lessee’s payments during such Year were less than Lessee’s Share, Lessee shall pay to Lessor the amount of the deficiency within 10 days after delivery by Lessor to Lessee of said
statement. Lessor and Lessee shall forthwith adjust between them by cash payment any balance determined to exist with respect to that portion of the last Comparison Year for which Lessee is responsible as to Operating Expense Increases,
notwithstanding that the Lease term may have terminated before the end of such Comparison Year. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 9 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 (g)    Operating Expenses shall not include the costs of replacement for
equipment or capital components such as the roof, foundations, exterior walls or a Common Area capital improvement, such as the parking lot paving, elevators, fences that have a useful life for accounting purposes of 5 years or more. 

(h)    Operating Expenses shall not include any expenses paid by any tenant directly to third parties, or as to which
Lessor is otherwise reimbursed by any third party, other tenant, or by insurance proceeds. 
 4.3    Payment.
Lessee shall cause payment of Rent to be received by Lessor in lawful money of the United States on or before the day on which it is due, without offset or deduction (except as specifically permitted in this Lease). All monetary amounts shall be
rounded to the nearest whole dollar. In the event that any invoice prepared by Lessor is inaccurate such inaccuracy shall not constitute a waiver and Lessee shall be obligated to pay the amount set forth in this Lease. Rent for any period during the
term hereof which is for less than one full calendar month shall be prorated based upon the actual number of days of said month. Payment of Rent shall be made to Lessor at its address stated herein or to such other persons or place as Lessor may
from time to time designate in writing. Acceptance of a payment which is less than the amount then due shall not be a waiver of Lessor’s rights to the balance of such Rent, regardless of Lessor’s endorsement of any check so stating. In the
event that any check, draft, or other instrument of payment given by Lessee to Lessor is dishonored for any reason, Lessee agrees to pay to Lessor the sum of $25 in addition to any Late Charge and Lessor, at its option, may require all future Rent
be paid by cashier’s check. Payments will be applied first to accrued late charges and attorney’s fees, second to accrued interest, then to Base Rent and Common Area Operating Expenses, and any remaining amount to any other outstanding
charges or costs. 
 5.    Security Deposit. Lessee shall deposit with Lessor upon execution hereof the Security Deposit as
security for Lessee’s faithful performance of its obligations under this Lease. If Lessee fails to pay Rent, or otherwise Defaults under this Lease, Lessor may use, apply or retain all or any portion of said Security Deposit for the payment of
any amount already due Lessor, for Rents which will be due in the future, and/ or to reimburse or compensate Lessor for any liability, expense, loss or damage which Lessor may suffer or incur by reason thereof. If Lessor uses or applies all or any
portion of the Security Deposit, Lessee shall within 10 days after written request therefor deposit monies with Lessor sufficient to restore said Security Deposit to the full amount required by this Lease. If the Base Rent increases during the
term of this Lease, Lessee shall, upon written request from Lessor, deposit additional monies with Lessor so that the total amount of the Security Deposit shall at all times bear the same proportion to the increased Base Rent as the initial Security
Deposit bore to the initial Base Rent. Should the Agreed Use be amended to accommodate a material change in the business of Lessee or to accommodate a sublessee or assignee, Lessor shall have the right to increase the Security Deposit to the extent
necessary, in Lessor’s reasonable judgment, to account for any increased wear and tear that the Premises may suffer as a result thereof. If a change in control of Lessee occurs during this Lease and following such change the financial condition
of Lessee is, in Lessor’s reasonable judgment, significantly reduced, Lessee shall deposit such additional monies with Lessor as shall be sufficient to cause the Security Deposit to be at a commercially reasonable level based on such change in
financial condition. Lessor shall not be required to keep the Security Deposit separate from its general accounts. Within 90 days after the expiration or termination of this Lease, Lessor shall return that portion of the Security Deposit not
used or applied by Lessor. No part of the Security Deposit shall be considered to be held in trust, to bear interest or to be prepayment for any monies to be paid by Lessee under this Lease. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 10 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 6.    Use. 

6.1    Use. Lessee shall use and occupy the Premises only for the Agreed Use, or any other legal use which is
reasonably comparable thereto, and for no other purpose. Lessee shall not use or permit the use of the Premises in a manner that is unlawful, creates damage, waste or a nuisance, or that disturbs occupants of or causes damage to neighboring premises
or properties. Other than guide, signal and seeing eye dogs, Lessee shall not keep or allow in the Premises any pets, animals, birds, fish, or reptiles. Lessor shall not unreasonably withhold or delay its consent to any written request for a
modification of the Agreed Use, so long as the same will not impair the structural integrity of the improvements of the Building, will not adversely affect the mechanical, electrical, HVAC, and other systems of the Building, and/or will not affect
the exterior appearance of the Building. If Lessor elects to withhold consent, Lessor shall within 7 days after such request give written notification of same, which notice shall include an explanation of Lessor’s objections to the change in
the Agreed Use. 
 6.2    Hazardous Substances. 

(a)    Reportable Uses Require Consent. The term “Hazardous Substance” as used in this Lease shall
mean any product, substance, or waste whose presence, use, manufacture, disposal, transportation, or release, either by itself or in combination with other materials expected to be on the Premises, is either: (i) potentially injurious to the
public health, safety or welfare, the environment or the Premises, (ii) regulated or monitored by any governmental authority, or (iii) a basis for potential liability of Lessor to any governmental agency or third party under any applicable
statute or common law theory. Hazardous Substances shall include, but not be limited to, hydrocarbons, petroleum, gasoline, and/or crude oil or any products, byproducts or fractions thereof. Lessee shall not engage in any activity in or on the
Premises which constitutes a Reportable Use of Hazardous Substances without the express prior written consent of Lessor and timely compliance (at Lessee’s expense) with all Applicable Requirements. “Reportable Use” shall mean
(i) the installation or use of any above or below ground storage tank, (ii) the generation, possession, storage, use, transportation, or disposal of a Hazardous Substance that requires a permit from, or with respect to which a report,
notice, registration or business plan is required to be filed with, any governmental authority, and/or (iii) the presence at the Premises of a Hazardous Substance with respect to which any Applicable Requirements requires that a notice be given
to persons entering or occupying the Premises or neighboring properties. Notwithstanding the foregoing, Lessee may use any ordinary and customary materials reasonably required to be used in the normal course of the Agreed Use such as ordinary office
supplies (copier toner, liquid paper, glue, etc.) and common household cleaning materials, so long as such use is in compliance with all Applicable Requirements, is not a Reportable Use, and does not expose the Premises or neighboring property to
any meaningful risk of contamination or damage or expose Lessor to any liability therefor. In addition, Lessor may condition its consent to any Reportable Use upon receiving such additional assurances as Lessor reasonably deems necessary to protect
itself, the public, the Premises and/or the environment against damage, contamination, injury and/or liability, including, but not limited to, the installation (and removal on or before Lease expiration or termination) of protective modifications
(such as concrete encasements) and/or increasing the Security Deposit. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 11 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 (b)    Duty to Inform Lessor. If Lessee knows, or has reasonable
cause to believe, that a Hazardous Substance has come to be located in, on, under or about the Premises, other than as previously consented to by Lessor, Lessee shall immediately give written notice of such fact to Lessor, and provide Lessor with a
copy of any report, notice, claim or other documentation which it has concerning the presence of such Hazardous Substance. 

(c)    Lessee Remediation. Lessee shall not cause or permit any Hazardous Substance to be spilled or released in,
on, under, or about the Premises (including through the plumbing or sanitary sewer system) and shall promptly, at Lessee’s expense, comply with all Applicable Requirements and take all investigatory and/or remedial action reasonably
recommended, whether or not formally ordered or required, for the cleanup of any contamination of, and for the maintenance, security and/or monitoring of the Premises or neighboring properties, that was caused or materially contributed to by Lessee,
or pertaining to or involving any Hazardous Substance brought onto the Premises during the term of this Lease, by or for Lessee, or any third party. 

(d)    Lessee Indemnification. Lessee shall indemnify, defend and hold Lessor, its agents, employees, lenders and
ground lessor, if any, harmless from and against any and all loss of rents and/or damages, liabilities, judgments, claims, expenses, penalties, and attorneys’ and consultants’ fees arising out of or involving any Hazardous Substance
brought onto the Premises by or for Lessee, or any third party (provided, however, that Lessee shall have no liability under this Lease with respect to underground migration of any Hazardous Substance under the Premises from areas outside of the
Project not caused or contributed to by Lessee). Lessee’s obligations shall include, but not be limited to, the effects of any contamination or injury to person, property or the environment created or suffered by Lessee, and the cost of
investigation, removal, remediation, restoration and/or abatement, and shall survive the expiration or termination of this Lease. No termination, cancellation or release agreement entered into by Lessor and Lessee shall release Lessee from its
obligations under this Lease with respect to Hazardous Substances, unless specifically so agreed by Lessor in writing at the time of such agreement. 

(e)    Lessor Indemnification. Except as otherwise provided in paragraph 8.7, Lessor and its successors and
assigns shall indemnify, defend, reimburse and hold Lessee, its employees and lenders, harmless from and against any and all environmental damages, including the cost of remediation, which result from Hazardous Substances which existed on the
Premises prior to Lessee’s occupancy or which are caused by the gross negligence or willful misconduct of Lessor, its agents or employees. Lessor’s obligations, as and when required by the Applicable Requirements, shall include, but not be
limited to, the cost of investigation, removal, remediation, restoration and/or abatement, and shall survive the expiration or termination of this Lease. 

(f)    Investigations and Remediations. Lessor shall retain the responsibility and pay for any investigations or
remediation measures required by governmental entities having jurisdiction with respect to the existence of Hazardous Substances on the Premises prior to Lessee’s occupancy, unless such remediation measure is required as a result of
Lessee’s use (including “Alterations”, as defined in paragraph 7.3(a) below) of the Premises, in which event Lessee shall be responsible for such payment. Lessee shall cooperate fully in any such activities at the request
of Lessor, including allowing Lessor and Lessor’s agents to have reasonable access to the Premises at reasonable times in order to carry out Lessor’s investigative and remedial responsibilities. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 12 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 (g)    Lessor Termination Option. If a Hazardous Substance
Condition (see Paragraph 9.1(e)) occurs during the term of this Lease, unless Lessee is legally responsible therefor (in which case Lessee shall make the investigation and remediation thereof required by the Applicable Requirements and this
Lease shall continue in full force and effect, but subject to Lessor’s rights under Paragraph 6.2(d) and Paragraph 13), Lessor may, at Lessor’s option, either (i) investigate and remediate such Hazardous Substance Condition,
if required, as soon as reasonably possible at Lessor’s expense, in which event this Lease shall continue in full force and effect, or (ii) if the estimated cost to remediate such condition exceeds 12 times the then monthly Base Rent
or $100,000, whichever is greater, give written notice to Lessee, within 30 days after receipt by Lessor of knowledge of the occurrence of such Hazardous Substance Condition, of Lessor’s desire to terminate this Lease as of the date
60 days following the date of such notice. In the event Lessor elects to give a termination notice, Lessee may, within 10 days thereafter, give written notice to Lessor of Lessee’s commitment to pay the amount by which the cost of the
remediation of such Hazardous Substance Condition exceeds an amount equal to 12 times the then monthly Base Rent or $100,000, whichever is greater. Lessee shall provide Lessor with said funds or satisfactory assurance thereof within
30 days following such commitment. In such event, this Lease shall continue in full force and effect, and Lessor shall proceed to make such remediation as soon as reasonably possible after the required funds are available. If Lessee does not
give such notice and provide the required funds or assurance thereof within the time provided, this Lease shall terminate as of the date specified in Lessor’s notice of termination. 

6.3    Lessee’s Compliance with Applicable Requirements. Except as otherwise provided in this Lease, Lessee
shall, at Lessee’s sole expense, fully, diligently and in a timely manner, materially comply with all Applicable Requirements, the requirements of any applicable fire insurance underwriter or rating bureau, and the recommendations of
Lessor’s engineers and/or consultants which relate in any manner to the Premises, without regard to whether said requirements are now in effect or become effective after the Start Date. Lessee shall, within 10 days after receipt of
Lessor’s written request, provide Lessor with copies of all permits and other documents, and other information evidencing Lessee’s compliance with any Applicable Requirements specified by Lessor, and shall immediately upon receipt, notify
Lessor in writing (with copies of any documents involved) of any threatened or actual claim, notice, citation, warning, complaint or report pertaining to or involving the failure of Lessee or the Premises to comply with any Applicable Requirements.
Likewise, Lessee shall immediately give written notice to Lessor of: (i) any water damage to the Premises and any suspected seepage, pooling, dampness or other condition conducive to the production of mold; or (ii) any mustiness or other
odors that might indicate the presence of mold in the Premises. 
 6.4    Inspection; Compliance. Lessor and
Lessor’s “Lender” (as defined in Paragraph 30) and consultants shall have the right to enter into Premises at any time, in the case of an emergency, and otherwise at reasonable times, after reasonable notice, for the
purpose of inspecting the condition of the Premises and for verifying compliance by Lessee with this Lease. The cost of any such inspections shall be paid by Lessor, unless a violation of Applicable Requirements, or a Hazardous Substance Condition
(see paragraph 9.1e) is found to exist or be imminent, or the inspection is requested or ordered by a governmental authority. In such case, Lessee shall upon request reimburse Lessor for the cost of such inspection, so long as such inspection
is reasonably related to the violation or contamination. In addition, Lessee shall provide copies of all relevant material safety data sheets (MSDS) to Lessor within 10 days of the receipt of written request therefor. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 13 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 7.    Maintenance; Repairs; Utility Installations; Trade Fixtures and
Alterations. 
 7.1    Lessee’s Obligations. Notwithstanding Lessor’s obligation to keep the
Premises in good condition and repair, Lessee shall be responsible for payment of the cost thereof to Lessor as additional rent for that portion of the cost of any maintenance and repair of the Premises, or any equipment (wherever located) that
serves only Lessee or the Premises, to the extent such cost is attributable to abuse or misuse. In addition, Lessee rather than the Lessor shall be responsible for the cost of painting, repairing or replacing wall coverings, and to repair or replace
any similar improvements within the Premises. Lessor may, at its option, upon reasonable notice, elect to have Lessee perform any particular such maintenance or repairs the cost of which is otherwise Lessee’s responsibility hereunder. 

7.2    Lessor’s Obligations. Subject to the provisions of Paragraphs 2.2 (Condition),
2.3 (Compliance), 4.2 (Operating Expenses), 6 (Use), 7.1 (Lessee’s Obligations), 9 (Damage or Destruction) and 14 (Condemnation), Lessor, subject to reimbursement pursuant to Paragraph 4.2, shall keep in good order, condition and
repair the foundations, exterior walls, structural condition of interior bearing walls, exterior roof, fire sprinkler system, fire alarm and/or smoke detection systems, fire hydrants, and the Common Areas. Lessee expressly waives the benefit of any
statute now or hereafter in effect to the extent it is inconsistent with the terms of this Lease. 
 7.3    Utility
Installations; Trade Fixtures; Alterations. 
 (a)    Definitions. The term “Utility
Installations” refers to all floor and window coverings, air lines, vacuum lines, power panels, electrical distribution, security and fire protection systems, communication cabling, lighting fixtures, HVAC equipment, and plumbing in or on
the Premises. The term “Trade Fixtures” shall mean Lessee’s machinery and equipment that can be removed without doing material damage to the Premises. The term “Alterations” shall mean any modification of the
improvements, other than Utility Installations or Trade Fixtures, whether by addition or deletion. “Lessee Owned Alterations and/or Utility Installations” are defined as Alterations and/or Utility Installations made by Lessee that
are not yet owned by Lessor pursuant to Paragraph 7.4(a). 
 (b)    Consent. Lessee shall not make any
Alterations or Utility Installations to the Premises without Lessor’s prior written consent. Lessee may, however, make non-structural Alterations or Utility Installations to the interior of the Premises
(excluding the roof) without such consent but upon notice to Lessor, as long as they are not visible from the outside, do not involve puncturing, relocating or removing the roof, ceilings, floors or any existing walls, will not affect the
electrical, plumbing, HVAC, and/or life safety systems, and the cumulative cost thereof during this Lease as extended does not exceed $2000. Notwithstanding the foregoing, Lessee shall not make or permit any roof penetrations and/or install anything
on the roof without the prior written approval of Lessor. Lessor may, as a precondition to granting such approval, require Lessee to utilize a contractor chosen and/or approved by Lessor. Any Alterations or Utility Installations that Lessee shall
desire to make and which require the consent of the Lessor shall be presented to Lessor in written form with detailed plans. Consent shall be deemed conditioned upon Lessee’s: (i) acquiring all applicable governmental permits,
(ii) furnishing Lessor with copies of both the permits and the plans and specifications prior to commencement of the work, and (iii) compliance with all conditions of said permits and other Applicable Requirements in a prompt and
expeditious manner. Any Alterations or Utility Installations shall be performed in a workmanlike manner with good and sufficient materials. Lessee shall promptly upon completion furnish Lessor with as built plans and specifications. For work which
costs an amount in excess of one month’s Base Rent, Lessor may condition its consent upon Lessee providing a lien and completion bond in an amount equal to 150% of the estimated cost of such Alteration or Utility Installation and/or upon
Lessee’s posting an additional Security Deposit with Lessor. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 14 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 (c)    Liens; Bonds. Lessee shall pay, when due, all claims for
labor or materials furnished or alleged to have been furnished to or for Lessee at or for use on the Premises, which claims are or may be secured by any mechanic’s or materialmen’s lien against the Premises or any interest therein. Lessee
shall give Lessor not less than 10 days notice prior to the commencement of any work in, on or about the Premises, and Lessor shall have the right to post notices of non-responsibility. If Lessee shall
contest the validity of any such lien, claim or demand, then Lessee shall, at its sole expense defend and protect itself, Lessor and the Premises against the same and shall pay and satisfy any such adverse judgment that may be rendered thereon
before the enforcement thereof. If Lessor shall require, Lessee shall furnish a surety bond in an amount equal to 150% of the amount of such contested lien, claim or demand, indemnifying Lessor against liability for the same. If Lessor elects to
participate in any such action, Lessee shall pay Lessor’s attorneys’ fees and costs. 
 7.4    Ownership;
Removal; Surrender; and Restoration. 
 (a)    Ownership. Subject to Lessor’s right to require removal
or elect ownership as hereinafter provided, all Alterations and Utility Installations made by Lessee shall be the property of Lessee, but considered a part of the Premises. Lessor may, at any time, elect in writing to be the owner of all or any
specified part of the Lessee Owned Alterations and Utility Installations. Unless otherwise instructed per paragraph 7.4(b) hereof, all Lessee Owned Alterations and Utility Installations shall, at the expiration or termination of this Lease,
become the property of Lessor and be surrendered by Lessee with the Premises. 
 (b)    Removal. By delivery to
Lessee of written notice from Lessor not earlier than 90 and not later than 30 days prior to the end of the term of this Lease, Lessor may require that any or all Lessee Owned Alterations or Utility installations be removed by the expiration or
termination of this Lease. Lessor may require the removal at any time of all or any part of any Lessee Owned Alterations or Utility Installations made without the required consent. 

(c)    Surrender; Restoration. Lessee shall surrender the Premises by the Expiration Date or any earlier
termination date, with all of the improvements, parts and surfaces thereof clean and free of debris, and in good operating order, condition and state of repair, ordinary wear and tear excepted. “Ordinary wear and tear” shall not include
any damage or deterioration that would have been prevented by good maintenance practice. Notwithstanding the foregoing, if this Lease is for 12 months or less, then Lessee shall surrender the Premises in the same condition as delivered to
Lessee on the Start Date with NO allowance for ordinary wear and tear. Lessee shall repair any damage occasioned by the installation, maintenance or removal of Trade Fixtures, Lessee owned Alterations and/or Utility Installations, furnishings, and
equipment as well as the removal of any storage tank installed by or for Lessee. Lessee shall also completely remove from the Premises any and all Hazardous Substances brought onto the Premises by or for Lessee, or any third party (except Hazardous
Substances which were deposited via underground migration from areas outside of the Premises) even if such removal would require Lessee to perform or pay for work that exceeds statutory requirements. Trade Fixtures shall remain the property of
Lessee and shall be removed by Lessee. Any personal property of Lessee not removed on or before the Expiration Date or any earlier termination date shall be deemed to have been abandoned by Lessee and may be disposed of or retained by Lessor as
Lessor may desire. The failure by Lessee to timely vacate the Premises pursuant to this Paragraph 7.4(c) without the express written consent of Lessor shall constitute a holdover under the provisions of Paragraph 26 below. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 15 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 8.    Insurance; Indemnity. 

8.1    Insurance Premiums. The cost of the premiums for the insurance policies maintained by Lessor pursuant to
paragraph 8 are included as Operating Expenses (see paragraph 4.2 (c)(iv)). Said costs shall include increases in the premiums resulting from additional coverage related to requirements of the holder of a mortgage or deed of trust covering
the Premises, Building and/or Project, increased valuation of the Premises, Building and/or Project, and/or a general premium rate increase. Said costs shall not, however, include any premium increases resulting from the nature of the occupancy of
any other tenant of the Building. If the Project was not insured for the entirety of the Base Year, then the base premium shall be the lowest annual premium reasonably obtainable for the required insurance as of the Start Date, assuming the most
nominal use possible of the Building and/or Project. In no event, however, shall Lessee be responsible for any portion of the premium cost attributable to liability insurance coverage in excess of $2,000,000 procured under Paragraph 8.2(b).

 8.2    Liability Insurance. 

(a)    Carried by Lessee. Lessee shall obtain and keep in force a Commercial General Liability policy of insurance
protecting Lessee and Lessor as an additional insured against claims for bodily injury, personal injury and property damage based upon or arising out of the ownership, use, occupancy or maintenance of the Premises and all areas appurtenant thereto.
Such insurance shall be on an occurrence basis providing single limit coverage in an amount not less than $1,000,000 per occurrence with an annual aggregate of not less than $2,000,000. Lessee shall add Lessor as an additional insured by means of an
endorsement at least as broad as the Insurance Service Organization’s “Additional Insured-Managers or Lessors of Premises” Endorsement and coverage shall also be extended to include damage caused by heat, smoke or fumes from a hostile
fire. The policy shall not contain any intra-insured exclusions as between insured persons or organizations, but shall include coverage for liability assumed under this Lease as an “insured contract” for the performance of Lessee’s
indemnity obligations under this Lease. The limits of said insurance shall not, however, limit the liability of Lessee nor relieve Lessee of any obligation hereunder. Lessee shall provide an endorsement on its liability policy(ies) which provides
that its insurance shall be primary to and not contributory with any similar insurance carried by Lessor, whose insurance shall be considered excess insurance only. 

(b)    Carried by Lessor. Lessor shall maintain liability insurance as described in Paragraph 8.2(a), in
addition to, and not in lieu of, the insurance required to be maintained by Lessee. Lessee shall not be named as an additional insured therein. 

8.3    Property Insurance – Building, Improvements and Rental Value. 

(a)    Building and Improvements. Lessor shall obtain and keep in force a policy or policies of insurance in the
name of Lessor, with loss payable to Lessor, any ground-lessor, and to any Lender insuring loss or damage to the Building and/or Project. The amount of such insurance shall be equal to the full insurable replacement cost of the Building and/or
Project, as the same shall exist from time to time, or the amount required by any Lender, but in no event more than the commercially reasonable and available insurable value thereof. Lessee Owned Alterations and Utility Installations, Trade
Fixtures, and 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 16 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 
Lessee’s personal property shall be insured by Lessee not by Lessor. If the coverage is available and commercially appropriate, such policy or policies shall insure against all risks of
direct physical loss or damage (except the perils of flood and/or earthquake unless required by a Lender), including coverage for debris removal and the enforcement of any Applicable Requirements requiring the upgrading, demolition, reconstruction
or replacement of any portion of the Premises as the result of a covered loss. Said policy or policies shall also contain an agreed valuation provision in lieu of any coinsurance clause, waiver of subrogation, and inflation guard protection causing
an increase in the annual property insurance coverage amount by a factor of not less than the adjusted U.S. Department of Labor Consumer Price Index for All Urban Consumers for the city nearest to where the Premises are located. If such insurance
coverage has a deductible clause, the deductible amount shall not exceed $5,000 per occurrence. 
 (b)    Rental
Value. Lessor shall also obtain and keep in force a policy or policies in the name of Lessor with loss payable to Lessor and any Lender, insuring the loss of the full Rent for one year with an extended period of indemnity for an additional
180 days (“Rental Value insurance”). Said insurance shall contain an agreed valuation provision in lieu of any coinsurance clause, and the amount of coverage shall be adjusted annually to reflect the projected Rent otherwise
payable by Lessee, for the next 12 month period. 
 (c)    Adjacent Premises. Lessee shall pay for any
increase in the premiums for the property insurance of the Building and for the Common Areas or other buildings in the Project if said increase is caused by Lessee’s acts, omissions, use or occupancy of the Premises. 

(d)    Lessee’s Improvements. Since Lessor is the Insuring Party, Lessor shall not be required to insure
Lessee Owned Alterations and Utility Installations unless the item in question has become the property of Lessor under the terms of this Lease. 

8.4    Lessee’s Property; Business Interruption Insurance; Worker’s Compensation Insurance. 

(a)    Property Damage. Lessee shall obtain and maintain insurance coverage on all of Lessee’s personal
property, Trade Fixtures, and Lessee Owned Alterations and Utility Installations. Such insurance shall be full replacement cost coverage with a deductible of not to exceed $1,000 per occurrence. The proceeds from any such insurance shall be used by
Lessee for the replacement of personal property, Trade Fixtures and Lessee Owned Alterations and Utility Installations. 

(b)    Worker’s Compensation Insurance. Lessee shall obtain and maintain Worker’s Compensation Insurance
in such amount as may be required by Applicable Requirements. Such policy shall include a ‘Waiver of Subrogation’ endorsement. Lessee shall provide Lessor with a copy of such endorsement along with the certificate of insurance or copy of
the policy required by paragraph 8.5. 
 (c)    Business Interruption. Lessee shall obtain and maintain loss
of income and extra expense insurance in amounts as will reimburse Lessee for direct or indirect loss of earnings attributable to all perils commonly insured against by prudent lessees in the business of Lessee or attributable to prevention of
access to the Premises as a result of such perils. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 17 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 (d)    No Representation of Adequate Coverage. Lessor makes no
representation that the limits or forms of coverage of insurance specified herein are adequate to cover Lessee’s property, business operations or obligations under this Lease. 

8.5    Insurance Policies. Insurance required herein shall be by companies maintaining during the policy term a
“General Policyholders Rating” of at least A-, VII, as set forth in the most current issue of “Best’s Insurance Guide”, or such other rating as may be required by a Lender. Lessee
shall not do or permit to be done anything which invalidates the required insurance policies. Lessee shall, prior to the Start Date, deliver to Lessor certified copies of policies of such insurance or certificates with copies of the required
endorsements evidencing the existence and amounts of the required insurance. No such policy shall be cancelable or subject to modification except after 10 days prior written notice to Lessor. Lessee shall, at least 30 days prior to the
expiration of such policies, furnish Lessor with evidence of renewals or “insurance binders” evidencing renewal thereof, or Lessor may order such insurance and charge the cost thereof to Lessee, which amount shall be payable by Lessee to
Lessor upon demand. Such policies shall be for a term of at least one year, or the length of the remaining term of this Lease, whichever is less. If either Party shall fail to procure and maintain the insurance required to be carried by it, the
other Party may, but shall not be required to, procure and maintain the same. 
 8.6    Waiver of Subrogation.
Without affecting any other rights or remedies, Lessee and Lessor each hereby release and relieve the other, and waive their entire right to recover damages against the other, for loss of or damage to its property arising out of or incident to the
perils required to be insured against herein. The effect of such releases and waivers is not limited by the amount of insurance carried or required, or by any deductibles applicable hereto. The Parties agree to have their respective property damage
insurance carriers waive any right to subrogation that such companies may have against Lessor or Lessee, as the case may be, so long as the insurance is not invalidated thereby. 

8.7    Indemnity. Except for Lessor’s gross negligence or willful misconduct, Lessee shall indemnify, protect,
defend and hold harmless the Premises, Lessor and its agents, Lessor’s master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys’ and
consultants’ fees, expenses and/or liabilities arising out of, involving, or in connection with, the use and/or occupancy of the Premises by Lessee. If any action or proceeding is brought against Lessor by reason of any of the foregoing
matters, Lessee shall upon notice defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or
indemnified. 
 8.8    Exemption of Lessor and its Agents from Liability. Notwithstanding the negligence or
breach of this Lease by Lessor or its agents, neither Lessor nor its agents shall be liable under any circumstances for: (i) injury or damage to the person or goods, wares, merchandise or other property of Lessee, Lessee’s employees,
contractors, invitees, customers, or any other person in or about the Premises, whether such damage or injury is caused by or results from fire, steam, electricity, gas, water or rain, indoor air quality, the presence of mold or from the breakage,
leakage, obstruction or other defects of pipes, fire sprinklers, wires, appliances, plumbing, HVAC or lighting fixtures, or from any other cause, whether the said injury or damage results from conditions arising upon the Premises or upon other
portions of the Building, or from other sources or places, (ii) any damages arising from any act or neglect of any other tenant of Lessor or from the failure of Lessor or its agents to enforce the provisions of any other lease in the Project,
or (iii) injury to Lessee’s business or for any loss of income or profit therefrom. Instead, it is intended that Lessee’s sole recourse in the event of such damages or injury be to file a claim on the insurance policy(ies) that Lessee
is required to maintain pursuant to the provisions of paragraph 8. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 18 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 8.9    Failure to Provide Insurance. Lessee acknowledges that any
failure on its part to obtain or maintain the insurance required herein will expose Lessor to risks and potentially cause Lessor to incur costs not contemplated by this Lease, the extent of which will be extremely difficult to ascertain.
Accordingly, for any month or portion thereof that Lessee does not maintain the required insurance and/or does not provide Lessor with the required binders or certificates evidencing the existence of the required insurance, the Base Rent shall be
automatically increased, without any requirement for notice to Lessee, by an amount equal to 10% of the then existing Base Rent or $100, whichever is greater. The parties agree that such increase in Base Rent represents fair and reasonable
compensation for the additional risk/costs that Lessor will incur by reason of Lessee’s failure to maintain the required insurance. Such increase in Base Rent shall in no event constitute a waiver of Lessee’s Default or Breach with respect
to the failure to maintain such insurance, prevent the exercise of any of the other rights and remedies granted hereunder, nor relieve Lessee of its obligation to maintain the insurance specified in this Lease. 

9.    Damage or Destruction. 

9.1    Definitions. 

(a)    “Premises Partial Damage” shall mean damage or destruction to the improvements on the Premises,
other than Lessee Owned Alterations and Utility Installations, which can reasonably be repaired in 3 months or less from the date of the damage or destruction, and the cost thereof does not exceed a sum equal to 6 month’s Base Rent.
Lessor shall notify Lessee in writing within 30 days from the date of the damage or destruction as to whether or not the damage is Partial or Total. 

(b)    “Premises Total Destruction” shall mean damage or destruction to the improvements on the Premises,
other than Lessee Owned Alterations and Utility Installations and Trade Fixtures, which cannot reasonably be repaired in 3 months or less from the date of the damage or destruction and/or the cost thereof exceeds a sum equal to
6 month’s Base Rent. Lessor shall notify Lessee in writing within 30 days from the date of the damage or destruction as to whether or not the damage is Partial or Total. 

(c)    “Insured Loss” shall mean damage or destruction to improvements on the Premises, other than Lessee
Owned Alterations and Utility Installations and Trade Fixtures, which was caused by an event required to be covered by the insurance described in Paragraph 8.3(a), irrespective of any deductible amounts or coverage limits involved. 

(d)    “Replacement Cost” shall mean the cost to repair or rebuild the improvements owned by Lessor at
the time of the occurrence to their condition existing immediately prior thereto, including demolition, debris removal and upgrading required by the operation of Applicable Requirements, and without deduction for depreciation. 

(e)    “Hazardous Substance Condition” shall mean the occurrence or discovery of a condition involving
the presence of, or a contamination by, a Hazardous Substance, in, on, or under the Premises which requires restoration. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 19 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 9.2    Partial Damage – Insured Loss. If a Premises Partial
Damage that is an Insured Loss occurs, then Lessor shall, at Lessor’s expense, repair such damage (but not Lessee’s Trade Fixtures or Lessee Owned Alterations and Utility Installations) as soon as reasonably possible and this Lease shall
continue in full force and effect; provided, however, that Lessee shall, at Lessor’s election, make the repair of any damage or destruction the total cost to repair of which is $5,000 or less, and, in such event, Lessor shall make any
applicable insurance proceeds available to Lessee on a reasonable basis for that purpose. Notwithstanding the foregoing, if the required insurance was not in force or the insurance proceeds are not sufficient to effect such repair, the Insuring
Party shall promptly contribute the shortage in proceeds as and when required to complete said repairs. In the event, however, such shortage was due to the fact that, by reason of the unique nature of the improvements, full replacement cost
insurance coverage was not commercially reasonable and available, Lessor shall have no obligation to pay for the shortage in insurance proceeds or to fully restore the unique aspects of the Premises unless Lessee provides Lessor with the funds to
cover same, or adequate assurance thereof, within 10 days following receipt of written notice of such shortage and request therefor. If Lessor receives said funds or adequate assurance thereof within said 10 day period, the party
responsible for making the repairs shall complete them as soon as reasonably possible and this Lease shall remain in full force and effect. If such funds or assurance are not received, Lessor may nevertheless elect by written notice to Lessee within
10 days thereafter to: (i) make such restoration and repair as is commercially reasonable with Lessor paying any shortage in proceeds, in which case this Lease shall remain in full force and effect, or (ii) have this Lease terminate
30 days thereafter. Lessee shall not be entitled to reimbursement of any funds contributed by Lessee to repair any such damage or destruction. Premises Partial Damage due to flood or earthquake shall be subject to Paragraph 9.3,
notwithstanding that there may be some insurance coverage, but the net proceeds of any such insurance shall be made available for the repairs if made by either Party. 

9.3    Partial Damage – Uninsured Loss. If a Premises Partial Damage that is not an Insured Loss occurs,
unless caused by a negligent or willful act of Lessee (in which event Lessee shall make the repairs at Lessee’s expense), Lessor may either: (i) repair such damage as soon as reasonably possible at Lessor’s expense, in which event
this Lease shall continue in full force and effect, or (ii) terminate this Lease by giving written notice to Lessee within 30 days after receipt by Lessor of knowledge of the occurrence of such damage. Such termination shall be effective
60 days following the date of such notice. In the event Lessor elects to terminate this Lease, Lessee shall have the right within 10 days after receipt of the termination notice to give written notice to Lessor of Lessee’s commitment
to pay for the repair of such damage without reimbursement from Lessor. Lessee shall provide Lessor with said funds or satisfactory assurance thereof within 30 days after making such commitment. In such event this Lease shall continue in full
force and effect, and Lessor shall proceed to make such repairs as soon as reasonably possible after the required funds are available. If Lessee does not make the required commitment, this Lease shall terminate as of the date specified in the
termination notice. 
 9.4    Total Destruction. Notwithstanding any other provision hereof, if a Premises Total
Destruction occurs, this Lease shall terminate 60 days following such Destruction. If the damage or destruction was caused by the gross negligence or willful misconduct of Lessee, Lessor shall have the right to recover Lessor’s damages
from Lessee, except as provided in Paragraph 8.6. 
 9.5    Damage Near End of Term. If at any time during
the last 6 months of this Lease there is damage for which the cost to repair exceeds one month’s Base Rent, whether or not an Insured Loss, Lessor may terminate this Lease effective 60 days following the date of occurrence of such
damage by 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 20 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 
giving a written termination notice to Lessee within 30 days after the date of occurrence of such damage. Notwithstanding the foregoing, if Lessee at that time has an exercisable option to
extend this Lease or to purchase the Premises, then Lessee may preserve this Lease by, (a) exercising such option and (b) providing Lessor with any shortage in insurance proceeds (or adequate assurance thereof) needed to make the repairs
on or before the earlier of (i) the date which is 10 days after Lessee’s receipt of Lessor’s written notice purporting to terminate this Lease, or (ii) the day prior to the date upon which such option expires. If Lessee duly
exercises such option during such period and provides Lessor with funds (or adequate assurance thereof) to cover any shortage in insurance proceeds, Lessor shall, at Lessor’s commercially reasonable expense, repair such damage as soon as
reasonably possible and this Lease shall continue in full force and effect. If Lessee fails to exercise such option and provide such funds or assurance during such period, then this Lease shall terminate on the date specified in the termination
notice and Lessee’s option shall be extinguished. 
 9.6    Abatement of Rent; Lessee’s Remedies. 

(a)    Abatement. In the event of Premises Partial Damage or Premises Total Destruction or a Hazardous Substance
Condition for which Lessee is not responsible under this Lease, the Rent payable by Lessee for the period required for the repair, remediation or restoration of such damage shall be abated in proportion to the degree to which Lessee’s use of
the Premises is impaired, but not to exceed the proceeds received from the Rental Value insurance. All other obligations of Lessee hereunder shall be performed by Lessee, and Lessor shall have no liability for any such damage, destruction,
remediation, repair or restoration except as provided herein. 
 (b)    Remedies. If Lessor is obligated to
repair or restore the Premises and does not commence, in a substantial and meaningful way, such repair or restoration within 90 days after such obligation shall accrue, Lessee may, at any time prior to the commencement of such repair or
restoration, give written notice to Lessor and to any Lenders of which Lessee has actual notice, of Lessee’s election to terminate this Lease on a date not less than 60 days following the giving of such notice. If Lessee gives such notice
and such repair or restoration is not commenced within 30 days thereafter, this Lease shall terminate as of the date specified in said notice. If the repair or restoration is commenced within such 30 days, this Lease shall continue in full
force and effect. “Commence” shall mean either the unconditional authorization of the preparation of the required plans, or the beginning of the actual work on the Premises, whichever first occurs. 

9.7    Termination; Advance Payments. Upon termination of this Lease pursuant to Paragraph 6.2(g) or
Paragraph 9, an equitable adjustment shall be made concerning advance Base Rent and any other advance payments made by Lessee to Lessor. Lessor shall, in addition, return to Lessee so much of Lessee’s Security Deposit as has not been, or
is not then required to be, used by Lessor. 
 10.    Real Property Taxes. 

10.1    Definitions. As used herein, the term “Real Property Taxes” shall include any form of
assessment; real estate, general, special, ordinary or extraordinary, or rental levy or tax (other than inheritance, personal income or estate taxes); improvement bond; and/or license fee imposed upon or levied against any legal or equitable
interest of Lessor in the Project, Lessor’s right to other income therefrom, and/or Lessor’s business of leasing, by any authority having the direct or indirect power to tax and where the funds are generated with reference to the Project
address and where the proceeds so 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 21 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 
generated are to be applied by the city, county or other local taxing authority of a jurisdiction within which the Project is located. “Real Prop Taxes” shall also include any
tax, fee, levy, assessment or charge, or any increase therein: (i) imposed by reason of events occurring during the term of this Lease, including but not limited to, a change in the ownership of the Project, (ii) a change in the
improvements thereon, and/or (iii) levied or assessed on machinery or equipment provided by Lessor to Lessee pursuant to this Lease. 

10.2    Payment of Taxes. Except as otherwise provided in Paragraph 10.3, Lessor shall pay the Real Property
Taxes applicable to the Project, and said payments shall be included in the calculation of Operating Expenses in accordance with the provisions of Paragraph 4.2. 

10.3    Additional Improvements. Operating Expenses shall not include Real Property Taxes specified in the tax
assessor’s records and work sheets as being caused by additional improvements placed upon the Project by other lessees or by Lessor for the exclusive enjoyment of such other lessees. Notwithstanding Paragraph 10.2 hereof, Lessee shall,
however, pay to Lessor at the time Operating Expenses are payable under Paragraph 4.2, the entirety of any increase in Real Property Taxes if assessed solely by reason of Alterations, Trade Fixtures or Utility Installations placed upon the
Premises by Lessee or at Lessee’s request or by reason of any alterations or improvements to the Premises made by Lessor subsequent to the execution of this Lease by the Parties. 

10.4    Joint Assessment. If the Building is not separately assessed, Real Property Taxes allocated to the Building
shall be an equitable proportion of the Real Property Taxes for all of the land and improvements included within the tax parcel assessed, such proportion to be determined by Lessor from the respective valuations assigned in the assessor’s work
sheets or such other information as may be reasonably available. Lessor’s reasonable determination thereof, in good faith, shall be conclusive. 

10.5    Personal Property Taxes. Lessee shall pay prior to delinquency all taxes assessed against and levied upon
Lessee Owned Alterations and Utility Installations, Trade Fixtures, furnishings, equipment and all personal property of Lessee contained in the Premises. When possible, Lessee shall cause its Lessee Owned Alterations and Utility Installations, Trade
Fixtures, furnishings, equipment and all other personal property to be assessed and billed separately from the real property of Lessor. If any of Lessee’s said property shall be assessed with Lessor’s real property, Lessee shall pay Lessor
the taxes attributable to Lessee’s property within 10 days after receipt of a written statement setting forth the taxes applicable to Lessee’s property. 

11.    Utilities and Services. 

11.1    Services Provided by Lessor. Lessor shall provide heating, ventilation, air conditioning, reasonable
amounts of electricity for normal lighting and office machines, water for reasonable and normal drinking and lavatory use in connection with an office, and replacement light bulbs and/or fluorescent tubes and ballasts for standard overhead fixtures.
Lessor shall also provide janitorial services to the Premises and Common Areas 5 times per week, excluding Building Holidays, or pursuant to the attached janitorial schedule, if any. Lessor shall not, however, be required to provide janitorial
services to kitchens or storage areas included within the Premises. 
 11.2    Services Exclusive to Lessee.
Lessee shall pay for all water, gas, light, power, telephone and other utilities and services specially or exclusively supplied and/or metered exclusively to the Premises or to Lessee, together with any taxes thereon. If a service is deleted by
Paragraph 1.13 and such service is not separately metered to the Premises, Lessee shall pay at Lessor’s option, either Lessee’s Share or a reasonable proportion to be determined by Lessor of all charges for such jointly metered
service. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 22 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 11.3    Hours of Service. Said services and utilities shall be
provided during times set forth in Paragraph 1.12. Utilities and services required at other times shall be subject to advance request and reimbursement by Lessee to Lessor of the cost thereof. 

11.4    Excess Usage by Lessee. Lessee shall not make connection to the utilities except by or through existing
outlets and shall not install or use machinery or equipment in or about the Premises that uses excess water, lighting or power, or suffer or permit any act that causes extra burden upon the utilities or services, including but not limited to
security and trash services, over standard office usage for the Project. Lessor shall require Lessee to reimburse Lessor for any excess expenses or costs that may arise out of a breach of this subparagraph by Lessee. Lessor may, in its sole
discretion, install at Lessee’s expense supplemental equipment and/or separate metering applicable to Lessee’s excess usage or loading. 

11.5    Interruptions. There shall be no abatement of rent and Lessor shall not be liable in any respect whatsoever
for the inadequacy, stoppage, interruption or discontinuance of any utility or service due to riot, strike, labor dispute, breakdown, accident, repair or other cause beyond Lessor’s reasonable control or in cooperation with governmental request
or directions. 
 12.    Assignment and Subletting. See Paragraph 53. 

12.1    Lessor’s Consent Required. 

(a)    Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or encumber (collectively,
“assign or assignment”) or sublet all or any part of Lessee’s interest in this Lease or in the Premises without Lessor’s prior written consent. 

(b)    Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the
control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose. 

(c)    The involvement of Lessee or its assets in any transaction, or series of transactions (by way of merger, sale,
acquisition, financing, transfer, leveraged buyout or otherwise), whether or not a formal assignment or hypothecation of this Lease or Lessee’s assets occurs, which results or will result in a reduction of the Net Worth of Lessee by an amount
greater than 25% of such Net Worth as it was represented at the time of the execution of this Lease or at the time of the most recent assignment to which Lessor has consented, or as it exists immediately prior to said transaction or transactions
constituting such reduction, whichever was or is greater, shall be considered an assignment of this Lease to which Lessor may withhold its consent. “Net Worth of Lessee” shall mean the net worth of Lessee (excluding any guarantors)
established under generally accepted accounting principles. 
 (d)    An assignment or subletting without consent shall,
at Lessor’s option, be a Default curable after notice per Paragraph 13.1(ec), or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved assignment or subletting as a noncurable


  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 23 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 
Breach, Lessor may either: (i) terminate this Lease, or (ii) upon 30 days written notice, increase the monthly Base Rent to 110% of the Base Rent then in effect. Further, in
the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to 110% of the price previously in effect, and (ii) all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to 110% of the scheduled adjusted rent. 

(e)    Lessee’s remedy for any breach of Paragraph 12.1 by Lessor shall be limited to compensatory damages
and/or injunctive relief. 
 (f)    Lessor may reasonably withhold consent to a proposed assignment or subletting if
Lessee is in Default at the time consent is requested. 
 (g)    Notwithstanding the foregoing, allowing a de minimis
portion of the Premises, i e. 20 square feet or less, to be used by a third party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting. 

12.2    Terms and Conditions Applicable to Assignment and Subletting. 

(a)    Regardless of Lessor’s consent, no assignment or subletting shall: (i) be effective without the express
written assumption by such assignee or sublessee of the obligations of Lessee under this Lease, (ii) release Lessee of any obligations hereunder, or (iii) alter the primary liability of Lessee for the payment of Rent or for the performance
of any other obligations to be performed by Lessee. 
 (b)    Lessor may accept Rent or performance of Lessee’s
obligations from any person other than Lessee pending approval or disapproval of an assignment. Neither a delay in the approval or disapproval of such assignment nor the acceptance of Rent or performance shall constitute a waiver or estoppel of
Lessor’s right to exercise its remedies for Lessee’s Default or Breach. 
 (c)    Lessor’s consent to any
assignment or subletting shall not constitute a consent to any subsequent assignment or subletting. 
 (d)    In the
event of any Default or Breach by Lessee, Lessor may proceed directly against Lessee, any Guarantors or anyone else responsible for the performance of Lessee’s obligations under this Lease, including any assignee or sublessee, without first
exhausting Lessor’s remedies against any other person or entity responsible therefore to Lessor, or any security held by Lessor. 

(e)    Each request for consent to an assignment or subletting shall be in writing, accompanied by information relevant to
Lessor’s determination as to the financial and operational responsibility and appropriateness of the proposed assignee or sublessee, including but not limited to the intended use and/or required modification of the Premises, if any, together
with a fee of $500 as consideration for Lessor’s considering and processing said request. Lessee agrees to provide Lessor with such other or additional information and/or documentation as may be reasonably requested. (See also
Paragraph 36) 
 (f)    Any assignee of, or sublessee under, this Lease shall, by reason of accepting such
assignment, entering into such sublease, or entering into possession of the Premises or any portion thereof, 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 24 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 
be deemed to have assumed and agreed to conform and comply with each and every term, covenant, condition and obligation herein to be observed or performed by Lessee during the term of said
assignment or sublease, other than such obligations as are contrary to or inconsistent with provisions of an assignment or sublease to which Lessor has specifically consented to in writing. 

(g)    Lessor’s consent to any assignment or subletting shall not transfer to the assignee or sublessee any Option
granted to the original Lessee by this Lease unless such transfer is specifically consented to by Lessor in writing. (See Paragraph 39.2) 

12.3    Additional Terms and Conditions Applicable to Subletting. The following terms and conditions shall apply to
any subletting by Lessee of all or any part of the Premises and shall be deemed included in all subleases under this Lease whether or not expressly incorporated therein: 

(a) Lessee hereby assigns and transfers to Lessor all of Lessee’s interest in all Rent payable on any sublease, and Lessor may
collect such Rent and apply same toward Lessee’s obligations under this Lease; provided, however, that until a Breach shall occur in the performance of Lessee’s obligations, Lessee may collect said Rent. In the event that the amount
collected by Lessor exceeds Lessee’s then outstanding obligations any such excess shall be refunded to Lessee. Lessor shall not, by reason of the foregoing or any assignment of such sublease, nor by reason of the collection of Rent, be deemed
liable to the sublessee for any failure of Lessee to perform and comply with any of Lessee’s obligations to such sublessee. Lessee hereby irrevocably authorizes and directs any such sublessee, upon receipt of a written notice from Lessor
stating that a Breach exists in the performance of Lessee’s obligations under this Lease, to pay to Lessor all Rent due and to become due under the sublease. Sublessee shall rely upon any such notice from Lessor and shall pay all Rents to
Lessor without any obligation or right to inquire as to whether such Breach exists, notwithstanding any claim from Lessee to the contrary. 

(b)    In the event of a Breach by Lessee, Lessor may, at its option, require sublessee to attorn to Lessor, in which
event Lessor shall undertake the obligations of the sublessor under such sublease from the time of the exercise of said option to the expiration of such sublease; provided, however, Lessor shall not be liable for any prepaid rents or security
deposit paid by such sublessee to such sublessor or for any prior Defaults or Breaches of such sublessor. 
 (c)    Any
matter requiring the consent of the sublessor under a sublease shall also require the consent of Lessor. 
 (d)    No
sublessee shall further assign or sublet all or any part of the Premises without Lessor’s prior written consent. 

(e)    Lessor shall deliver a copy of any notice of Default or Breach by Lessee to the sublessee, who shall have the right
to cure the Default of Lessee within the grace period, if any, specified in such notice. The sublessee shall have a right of reimbursement and offset from and against Lessee for any such Defaults cured by the sublessee. 

13.    Default; Breach; Remedies. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 25 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 13.1    Default; Breach. A “Default” is defined
as a failure by the Lessee to comply with or perform any of the terms, covenants, conditions or Rules and Regulations under this Lease. A “Breach” is defined as the occurrence of one or more of the following Defaults, and the
failure of Lessee to cure such Default within any applicable grace period: 
 (a)    The abandonment of the Premises; or
the vacating of the Premises without providing a commercially reasonable level of security, or where the coverage of the property insurance described in Paragraph 8.3 is jeopardized as a result thereof, or without providing reasonable
assurances to minimize potential vandalism. 
 (b)    The failure of Lessee to make any payment of Rent or any Security
Deposit required to be made by Lessee hereunder, whether to Lessor or to a third party, when due, to provide reasonable evidence of insurance or surety bond, or to fulfill any obligation under this Lease which endangers or threatens life or
property, where such failure continues for a period of 3 business days following written notice to Lessee. THE ACCEPTANCE BY LESSOR OF A PARTIAL PAYMENT OF RENT OR SECURITY DEPOSIT SHALL NOT CONSTITUTE A WAIVER OF ANY OF LESSOR’S RIGHTS,
INCLUDING LESSOR’S RIGHT TO RECOVER POSSESSION OF THE PREMISES. 
 (c)    The failure of Lessee to allow Lessor
and/or its agents access to the Premises or the commission of waste, act or acts constituting public or private nuisance, and/or an illegal activity on the Premises by Lessee, where such actions continue for a period of 3 business days following
written notice to Lessee. 
 (d)    The failure by Lessee to provide (i) reasonable written evidence of compliance
with Applicable Requirements, (ii) the service contracts, (iii) the rescission of an unauthorized assignment or subletting, (iv) an Estoppel Certificate or financial statements, (v) a requested subordination, (vi) evidence
concerning any guaranty and/or Guarantor, (vii) any document requested under Paragraph 41, (viii) material data safety sheets (MSDS), or (ix) any other documentation or information which Lessor may reasonably require of Lessee
under the terms of this Lease, where any such failure continues for a period of 10 days following written notice to Lessee. 

(e)    A Default by Lessee as to the terms, covenants, conditions or provisions of this Lease, or of the rules adopted
under Paragraph 2.9 hereof, other than those described in subparagraphs 13.1(a), (b) or (c), above, where such Default continues for a period of 30 days after written notice; provided, however, that if the nature of Lessee’s
Default is such that more than 30 days are reasonably required for its cure, then it shall not be deemed to be a Breach if Lessee commences such cure within said 30 day period and thereafter diligently prosecutes such cure to completion.

 (f)    The occurrence of any of the following events: (i) the making of any general arrangement or assignment
for the benefit of creditors; (ii) becoming a “debtor” as defined in 11 U.S.C. § 101 or any successor statute thereto (unless, in the case of a petition filed against Lessee, the same is dismissed within 60 days);
(iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where possession is not restored to Lessee within 30 days;
or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee’s assets located at the Premises or of Lessee’s interest in this Lease, where such seizure is not discharged within 30 days; provided,
however, in the event that any provision of this subparagraph is contrary to any applicable law, such provision shall be of no force or effect, and not affect the validity of the remaining provisions. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 26 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 (g)    The discovery that any financial statement of Lessee or of any
Guarantor given to Lessor was materially false. 
 (h)    If the performance of Lessee’s obligations under this
Lease is guaranteed: (i) the death of a Guarantor, (ii) the termination of a Guarantor’s liability with respect to this Lease other than in accordance with the terms of such guaranty, (iii) a Guarantor’s becoming insolvent
or the subject of a bankruptcy filing, (iv) a Guarantor’s refusal to honor the guaranty, or (v) a Guarantor’s breach of its guaranty obligation on an anticipatory basis, and Lessee’s failure, within 60 days following
written notice of any such event, to provide written alternative assurance or security, which, when coupled with the then existing resources of Lessee, equals or exceeds the combined financial resources of Lessee and the Guarantors that existed at
the time of execution of this Lease. 
 13.2    Remedies. If Lessee fails to perform any of its affirmative
duties or obligations, within 10 days after written notice (or in case of an emergency, without notice), Lessor may, at its option, perform such duty or obligation on Lessee’s behalf, including but not limited to the obtaining of
reasonably required bonds, insurance policies, or governmental licenses, permits or approvals. Lessee shall pay to Lessor an amount equal to 115% of the costs and expenses incurred by Lessor in such performance upon receipt of an invoice therefor.
In the event of a Breach, Lessor may, with or without further notice or demand, and without limiting Lessor in the exercise of any right or remedy which Lessor may have by reason of such Breach: 

(a)    Terminate Lessee’s right to possession of the Premises by any lawful means, in which case this Lease shall
terminate and Lessee shall immediately surrender possession to Lessor. In such event Lessor shall be entitled to recover from Lessee: (i) the unpaid Rent which had been earned at the time of termination; (ii) the worth at the time of award
of the amount by which the unpaid rent which would have been earned after termination until the time of award exceeds the amount of such rental loss that the Lessee proves could have been reasonably avoided; (iii) the worth at the time of award
of the amount by which the unpaid rent for the balance of the term after the time of award exceeds the amount of such rental loss that the Lessee proves could be reasonably avoided; and (iv) any other amount necessary to compensate Lessor for
all the detriment proximately caused by the Lessee’s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom, including but not limited to the cost of recovering
possession of the Premises, expenses of reletting, including necessary renovation and alteration of the Premises, reasonable attorneys’ fees, and that portion of any leasing commission paid by Lessor in connection with this Lease applicable to
the unexpired term of this Lease. The worth at the time of award of the amount referred to in provision (iii) of the immediately preceding sentence shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of
the District within which the Premises are located at the time of award plus one percent. Efforts by Lessor to mitigate damages caused by Lessee’s Breach of this Lease shall not waive Lessor’s right to recover any damages to which Lessor
is otherwise entitled. If termination of this Lease is obtained through the provisional remedy of unlawful detainer, Lessor shall have the right to recover in such proceeding any unpaid Rent and damages as are recoverable therein, or Lessor may
reserve the right to recover all or any part thereof in a separate suit. If a notice and grace period required under Paragraph 13.1 was not previously given, a notice to pay rent or quit, or to perform or quit given to Lessee under the unlawful
detainer statute shall also constitute the notice required by Paragraph 13.1. In such case, the applicable 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 27 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 
grace period required by Paragraph 13.1 and the unlawful detainer statute shall run concurrently, and the failure of Lessee to cure the Default within the greater of the two such grace
periods shall constitute both an unlawful detainer and a Breach of this Lease entitling Lessor to the remedies provided for in this Lease and/or by said statute. 

(b)    Continue the Lease and Lessee’s right to possession and recover the Rent as it becomes due, in which event
Lessee may sublet or assign, subject only to reasonable limitations. Acts of maintenance, efforts to relet, and/or the appointment of a receiver to protect the Lessor’s interests, shall not constitute a termination of the Lessee’s right to
possession. 
 (c)    Pursue any other remedy now or hereafter available under the laws or judicial decisions of the
state wherein the Premises are located. The expiration or termination of this Lease and/or the termination of Lessee’s right to possession shall not relieve Lessee from liability under any indemnity provisions of this Lease as to matters
occurring or accruing during the term hereof or by reason of Lessee’s occupancy of the Premises. 

13.3    Inducement Recapture. Any agreement for free or abated rent or other charges, or for the giving or paying
by Lessor to or for Lessee of any cash or other bonus, inducement or consideration for Lessee’s entering into this Lease, all of which concessions are hereinafter referred to as “Inducement Provisions”, shall be deemed
conditioned upon Lessee’s full and faithful performance of all of the terms, covenants and conditions of this Lease. Upon Breach of this Lease by Lessee, any such Inducement Provision shall automatically be deemed deleted from this Lease and of
no further force or effect, and any rent, other charge, bonus, inducement or consideration theretofore abated, given or paid by Lessor under such an Inducement Provision shall be immediately due and payable by Lessee to Lessor, notwithstanding any
subsequent cure of said Breach by Lessee. The acceptance by Lessor of rent or the cure of the Breach which initiated the operation of this paragraph shall not be deemed a waiver by Lessor of the provisions of this paragraph unless specifically so
stated in writing by Lessor at the time of such acceptance. 
 13.4    Late Charges. Lessee hereby acknowledges
that late payment by Lessee of Rent will cause Lessor to incur costs not contemplated by this Lease, the exact amount of which will be extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges,
and late charges which may be imposed upon Lessor by any Lender. Accordingly, if any Rent shall not be received by Lessor within 5 days after such amount shall be due, then, without any requirement for notice to Lessee, Lessee shall immediately pay
to Lessor a one-time late charge equal to 10% of each such overdue amount or $100, whichever is greater. The parties hereby agree that such late charge represents a fair and reasonable estimate of the costs
Lessor will incur by reason of such late payment. Acceptance of such late charge by Lessor shall in no event constitute a waiver of Lessee’s Default or Breach with respect to such overdue amount, nor prevent the exercise of any of the other
rights and remedies granted hereunder. In the event that a late charge is payable hereunder, whether or not collected, for 3 consecutive installments of Base Rent, then notwithstanding any provision of this Lease to the contrary, Base Rent shall, at
Lessors option, become due and payable quarterly in advance. 
 13.5    Interest. Any monetary payment due Lessor
hereunder, other than late charges, not received by Lessor, when due shall bear interest from the 31st day after it was due. The interest (“Interest”) charged shall be computed at the rate of 10% per annum but shall not exceed the
maximum rate allowed by law. Interest is payable in addition to the potential late charge provided for in Paragraph 13.4. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 28 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 13.6    Breach by Lessor. 

(a)    Notice of Breach. Lessor shall not be deemed in breach of this Lease unless Lessor fails within a reasonable
time to perform an obligation required to be performed by Lessor. For purposes of this Paragraph, a reasonable time shall in no event be less than 30 days after receipt by Lessor, and any Lender whose name and address shall have been furnished
Lessee in writing for such purpose, of written notice specifying wherein such obligation of Lessor has not been performed; provided, however, that if the nature of Lessors obligation is such that more than 30 days are reasonably required for
its performance, then Lessor shall not be in breach if performance is commenced within such 30 day period and thereafter diligently pursued to completion. 

(b)    Performance by Lessee on Behalf of Lessor. In the event that neither Lessor nor Lender cures said breach
within 30 days after receipt of said notice, or if having commenced said cure they do not diligently pursue it to completion, then Lessee may elect to cure said breach at Lessee’s expense and offset from Rent the actual and reasonable cost
to perform such cure, provided however, that such offset shall not exceed an amount equal to the greater of one month’s Base Rent or the Security Deposit, reserving Lessee’s right to seek reimbursement from Lessor for any such expense in
excess of such offset. Lessee shall document the cost of said cure and supply said documentation to Lessor. 

14.    Condemnation. If the Premises or any portion thereof are taken under the power of eminent domain or sold under the threat of
the exercise of said power (collectively “Condemnation”), this Lease shall terminate as to the part taken as of the date the condemning authority takes title or possession, whichever first occurs. If more than 10% of the rentable
floor area of the Premises, or more than 25% of Lessee’s Reserved Parking Spaces, if any, are taken by Condemnation, Lessee may, at Lessee’s option, to be exercised in writing within 10 days after Lessor shall have given Lessee
written notice of such taking (or in the absence of such notice, within 10 days after the condemning authority shall have taken possession) terminate this Lease as of the date the condemning authority takes such possession. If Lessee does not
terminate this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Base Rent shall be reduced in proportion to the reduction in utility of the Premises
caused by such Condemnation. Condemnation awards and/or payments shall be the property of Lessor, whether such award shall be made as compensation for diminution in value of the leasehold, the value of the part taken, or for severance damages;
provided, however, that Lessee shall be entitled to any compensation paid by the condemnor for Lessee’s relocation expenses, loss of business goodwill and/or Trade Fixtures, without regard to whether or not this Lease is terminated pursuant to
the provisions of this Paragraph. All Alterations and Utility Installations made to the Premises by Lessee, for purposes of Condemnation only, shall be considered the property of the Lessee and Lessee shall be entitled to any and all compensation
which is payable therefor. In the event that this Lease is not terminated by reason of the Condemnation, Lessor shall repair any damage to the Premises caused by such Condemnation. 

15.    Brokerage Fees. 

15.1    Additional Commission. In addition to the payments owed pursuant to
Paragraph 1.10 above, and unless Lessor and the Brokers otherwise agree in writing, Lessor agrees that: (a) IF Lessee exercises any Option, (b) if Lessee or anyone affiliated with Lessee acquires from Lessor any rights to the
Premises or other premises owned by Lessor and located within the Project, (c) if Lessee remains in possession of the Premises, with the consent of Lessor, after the expiration of this Leas, or (d) if


  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 29 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 
Base Rent is increased, whether by agreement or operation of an escalation clause herein, then, Lessor shall pay Brokers a fee in accordance with the fee schedule of the Brokers in effect
at the time the Lease was executed. 
 15.2    Assumption of Obligations. Any buyer or transferee of
Lessors interest in this Lease shall be deemed to have assumed Lessors obligation hereunder. Brokers shall be third party beneficiaries of the provisions of Paragraphs 1.10, 15, 22 and 31. If Lessor fails to pay to Brokers any amounts due as
and for brokerage fees pertaining to this Lease when due, then such amounts shall accrue Interest. In addition, if Lessor fails to pay any amounts to Lessee’s Broker when due, Lessee’s Broker may send written notice to Lessor and Lessee of
such failure and if Lessor fails to pay such amounts within 10 days after said notice, Lessee shall pay said monies to its Broker and offset such amounts against Rent. In addition, Lessee’s Broker shall be deemed to be a third party
beneficiary of any commission agreement entered into by and/or between Lessor and Lessor’s Broker for the limited purpose of collecting any brokerage fee owed. 

15.3    Representations and Indemnities of Broker Relationships. Lessee and Lessor each represent and warrant to
the other that it has had no dealings with any person, firm, broker or finder (other than the Brokers, if any) in connection with this Lease, and that no one other than said named Brokers is entitled to any commission or finder’s fee in
connection herewith. Lessee and Lessor do each hereby agree to indemnify, protect, defend and hold the other harmless from and against liability for compensation or charges which may be claimed by any such unnamed broker, finder or other similar
party by reason of any dealings or actions of the indemnifying Party, including any costs, expenses, attorneys’ fees reasonably incurred with respect thereto. 

16.    Estoppel Certificates. 

(a)    Each Party (as “Responding Party”) shall within 10 days after written notice from the other
Party (the “Requesting Party”) execute, acknowledge and deliver to the Requesting Party a statement in writing in form similar to the then most current “Estoppel Certificate” form published by the AIRCommercial Real
Estate Association, plus such additional information, confirmation and/or statements as may be reasonably requested by the Requesting Party. 

(b)    If the Responding Party shall fail to execute or deliver the Estoppel Certificate within such 10 day period,
the Requesting Party may execute an Estoppel Certificate stating that: (i) the Lease is in full force and effect without modification except as may be represented by the Requesting Party, (ii) there are no uncured defaults in the
Requesting Party’s performance, and (iii) if Lessor is the Requesting Party, not more than one month’s rent has been paid in advance. Prospective purchasers and encumbrancers may rely upon the Requesting Party’s Estoppel
Certificate, and the Responding Party shall be estopped from denying the truth of the facts contained in said Certificate. In addition, Lessee acknowledges that any failure on its part to provide such an Estoppel Certificate will expose Lessor to
risks and potentially cause Lessor to incur costs not contemplated by this Lease, the extent of which will be extremely difficult to ascertain. Accordingly, should the Lessee fail to execute and/or deliver a requested Estoppel Certificate in a
timely fashion the monthly Base Rent shall be automatically increased, without any requirement for notice to Lessee, by an amount equal to 10% of the then existing Base Rent or $100, whichever is greater for remainder of the Lease. The Parties agree
that such increase in Base Rent represents fair and reasonable compensation for the additional risk/costs that Lessor will incur by reason of Lessee’s failure to provide the Estoppel Certificate. Such increase in Base Rent shall in no event
constitute a waiver of Lessee’s Default or Breach with respect to the failure to provide the Estoppel Certificate nor prevent the exercise of any of the other rights and remedies granted hereunder. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 30 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 (c)    If Lessor desires to finance, refinance, or sell the Premises, or
any part thereof, Lessee and all Guarantors shall within 10 days after written notice from Lessor deliver to any potential lender or purchaser designated by Lessor such financial statements as may be reasonably required by such lender or
purchaser, including but not limited to Lessee’s financial statements for the past 3 years. All such financial statements shall be received by Lessor and such lender or purchaser in confidence and shall be used only for the purposes herein set
forth. 
 17.    Definition of Lessor. The term “Lessor” as used herein shall mean the owner or owners at the
time in question of the fee title to the Premises, or, if this is a sublease, of the Lessee’s interest in the prior lease. In the event of a transfer of Lessors title or interest in the Premises or this Lease, Lessor shall deliver to the
transferee or assignee (in cash or by credit) any unused Security Deposit held by Lessor. Upon such transfer or assignment and delivery of the Security Deposit, as aforesaid, the prior Lessor shall be relieved of all liability with respect to the
obligations and/or covenants under this Lease thereafter to be performed by the Lessor. Subject to the foregoing, the obligations and/or covenants in this Lease to be performed by the Lessor shall be binding only upon the Lessor as hereinabove
defined. 
 18.    Severability. The invalidity of any provision of this Lease, as determined by a court of competent
jurisdiction, shall in no way affect the validity of any other provision hereof. 
 19.    Days. Unless otherwise specifically
indicated to the contrary, the word “days” as used in this Lease shall mean and refer to calendar days. 

20.    Limitation on Liability. The obligations of Lessor under this Lease shall not constitute personal obligations of Lessor or
its partners, members, directors, officers or shareholders, and Lessee shall look to the Project, and to no other assets of Lessor, for the satisfaction of any liability of Lessor with respect to this Lease, and shall not seek recourse against
Lessors partners, members, directors, officers or shareholders, or any of their personal assets for such satisfaction. 
 21.    Time
of Essence. Time is of the essence with respect to the performance of all obligations to be performed or observed by the Parties under this Lease. 

22.    No Prior or Other Agreements; Broker Disclaimer. This Lease contains all agreements between the Parties with respect to any
matter mentioned herein, and no other prior or contemporaneous agreement or understanding shall be effective. Lessor and Lessee each represents and warrants to the Brokers that it has made, and is relying solely upon, its own investigation as to the
nature, quality, character and financial responsibility of the other Party to this Lease and as to the use, nature, quality and character of the Premises. Brokers have no responsibility with respect thereto or with respect to any default or breach
hereof by either Party. 
 23.    Notices. 

23.1    Notice Requirements. All notices required or permitted by this Lease or applicable law shall be in writing
and may be delivered in person (by hand or by courier) or may be sent by regular, certified or registered mail or U.S. Postal Service Express Mail, with postage prepaid, or by facsimile transmission,


  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 31 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 
and shall be deemed sufficiently given if served in a manner specified in this Paragraph 23. The addresses noted adjacent to a Party’s signature on this Lease shall be that Party’s
address for delivery or mailing of notices. Either Party may by written notice to the other specify a different address for notice, except that upon Lessee’s taking possession of the Premises, the Premises shall constitute Lessee’s address
for notice. A copy of all notices to Lessor shall be concurrently transmitted to such party or parties at such addresses as Lessor may from time to time hereafter designate in writing. 

23.2    Date of Notice. Any notice sent by registered or certified mail, return receipt requested, shall be deemed
given on the date of delivery shown on the receipt card, or if no delivery date is shown, the postmark thereon. If sent by regular mail the notice shall be deemed given 72 hours after the same is addressed as required herein and mailed with postage
prepaid. Notices delivered by United States Express Mail or overnight courier that guarantees next day delivery shall be deemed given 24 hours after delivery of the same to the Postal Service or courier. Notices transmitted by facsimile transmission
or similar means shall be deemed delivered upon telephone confirmation of receipt (confirmation report from fax machine is sufficient), provided a copy is also delivered via delivery or mail. If notice is received on a Saturday, Sunday or legal
holiday, it shall be deemed received on the next business day. 
 24.    Waivers. 

(a)    No waiver by Lessor of the Default or Breach of any term, covenant or condition hereof by Lessee, shall be deemed a
waiver of any other term, covenant or condition hereof, or of any subsequent Default or Breach by Lessee of the same or of any other term, covenant or condition hereof. Lessor’s consent to, or approval of, any act shall not be deemed to render
unnecessary the obtaining of Lessor’s consent to, or approval of, any subsequent or similar act by Lessee, or be construed as the basis of an estoppel to enforce the provision or provisions of this Lease requiring such consent. 

(b)    The acceptance of Rent by Lessor shall not be a waiver of any Default or Breach by Lessee. Any payment by Lessee
may be accepted by Lessor on account of moneys or damages due Lessor, notwithstanding any qualifying statements or conditions made by Lessee in connection therewith, which such statements and/or conditions shall be of no force or effect whatsoever
unless specifically agreed to in writing by Lessor at or before the time of deposit of such payment. 
 (c)    THE
PARTIES AGREE THAT THE TERMS OF THIS LEASE SHALL GOVERN WITH REGARD TO ALL MATTERS RELATED THERETO AND HEREBY WAIVE THE PROVISIONS OF ANY PRESENT OR FUTURE STATUTE TO THE EXTENT THAT SUCH STATUTE IS INCONSISTENT WITH THIS LEASE. 

25.    Disclosures Regarding The Nature of a Real Estate Agency Relationship. 

(a)    When entering into a discussion with a real estate agent regarding a real estate transaction, a Lessor or Lessee
should from the outset understand what type of agency relationship or representation it has with the agent or agents in the transaction. Lessor and Lessee acknowledge being advised by the Brokers in this transaction, as follows: 

(i)    Lessor’s Agent. A Lessor’s agent under a listing agreement with the Lessor acts as the agent for
the Lessor only. A Lessor’s agent or subagent has the following affirmative obligations: To the Lessor: A fiduciary duty of utmost care, integrity, honesty, and loyalty in dealings with 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 32 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 
the Lessor. To the Lessee and the Lessor: a. Diligent exercise of reasonable skills and care in performance of the agent’s duties. b. A duty of honest and fair dealing and good faith.
c. A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to, or within the diligent attention and observation of, the Parties. An agent is not obligated to reveal to either
Party any confidential information obtained from the other Party which does not involve the affirmative duties set forth above. 

(ii)    Lessee’s Agent. An agent can agree to act as agent for the Lessee only. In these situations, the
agent is not the Lessor’s agent, even if by agreement the agent may receive compensation for services rendered, either in full or in part from the Lessor. An agent acting only for a Lessee has the following affirmative obligations. To the
Lessee: A fiduciary duty of utmost care, integrity, honesty, and loyalty in dealings with the Lessee. To the Lessee and the Lessor: a. Diligent exercise of reasonable skills and care in performance of the agent’s duties. b. A duty of
honest and fair dealing and good faith. c. A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to, or within the diligent attention and observation of, the Parties. An
agent is not obligated to reveal to either Party any confidential information obtained from the other Party which does not involve the affirmative duties set forth above. 

(iii)    Agent Representing Both Lessor and Lessee. A real estate agent, either acting directly or through one or
more associate licenses, can legally be the agent of both the Lessor and the Lessee in a transaction, but only with the knowledge and consent of both the Lessor and the Lessee. In a dual agency situation, the agent has the following affirmative
obligations to both the Lessor and the Lessee: a. A fiduciary duty of utmost care, integrity, honesty and loyalty in the dealings with either Lesser or the Lessee. b. Other duties to the Lessor and the Lessee as stated above in subparagraphs
(i) or (ii). In representing both Lessor and Lessee, the agent may not without the express permission of the respective Party, disclose to the other Party that the Lessor will accept rent in an amount less than that indicated in the listing or
that the Lessee is willing to pay a higher rent than that offered. The above duties of the agent in a real estate transaction do not relieve a Lessor or Lessee from the responsibility to protect their own interests. Lessor and Lessee should
carefully read all agreements to assure that they adequately express their understanding of the transaction. A real estate agent is a person qualified to advise about real estate. If legal or tax advice is desired, consult a competent professional.

 (b)    Brokers have no responsibility with respect to any default or breach hereof by either Party. The Parties agree
that no lawsuit or other legal proceeding involving any breach of duty, error or omission relating to this Lease may be brought against Broker more than one year after the Start Date and that the liability (including court costs and attorneys’
fees), of any Broker with respect to any such lawsuit and/or legal proceeding shall not exceed the fee received by such Broker pursuant to this Lease; provided, however, that the foregoing limitation on each Broker’s liability shall not be
applicable to any gross negligence or willful misconduct of such Broker. 
 (c)    Lessor and Lessee agree to identify
to Brokers as “Confidential” any communication or information given Brokers that is considered by such Party to be confidential. 

26.    No Right To Holdover. Lessee has no right to retain possession of the Premises or any part thereof beyond the expiration or
termination of this Lease. In the event that Lessee holds over, then the Base Rent shall be increased to 150% of the Base Rent applicable immediately preceding the expiration or termination. Nothing contained herein shall be construed as consent by
Lessor to any holding over by Lessee. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 33 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 27.    Cumulative Remedies. No remedy or election hereunder shall be deemed
exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity. 
 28.    Covenants and
Conditions; Construction of Agreement. All provisions of this Lease to be observed or performed by Lessee are both covenants and conditions. In construing this Lease, all headings and titles are for the convenience of the Parties only and shall
not be considered a part of this Lease. Whenever required by the context, the singular shall include the plural and vice versa. This Lease shall not be construed as if prepared by one of the Parties, but rather according to its fair meaning as a
whole, as if both Parties had prepared it. 
 29.    Binding Effect; Choice of Law. This Lease shall be binding upon the Parties,
their personal representatives, successors and assigns and be governed by the laws of the State in which the Premises are located. Any litigation between the Parties hereto concerning this Lease shall be initiated in the county in which the Premises
are located. 
 30.    Subordination; Attornment; Non-Disturbance. 

30.1    Subordination. This Lease and any Option granted hereby shall be subject and subordinate to any ground
lease, mortgage, deed of trust, or other hypothecation or security device (collectively, “Security Device”), now or hereafter placed upon the Premises, to any and all advances made on the security thereof, and to all renewals,
modifications, and extensions thereof. Lessee agrees that the holders of any such Security Devices (in this Lease together referred to as “Lender”) shall have no liability or obligation to perform any of the obligations of Lessor
under this Lease. Any Lender may elect to have this Lease and/or any Option granted hereby superior to the lien of its Security Device by giving written notice thereof to Lessee, whereupon this Lease and such Options shall be deemed prior to such
Security Device, notwithstanding the relative dates of the documentation or recordation thereof. 

30.2    Attornment. In the event that Lessor transfers title to the Premises, or the Premises are acquired by
another upon the foreclosure or termination of a Security Devise to which this Lease is subordinated (i) Lessee shall, subject to the non-disturbance provisions of Paragraph 30.3, attorn to such new
owner, and upon request, enter into a new lease, containing all of the terms and provisions of this Lease, with such new owner for the remainder of the term hereof, or, at the election of the new owner, this Lease will automatically become a new
lease between Lessee and such new owner, and (ii) Lessor shall thereafter be relieved of any further obligations hereunder and such new owner shall assume all of Lessor’s obligations, except that such new owner shall not: (a) be
liable for any act or omission of any prior lessor or with respect to events occurring prior to acquisition of ownership; (b) be subject to any offsets or defenses which Lessee might have against any prior lessor, (c) be bound by
prepayment of more than one month’s rent, or (d) be liable for the return of any security deposit paid to any prior lessor which was not paid or credited to such new owner. 

30.3    Non-Disturbance. With respect to Security Devices entered into by
Lessor after the execution of this Lease, Lessee’s subordination of this Lease shall be subject to receiving a commercially reasonable non-disturbance agreement (a
“Non-Disturbance Agreement”) from the Lender which Non-Disturbance Agreement provides that Lessee’s possession of the Premises, and this Lease,
including any 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 34 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 
options to extend the term hereof, will not be disturbed so long as Lessee is not in Breach hereof and attorns to the record owner of the Premises. Further, within 60 days after the
execution of this Lease, Lessor shall, if requested by Lessee, use its commercially reasonable efforts to obtain a Non-Disturbance Agreement from the holder of any
pre-existing Security Device which is secured by the Premises. In the event that Lessor is unable to provide the Non-Disturbance Agreement within said 60 days, then
Lessee may, at Lessee’s option, directly contact Lender and attempt to negotiate for the execution and delivery of a Non-Disturbance Agreement. 

30.4    Self-Executing. The agreements contained in this Paragraph 30 shall be effective without the execution
of any further documents; provided, however, that, upon written request from Lessor or a Lender in connection with a sale, financing or refinancing of the Premises, Lessee and Lessor shall execute such further writings as may be reasonably required
to separately document any subordination, attornment and/or Non-Disturbance Agreement provided for herein. 

31.    Attorneys’ Fees. If any Party or Broker brings an action or proceeding involving the Premises whether founded in tort,
contract or equity, or to declare rights hereunder, the Prevailing Party (as hereafter defined) in any such proceeding, action, or appeal thereon, shall be entitled to reasonable attorneys’ fees. Such fees may be awarded in the same suit or
recovered in a separate suit, whether or not such action or proceeding is pursued to decision or judgment. The term, “Prevailing Party” shall include, without limitation, a Party or Broker who substantially obtains or defeats the
relief sought, as the case may be, whether by compromise, settlement, judgment, or the abandonment by the other Party or Broker of its claim or defense. The attorneys’ fees award shall not be computed in accordance with any court fee schedule,
but shall be such as to fully reimburse all attorneys’ fees reasonably incurred. In addition, Lessor shall be entitled to attorneys’ fees, costs and expenses incurred in the preparation and service of notices of Default and consultations
in connection therewith, whether or not a legal action is subsequently commenced in connection with such Default or resulting Breach ($200 is a reasonable minimum per occurrence for such services and consultation). 

32.    Lessor’s Access; Showing Premises; Repairs. Lessor and Lessor’s agents shall have the right to enter the Premises
at any time, in the case of an emergency, and otherwise at reasonable times after reasonable prior notice for the purpose of showing the same to prospective purchasers, lenders, or tenants, and making such alterations, repairs, improvements or
additions to the Premises as Lessor may deem necessary or desirable and the erecting, using and maintaining of utilities, services, pipes and conduits through the Premises and/or other premises as long as there is no material adverse effect on
Lessee’s use of the Premises. All such activities shall be without abatement of rent or liability to Lessee. 

33.    Auctions. Lessee shall not conduct, nor permit to be conducted, any auction upon the Premises without Lessor’s prior
written consent. Lessor shall not be obligated to exercise any standard of reasonableness in determining whether to permit an auction. 

34.    Signs. Lessor may place on the Premises ordinary “For Sale” signs at any time and ordinary “For Lease”
signs during the last 6 months of the term hereof. Lessor may not place any sign on the exterior of the Building that covers any of the windows of the Premises. Except for ordinary “For Sublease” signs which may be placed only on the
Premises, Lessee shall not place any sign upon the Project without Lessor’s prior written consent. All signs must comply with all Applicable Requirements. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 35 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 35.    Termination; Merger. Unless specifically stated otherwise in writing by
Lessor, the voluntary or other surrender of this Lease by Lessee, the mutual termination or cancellation hereof, or a termination hereof by Lessor for Breach by Lessee, shall automatically terminate any sublease or lesser estate in the Premises;
provided, however, that Lessor may elect to continue any one or all existing subtenancies. Lessor’s failure within 10 days following any such event to elect to the contrary by written notice to the holder of any such lesser interest, shall
constitute Lessor’s election to have such event constitute the termination of such interest. 
 36.    Consents. Except as
otherwise provided herein, wherever in this Lease the consent of a Party is required to an act by or for the other Party, such consent shall not be unreasonably withheld or delayed. Lessor’s actual reasonable costs and expenses (including but
not limited to architects’, attorneys’, engineers’ and other consultants’ fees) incurred in the consideration of, or response to, a request by Lessee for any Lessor consent, including but not limited to consents to an assignment,
a subletting or the presence or use of a Hazardous Substance, shall be paid by Lessee upon receipt of an invoice and supporting documentation therefor. Lessor’s consent to any act, assignment or subletting shall not constitute an acknowledgment
that no Default or Breach by Lessee of this Lease exists, nor shall such consent be deemed a waiver of any then existing Default or Breach, except as may be otherwise specifically stated in writing by Lessor at the time of such consent. The failure
to specify herein any particular condition to Lessor’s consent shall not preclude the imposition by Lessor at the time of consent of such further or other conditions as are then reasonable with reference to the particular matter for which
consent is being given. In the event that either Party disagrees with any determination made by the other hereunder and reasonably requests the reasons for such determination, the determining party shall furnish its reasons in writing and in
reasonable detail within 10 business days following such request. 
 37.    Guarantor. 

37.1    Execution. The Guarantors, if any, shall each execute a guaranty in the form most recently published by the
AIR Commercial Real Estate Association. 
 37.2    Default. It shall constitute a Default of the Lessee if any
Guarantor fails or refuses, upon request to provide: (a) evidence of the execution of the guaranty, including the authority of the party signing on Guarantor’s behalf to obligate Guarantor, and in the case of a corporate Guarantor, a
certified copy of a resolution of its board of directors authorizing the making of such guaranty, (b) current financial statements, (c) an Estoppel Certificate, or (d) written confirmation that the guaranty is still in effect. 

38.    Quiet Possession. Subject to payment by Lessee of the Rent and performance of all of the covenants, conditions and
provisions on Lessee’s part to be observed and performed under this Lease, Lessee shall have quiet possession and quiet enjoyment of the Premises during the term hereof. 

39.    Options. If Lessee is granted any Option, as defined below, then the following provisions shall apply. 

39.1    Definition. “Option” shall mean: (a) the right to extend or reduce the term of or
renew this Lease or to extend or reduce the term of or renew any lease that Lessee has on other property of Lessor; (b) the right of first refusal or first offer to lease either the Premises or other property of Lessor; (c) the right to
purchase, the right of first offer to purchase or the right of first refusal to purchase the Premises or other property of Lessor. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 36 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 39.2    Options Personal To Original Lessee. Any Option granted
to Lessee in this Lease is personal to the original Lessee, and cannot be assigned or exercised by anyone other than said original Lessee and only while the original Lessee is in full possession of the Premises and, if requested by Lessor, with
Lessee certifying that Lessee has no intention of thereafter assigning or subletting. 
 39.3    Multiple
Options. In the event that Lessee has any multiple Options to extend or renew this Lease, a later Option cannot be exercised unless the prior Options have been validly exercised. 

39.4    Effect of Default on Options. 

(a)    Lessee shall have no right to exercise an Option: (i) during the period commencing with the giving of any
notice of Default and continuing until said Default is cured, (ii) during the period of time any Rent is unpaid (without regard to whether notice thereof is given Lessee), (iii) during the time Lessee is in Breach of this Lease, or
(iv) in the event that Lessee has been given 3 or more notices of separate Default, whether or not the Defaults are cured, during the 12 month period immediately preceding the exercise of the Option. 

(b)    The period of time within which an Option may be exercised shall not be extended or enlarged by reason of
Lessee’s inability to exercise an Option because of the provisions of Paragraph 39.4(a). 
 (c)    An Option
shall terminate and be of no further force or effect, notwithstanding Lessee’s due and timely exercise of the Option, if, after such exercise and prior to the commencement of the extended term or completion of the purchase, (i) Lessee
fails to pay Rent for a period of 30 days after such Rent becomes due (without any necessity of Lessor to give notice thereof), or (ii) if Lessee commits a Breach of this Lease. 

40.    Security Measures. Lessee hereby acknowledges that the Rent payable to Lessor hereunder does not include the cost of guard
service or other security measures, and that Lessor shall have no obligation whatsoever to provide same. Lessee assumes all responsibility for the protection of the Premises, Lessee, its agents and invitees and their property from the acts of third
parties. In the event, however, that Lessor should elect to provide security services, then the cost thereof shall be an Operating Expense. 

41.    Reservations. 

(a)    Lessor reserves the right: (i) to grant, without the consent or joinder of Lessee, such easements, rights and
dedications that Lessor deems necessary, (ii) to cause the recordation of parcel maps and restrictions, (iii) to create and/or install new utility raceways, so long as such easements, rights, dedications, maps, restrictions, and utility
raceways do not unreasonably interfere with the use of the Premises by Lessee. Lessor may also: change the name, address or title of the Building or Project upon at least 90 days prior written notice; provide and install, at Lessee’s
expense, Building standard graphics on the door of the Premises and such portions of the Common Areas as Lessor shall reasonably deem appropriate; grant to any lessee the exclusive right to conduct any business as long as such exclusive right does
not conflict with any rights expressly given herein; and to place such signs, notices or displays as Lessor reasonably deems necessary or advisable upon the roof, exterior of the Building or the Project or on signs in the Common Areas. Lessee agrees
to sign any documents reasonably requested by Lessor to 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 37 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 
effectuate such rights. The obstruction of Lessee’s view, air, or light by any structure erected in the vicinity of the Building, whether by Lessor or third parties, shall in no way affect
this Lease or impose any liability upon Lessor. 
 (b)    Lessor also reserves the right to move Lessee to other space
of comparable size in the Building or Project. Lessor must provide at least 45 days prior written notice of such move, and the new space must contain improvements of comparable quality to those contained within the Premises. Lessor shall pay the
reasonable out of pocket costs that Lessee incurs with regard to such relocation, including the expenses of moving and necessary stationary revision costs. In no event, however, shall Lessor be required to pay an amount in excess of two months Base
Rent. Lessee may not be relocated more than once during the term of this Lease. 
 (c)    Lessee shall not: (i) use
a representation (photographic or otherwise) of the Building or Project or their name(s) in connection with Lessee’s business; or (ii) suffer or permit anyone, except in emergency, to go upon the roof of the Building. 

42.    Performance Under Protest. If at any time a dispute shall arise as to any amount or sum of money to be paid by one Party to
the other under the provisions hereof, the Party against whom the obligation to pay the money is asserted shall have the right to make payment “under protest” and such payment shall not be regarded as a voluntary payment and there shall
survive the right on the part of said Party to institute suit for recovery of such sum. If it shall be adjudged that there was no legal obligation on the part of said Party to pay such sum or any part thereof, said Party shall be entitled to recover
such sum or so much thereof as it was not legally required to pay. A Party who does not initiate suit for the recovery of sums paid “under protest” within 6 months shall be deemed to have waived its right to protest such payment. 

43.    Authority; Multiple Parties; Execution 

(a)    If either Party hereto is a corporation, trust, limited liability company, partnership, or similar entity, each
individual executing this Lease on behalf of such entity represents and warrants that he or she is duly authorized to execute and deliver this Lease on its behalf. Each Party shall, within 30 days after request, deliver to the other Party
satisfactory evidence of such authority. 
 (b)    If this Lease is executed by more than one person or entity as
“Lessee”, each such person or entity shall be jointly and severally liable hereunder. It is agreed that any one of the named Lessees shall be empowered to execute any amendment to this Lease, or other document ancillary thereto and bind
all of the named Lessees, and Lessor may rely on the same as if all of the named Lessees had executed such document. 

(c)    This Lease may be executed by the Parties in counterparts, each of which shall be deemed an original and all of
which together shall constitute one and the same instrument. 
 44.    Conflict. Any conflict between the printed provisions of
this Lease and the typewritten or handwritten provisions shall be controlled by the typewritten or handwritten provisions. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 38 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 45.    Offer. Preparation of this Lease by either party or their agent and
submission of same to the other Party shall not be deemed an offer to lease to the other Party. This Lease is not intended to be binding until executed and delivered by all Parties hereto. 

46.    Amendments. This Lease may be modified only in writing, signed by the Parties in interest at the time of the modification.
As long as they do not materially change Lessee’s obligations hereunder, Lessee agrees to make such reasonable nonmonetary modifications to this Lease as may be reasonably required by a Lender in connection with the obtaining of normal
financing or refinancing of the Premises. 
 47.    Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR RESPECTIVE RIGHTS TO TRIAL
BY JURY IN ANY ACTION OR PROCEEDING INVOLVING THE PROPERTY OR ARISING OUT OF THIS AGREEMENT. 
 48.    Arbitration of
Disputes. An Addendum requiring the Arbitration of all disputes between the Parties and/or Brokers arising out of this Lease ❑ is ☑ is not attached to this Lease. 

49.    Accessibility; Americans with Disabilities Act. 

(a)    The Premises: ☑ have not undergone an inspection by a Certified Access Specialist (CASp). ❑ have
undergone an inspection by a Certified Access Specialist (CASp) and it was determined that the Premises met all applicable construction-related accessibility standards pursuant to California Civil Code §55.51 et seq. ❑ have undergone an
inspection by a Certified Access Specialist (CASp) and it was determined that the Premises did not meet all applicable construction-related accessibility standards pursuant to California Civil Code §55.51 et seq. 

(b)    Since compliance with the Americans with Disabilities Act (ADA) is dependent upon Lessee’s specific use of the
Premises, Lessor makes no warranty or representation as to whether or not the Premises comply with ADA or any similar legislation. In the event that Lessee’s use of the Premises requires modifications or additions to the Premises in order to be
in ADA compliance, Lessee agrees to make any such necessary modifications and/or additions at Lessee’s expense. 
 LESSOR AND LESSEE HAVE CAREFULLY
READ AND REVIEWED THIS LEASE AND EACH TERM AND PROVISION CONTAINED HEREIN, AND BY THE EXECUTION OF THIS LEASE SHOW THEIR INFORMED AND VOLUNTARY CONSENT THERETO. THE PARTIES HEREBY AGREE THAT, AT THE TIME THIS LEASE IS EXECUTED, THE TERMS OF THIS
LEASE ARE COMMERCIALLY REASONABLE AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE PREMISES. 
 ATTENTION: NO
REPRESENTATION OR RECOMMENDATION IS MADE BY THE AIR COMMERCIAL REAL ESTATE ASSOCIATION OR BY ANY BROKER AS TO THE LEGAL SUFFICIENCY, LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION TO WHICH IT RELATES. THE PARTIES ARE URGED TO:

 1.    SEEK ADVICE OF COUNSEL AS TO THE LEGAL AND TAX CONSEQUENCES OF THIS LEASE. 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 39 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 2.    RETAIN APPROPRIATE CONSULTANTS TO REVIEW AND INVESTIGATE THE CONDITION OF THE
PREMISES. SAID INVESTIGATION SHOULD INCLUDE BUT NOT BE LIMITED TO: THE POSSIBLE PRESENCE OF HAZARDOUS SUBSTANCES, THE ZONING AND SIZE OF THE PREMISES, THE STRUCTURAL INTEGRITY, THE CONDITION OF THE ROOF AND OPERATING SYSTEMS, COMPLIANCE WITH THE
AMERICANS WITH DISABILITIES ACT AND THE SUITABILITY OF THE PREMISES FOR LESSEE’S INTENDED USE. 
 WARNING: IF THE PREMISES ARE LOCATED IN A
STATE OTHER THAN CALIFORNIA, CERTAIN PROVISIONS OF THE LEASE MAY NEED TO BE REVISED TO COMPLY WITH THE LAWS OF THE STATE IN WHICH THE PREMISES ARE LOCATED. 

The parties hereto have executed this Lease at the place and on the dates specified above their respective signatures. 

 

			
	Executed at:
                                         
                       	  	Executed
at:                                        
                          
	On:
                                         
                                     	  	On:                                     
                                         
  
		
	By LESSOR:	  	By LESSEE:
	Rancho Summit
LLC                                         
         	  	Pathsense,
Inc.                                         
                     
	                                      
                                         
     	  	                                      
                                         
       
	By: Torrey Pacific
Corporation                                   	  	By: /s/ Peter A.
Tenereillo                                        
    
	Name
Printed:                                       
                       	  	Name Printed: Peter A.
Tenereillo                               
	Title: Managing Member
                                         
   	  	Title: President &
CEO                                         
       
		
	By: /s/ Brian Staver
                                         
            	  	By:                                     
                                         
  
	Name Printed: Brian
Staver                                       
 	  	Name
Printed:                                       
                        
	Title: Authorized
Agent                                        
      	  	Title:                                     
                                         

	Address:                                     
                                 	  	Address:                                     
                                   
	Name
Printed:                                       
                      	  	Name
Printed:                                       
                        
	Title:                                     
                                       	  	Title:                                     
                                         

	Address:                                     
                                 	  	Address:                                     
                                   
	                                            
                                       	  	                                      
                                         
      
	                                            
                                       	  	                                      
                                         
      
	Telephone:
(        )                               
                       	  	Telephone:
(        )                               
                         
	Facsimile:
(        )                               
                        	  	Facsimile:
(        )                               
                           
	Email:                                     
                                    	  	Email:                                     
                                       
	Email:                                     
                                    	  	Email:                                     
                                       
	Federal ID
No.                                        
                    	  	Federal ID No.                                  
                            

  

			
	LESSOR’S BROKER	  	LESSEES BROKER:
	DTZ                                     
                                       	  	                                      
                                         
      
		
	Attn: Brooks Campbell/Peter Curry                          	  	Attn:                                     
                                        

	Address: 1000 Aviara Parkway #100                        	  	Address:                                     
                                  
	Carlsbad CA
92011                                        
            	  	                                      
                                         
      
	Telephone: (760)
431-4200                                  
      	  	Telephone:                                    
                               
	Facsimile: (760)
454-3869                                  
       	  	Facsimile:                                    
                                
	Email: brooks.campbell@dtz.com                             	  	Email:                                     
                                     
	Broker/Agent DRE License #: CA Lic. 01785014    	  	Broker/Agent DRE License
#:                                    
	                                            
                                       	  	                                      
                                         
      
	                                            
                                       	  	
                          
                                         
                  
 





  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 40 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 NOTICE: These forms are often modified to meet changing requirements of law and industry
needs. Always write or call to make sure you are utilizing the most current form: AIR Commercial Real Estate Association, 500 N Brand Blvd, Suite 900, Glendale, CA 91203. 

Telephone No. (213) 6874777. Fax No.: (213) 687-8616. 

©Copyright 1999-By AIR Commercial Real
Estate Association. 
 All rights reserved. 

No part of these works may be reproduced in any form without permission in writing. 

BCampbell/2015/1953SanElijo-Pathsense-MTOLG 

  

					
	 /i/
BS                        
	  		  	  /i/ PT                      
	                        	  		  	                        
	INITIALS	  	PAGE 41 of 41	  	INITIALS

 © 1999 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OFG-11-2/13E 













 



 
  
 OPTION(S) TO EXTEND 

STANDARD LEASE ADDENDUM 
  

					
		 	Dated                                   
           April 24, 2015                         
                                         
    
		 	By and Between (Lessor)	  	Rancho Summit LLC
                                         
                                         
                            
		 		  	                                      
                                      
                           
		 	By and Between (Lessee)	  	Pathsense, Inc.                                   
                                         
    
		 		  	                                      
                                         
                         
		 	Address of Premises:	  	1953 San Elijo Ave.
#205                                         
                      
		 		  	Cardiff-by-the-Sea, CA
92007                                        
               


 Paragraph 50 

A.    OPTION(S) TO EXTEND: 

Lessor hereby grants to Lessee the option to extend the term of this Lease for one one (1) additional twenty-four (24) month period(s)
commencing when the prior term expires upon each and all of the following terms and conditions: 
 (i)    In order to
exercise an option to extend, Lessee must give written notice of such election to Lessor and Lessor must receive the same at least 9 but not more than 12 months prior to the date that the option period would commence, time being of the
essence. If proper notification of the exercise of an option is not given and/or received, such option shall automatically expire. Options (if there are more than one) may only be exercised consecutively. 

(ii)    The provisions of paragraph 39, including those relating to Lessee’s Default set forth in
paragraph 39.4 of this Lease, are conditions of this Option. 
 (iii)    Except for the provisions of this Lease
granting an option or options to extend the term, all of the terms and conditions of this Lease except where specifically modified by this option shall apply. 

(iv)    This Option is personal to the original Lessee, and cannot be assigned or exercised by anyone other than said
original Lessee and only while the original Lessee is in full possession of the Premises and without the intention of thereafter assigning or subletting. 

(v)    The monthly rent for each month of the option period shall be calculated as follows, using the method(s) indicated
below: (Check Method(s) to be Used and Fill in Appropriately) 

  

					
	 /i/
BS                        
	  		  	          /i/ PT          
	                        	  		  	                    
	INITIALS	  	PAGE 1 of 4	  	INITIALS

 © 2000 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OE-4-04/14E 













 ☐    I.    Cost of living
Adjustment(s) (COLA) 
 a.    On (Fill in COLA Dates):
                                            
                                                 
                                                 
                                                 
                                                 
                                                 
                                                 
                                                 
                                   

the Base Rent shall be adjusted by the change, if any, from the Base Month specified below, in the Consumer Price Index of the Bureau of Labor
Statistics of the U.S. Department of Labor for (select one): ☐ CPI W (Urban Wage Earners and Clerical Workers) or ☐ CPI U (All Urban Consumers) for (Fill in Urban Area): 

 
  
  

 
 All Items (1982-1984 = 100), herein referred
to as “CPI”. 
 b.    The monthly Base Rent payable in accordance with
paragraph A.I.a. of this Addendum shall be calculated as follows: the Base Rent set for in paragraph 1.5 of the attached Lease shall be multiplied by a fraction the numerator of which shall be the CPI of the calendar month 2 months
prior to the month(s) specified in paragraph A.I.a. above during which the adjustment is to take effect, and the denominator of which shall be CPI of the calendar month which is 2 months prior to (select one): ☐ the first month of
the term of this Lease as set forth in paragraph 1.3 (“Base Month”) or ☐ (Fill in Other “Base Month”): 
  

 
  

 
 The sum so calculated shall constitute the new
monthly Base Rent hereunder, but in no event, shall any such new monthly Base Rent be less than the Base Rent payable to the month immediately preceding the rent adjustment. 

c.    In the event the compilation and/or publication of the CPI shall be transferred to any
other governmental department or bureau or agency or shall be discontinued, then the index most nearly the same as the CPI shall be used to make such calculation. In the event that the Parties cannot agree on such alternate index, then the matter
shall be submitted for decision to the American Arbitration Association in accordance with the then rules of said Association and the decision of the arbitrators shall be binding upon the parties. The cost of said Arbitration shall be paid
equally by the Parties. 
 ☑    II.    Market Rental Value Adjustment(s) (MRV) 

a.    On (Fill in MRV Adjustment Date(s)) May 1,
2017                                         
                                           
                                                 
                                                 
                                                 
                                                 
                                                 
                                                 
     the Base Rent shall be adjusted to the “Market Rental Value” of the property as follows: 

1)    Four months prior to each Market Rental Value Adjustment Date described above, the Parties shall attempt to agree
upon what the new MRV will be on the adjustment date. If agreement cannot be reached, within thirty days, then: 

(a)    Lessor and Lessee shall immediately appoint a mutually acceptable appraiser or broker to establish the new MRV
within the next 30 days. Any associated costs will be split equally between the Parties, or 

  

					
	 /i/
BS                        
	  		  	          /i/ PT          
	                        	  		  	                    
	INITIALS	  	PAGE 2 of 4	  	INITIALS

 © 2000 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OE-4-04/14E 













 (b)    Both Lessor and Lessee shall each immediately make a reasonable
determination of the MRV and submit such determination, in writing, to arbitration in accordance with the following provisions: 

(i)    Within 15 days thereafter, Lessor and Lessee shall each select an ☐ appraiser or ☒ broker
(“Consultant” – check one) of their choice to act as an arbitrator. The two arbitrators so appointed shall immediately select a third mutually acceptable Consultant to act as a third arbitrator. 

(ii)    The 3 arbitrators shall within 30 days of the appointment of the third arbitrator reach a decision as to
what the actual MRV for the Premises is, and whether Lessor’s or Lessee’s submitted MRV is the closest thereto. The decision of a majority of the arbitrators shall be binding on the Parties. The submitted MRV which is determined to be the
closest to the actual MRV shall thereafter be used by the Parties. 
 (iii)    If either of the Parties fails to
appoint an arbitrator within the specified 15 days, the arbitrator timely appointed by one of them shall reach a decision on his or her own, and said decision shall be binding on the Parties. 

(iv)    The entire cost of such arbitration shall be paid by the party whose submitted MRV is not selected, i.e. the one
that is NOT the closest to the actual MRV. 
 2)    When determining MRV, the Lessor, Lessee and Consultants shall
consider the terms of comparable market transactions which shall include, but no limited to, rent, rental adjustments, abated rent, lease term and financial condition of tenants. 

3)    Notwithstanding the foregoing, the new Base Rent shall not be less than the rent payable for the month immediately
preceding the rent adjustment. 
 b.    Upon the establishment of each New Market Rental Value: 

1)    the new MRV will become the new “Base Rent” for the purpose of calculating any further Adjustments, and

 2)    the first month of each Market Rental Value term shall become the new “Base Month” for the purpose of
calculating any further Adjustments. 

  

					
	 /i/
BS                        
	  		  	          /i/ PT          
	                        	  		  	                    
	INITIALS	  	PAGE 3 of 4	  	INITIALS

 © 2000 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OE-4-04/14E 













 ☐    III.    Fixed Rental Adjustment(s)
(FRA) 
 The Base Rent shall be increased to the following amounts on the dates set forth below. 

 

			
	On (Fill in FRA Adjustment Date(s)):	  	The New Base Rent shall be:
	  
	  	  

	  
	  	  

	  
	  	  

	  
	  	  

	  
	  	  

	  
	  	  

	  
	  	  

	  
	  	  

	  
	  	  


 ☑    IV.     Initial Term Adjustments. 

The formula used to calculate adjustments to the Base Rate during the original Term of the Lease shall continue to be used during the extended term. 

B.    NOTICE: 
 Unless
specified otherwise herein, notice of any rental adjustments, other than Fixed Rental Adjustments, shall be made as specified in paragraph 23 of the Lease. 

C.    BROKERS FEE: 
 The
Brokers shall be paid a Brokerage Fee for each adjustment specified above in accordance with paragraph 15 of the Lease or if applicable, paragraph 9 of the Sublease. 

NOTICE: These forms are often modified to meet changing requirements of law and industry needs. Always write or call to make sure you are
utilizing the most current form: AIR Commercial Real Estate Association, 500 N Brand Blvd, Suite 900, Glendale, CA 91203. 
 Telephone
No. (213) 687-8777. Fax No.: (213) 687-8616. 

H://AirForms/Forms/BCampbell/2015/1953SanEligo_Pathsense_OTE 

  

					
	 /i/
BS                        
	  		  	          /i/ PT          
	                        	  		  	                    
	INITIALS	  	PAGE 4 of 4	  	INITIALS

 © 2000 – AIR COMMERCIAL REAL ESTATE ASSOCIATION 

OE-4-04/14E 













 ADDENDUM TO STANDARD OFFICE LEASE GROSS DATED APRIL 24, 2015 BY AND BETWEEN
RANCHO SUMMIT LLC, AS LESSOR, AND PATHSENSE, INC., AS LESSEE. IN THE EVENT OF ANY CONFLICT BETWEEN THE PROVISIONS OF THIS ADDENDUM AND THE PRINTED PROVISIONS OF THE LEASE, THIS ADDENDUM SHALL CONTROL. 

 

	51.	 ANNUAL INCREASES: 



Lessee’s base rent shall be increased three percent (3.0%) on the anniversary of the commencement date as follows: 

Months 1-12            $6,624.00

 Months 13-24          $6,822.72 

 

	52.	 TENANT IMPROVEMENTS: 



Lessee shall occupy the Premises in its current “as is” condition. 

 

	53.	 ASSIGNMENT AND SUBLETTING: 



In the event Lessee desires to assign or sublet the Premises to an approved third party, Lessor, in its sole discretion, shall have the option
to either proceed with the sublease or terminate the lease with Lessee. 
  

	54.	 JANITORIAL SERVICE: 



Lessor shall provide janitorial service for the common areas, which costs are included in the common area expenses. Lessee shall be
responsible, at Lessee’s sole cost, risk and expense for janitorial service in Lessee’s Suite(s). 
  

	55.	 OPERATING EXPENSES: 



Lessee shall pay its proportionate share of the Operating Expenses above a 2015 Base Year. Operating Expenses include among other items real
estate taxes, common area maintenance expenses and insurance. Operating Expenses and real property taxes shall be calculated as if the Building is ninety-five percent (95%) leased and occupied. 

 

	56.	 NON-SMOKING BUILDING: 



Building is a non-smoking building. A designated smoking area will be provided at an appropriate
location at the exterior of the building. 
  

	57.	 ELECTRICAL SERVICE: 



Lessee shall be responsible for electrical service. Lessor shall install service and maintain meter and shall bill out service to Lessee at
actual cost on a monthly basis. 













	58.	 AFTER HOURS USE OF GARAGE: 



Lessor shall provide instructions to Lessee for the Roll Down Access Gate for Garage to ensure proper after hours use of Garage. 

 

	59.	 SCHEDULE OF BUILDING HOLIDAYS: 



A Schedule of building holidays shall be provided to Lessee. 2015 Holidays are as follows: President’s Day; Memorial Day; Independence
Day; Labor Day; Thanksgiving Day; Day after Thanksgiving; Christmas Day; and New Years Day. Access to building and parking garage on these days shall be limited to holders of key fobs, and those allowed access by Lessee. 

 

	60.	 LESSEE CONTACT INFORMTION: 



An Emergency Contact list shall be provided to Lessee upon occupancy. Lessee shall also provide Lessor with Emergency Contact information upon
occupancy. 
  

	61.	 KEYS: 



Lessor shall issue Lessees key fobs for after-hours access per Lessee’s instructions or as needed from time to time for new employees.
Lost or replacement key fobs will be issued at a cost of $25.00 each. 
  

	62.	 SIGNAGE: Lessee, at Lessor’s sole cost and expense, shall receive building standard lobby directory and
suite identification signage. 


  

	63.	 HOURS OF OPERATION: 



As a condition of our permit for 1953 San Elijo Avenue, Lessee shall be advised that Lessor is required to provide public parking from the
hours of 7:00 am to 9:00 pm on weekdays and from 9:00 am to 9:00 pm on weekends. In the event these hours change, Lessor shall advise Lessee. Outside of these stated hours, and on holidays, access to the parking structure is limited to those with
key fobs or who are permitted access by Lessee (or other Lessees). Lessor shall bear no responsibility for Lessees’ use of such parking facility. 
  

			
	LESSOR:	  	LESSEE:
	RANCHO SUMMIT, LLC	  	PATHSENSE, INC.
		
	By: Torrey Pacific Corporation	  	
	By /s/ Brian
Staver                                        
          	  	By                                      
                      
		
	Date
4/27/15                                        
                   	  	Date                                     
                    













 RULES AND REGULATIONS FOR COMMERCIAL OFFICE LEASE 

Dated: April 24, 2015 by and between Rancho Summit LLC and Pathsense, Inc. 

GENERAL RULES: 
  

	1.	 Tenant shall not suffer or permit the obstruction of any Common Areas, including driveways, walkways and
stairways. 


  

	2.	 Landlord reserves the right to refuse access to any persons Landlord in good faith judges to be a threat to the
safety and reputation of the property. 


  

	3.	 Tenant shall not make or permit any noise or odors that annoy or interfere with other Tenants or persons having
business within the property. 


  

	4.	 Tenant shall not keep animals, pets or birds within the property, and shall not bring bicycles, motorcycles or
other vehicles into areas not designated as authorized for same. 


  

	5.	 Tenant shall not make, suffer or permit litter except in appropriate receptacles for that purpose.



  

	6.	 Tenant shall not alter any lock or install new or additional locks or both, without the expressed written
consent of Landlord. Landlord must be provided with copies of any such new or altered locks at all times. 


  

	7.	 Tenant shall be responsible for the inappropriate use of any toilet rooms, plumbing, or other utilities. No
foreign substances of any kind are to be inserted therein. 


  

	8.	 Tenant shall not deface the walls, partitions or other surfaces of the Premises or Project.



  

	9.	 Tenant shall not suffer or permit anything in or around the Premises or Building that causes excess vibration
of floor loading in any part of the Project. 


  

	10.	 Furniture, significant freight and equipment shall be moved into or out of the building only with the
Landlord’s knowledge and consent, and subject to reasonable limitations, techniques and timing, as may be designated by Landlord. Tenant shall be responsible for any damage to the Office Building Project arising from any such activity.



  

	11.	 Tenant shall not employ any service or contractor for services or work to be performed in the Building, except
as approved by Landlord. 


  

	12.	 Landlord reserves the right to close and lock the Building on Saturdays, Sundays and Building Holidays, and on
other days between the hours of 6:00 P.M. and 7:00 A.M. of the following day. If Tenant uses the Premises during such periods, Tenant shall be responsible for securely locking any doors it may have opened for entry. 



 

	13.	 Tenant shall return all keys and key fobs (or security access cards or control devices) at the termination of
its tenancy and shall be responsible for the cost of replacing any keys and key fobs (or security access cards or control devices) that are lost. 















	14.	 No window coverings, shades or awnings shall be installed or used by Tenant without the prior consent of
Landlord. 


  

	15.	 No Tenant, employee or invitee shall go upon the roof of the building or access to HVAC, elevator control room,
electrical or phone room or other building equipment. 


  

	16.	 Tenant shall not suffer or permit smoking or carrying of lighted cigars or cigarettes in areas reasonably
designated by Landlord or by applicable governmental agencies as non-smoking areas. Building is non-smoking. A smoking area has been designated outside the Premises, as
smoking will not be permitted inside the Tenant spaces. 


  

	17.	 Tenant shall not use any method of heating or air conditioning other than as provided by Landlord.



  

	18.	 Tenant shall not install, maintain or operate any vending machines or device upon the Premises without the
Landlord’s expressed written consent. 


  

	19.	 The Premises shall not be used for lodging or manufacturing, cooking or food preparation.



  

	20.	 Tenant shall comply with all safety, fire protection and evacuation regulations established by Landlord or any
applicable governmental agency. 


  

	21.	 Landlord reserves the right to waive any one of these rules or regulations, and/or as to any particular Tenant,
and any such waiver shall not constitute a waiver of any other rule or regulation of any subsequent application thereof to such Tenant. 


  

	22.	 Tenant assumes all risks from theft or vandalism and agrees to keep its Premises locked as may be required.



  

	23.	 Lessor reserves the right to make such other reasonable rules and regulations as it may from time to time (or
at any time) deem necessary for the appropriate operation and safety of the Project and its occupants. Tenant agrees to abide by these and such rules and regulations. 



PARKING RULES 
  

	1.	 Parking areas shall be used only for parking by vehicles no longer than full size, passenger automobiles herein
called “Permitted Size Vehicles”. Vehicles other than Permitted Size Vehicles are herein referred to as “Oversized Vehicles”. 


  

	2.	 Tenant shall not permit or allow any vehicles that belong to or are controlled by Tenant or Tenant’s
employees, suppliers, shippers, customers, or invitees to be loaded, unloaded or parked in areas other than those designated by Landlord for such activities. 


  


	3.	 Parking stickers, identification devices, or after hours access cards to garage (or key fobs) shall be the
property of Landlord and shall be returned to Landlord by the holder thereof upon termination of the holder’s parking privileges. Tenant shall pay such replacement charge as is reasonably established by Landlord for the loss of such devices.
















	4.	 Landlord reserves the right to refuse the sale of monthly identification devices, or after hours access cards
to any person or entity that willfully refuses to comply with the applicable rules, regulations, laws and/or agreements. 


  

	5.	 Landlord reserves the right to relocate all or a part of parking spaces from floor to floor, within one floor,
and/or to reasonably adjacent offsite location(s), and to reasonably allocate them between compact and standard size spaces or to designate some, many or all as reserved spaces, as long as the same complies with applicable laws, ordinances and
regulations. 


  

	6.	 Users of the parking area will obey all posted signs and park only in the areas designated for vehicle parking.



  

	7.	 Unless otherwise instructed, every person using the parking area is required to park and lock his own vehicle.
Landlord will not be responsible for any damage to vehicles, injury to persons or loss of property, all of which risks are assumed by the party using the parking area. 



 

	8.	 Validation, if established, will be permissible only by such method or methods as Lessor and/or its licensee
may establish at rates generally applicable to visitor parking. 


  

	9.	 The maintenance, washing, waxing or cleaning of vehicles in the parking structure or Common Areas is
prohibited. 


  

	10.	 Tenant shall be responsible for seeing that all of its employees, agents, and invitees comply with the
applicable parking rules, regulations, posted signs, laws and agreements. 


  

	11.	 Landlord reserves the right to modify these rules and/or adopt such other reasonable and non-discriminatory rules and regulations as it may deem necessary for the proper operation of the parking area. 


  

	12.	 Such parking use as is herein provided in intended merely as a license only and no bailment in intended or
shall be created hereby. 


  

			
	     /i/
BS                    
 Initials
	  	     /i/
PT                
 Initials