EX-10.22



 Exhibit 10.22 

OFFICE LEASE 
 601
GATEWAY BOULEVARD 
 GATEWAY CENTER LLC, 

a Delaware limited liability company, 

as Landlord, 
 and 

IMMUNE DESIGN CORP., 
 a
Delaware corporation, 
 as Tenant. 







 TABLE OF CONTENTS 

 

							
	 	 	 	  	Page	 
	 ARTICLE 1
	 	PREMISES, BUILDING, PROJECT, AND COMMON AREAS	  	 	4	  
			
	 ARTICLE 2
	 	LEASE TERM	  	 	5	  
			
	 ARTICLE 3
	 	BASE RENT	  	 	7	  
			
	 ARTICLE 4
	 	ADDITIONAL RENT	  	 	8	  
			
	 ARTICLE 5
	 	USE OF PREMISES	  	 	16	  
			
	 ARTICLE 6
	 	SERVICES AND UTILITIES	  	 	17	  
			
	 ARTICLE 7
	 	REPAIRS	  	 	19	  
			
	 ARTICLE 8
	 	ADDITIONS AND ALTERATIONS	  	 	20	  
			
	 ARTICLE 9
	 	COVENANT AGAINST LIENS	  	 	23	  
			
	 ARTICLE 10
	 	TENANT’S INDEMNITY AND INSURANCE	  	 	23	  
			
	 ARTICLE 11
	 	DAMAGE AND DESTRUCTION	  	 	30	  
			
	 ARTICLE 12
	 	NONWAIVER	  	 	31	  
			
	 ARTICLE 13
	 	CONDEMNATION	  	 	32	  
			
	 ARTICLE 14
	 	ASSIGNMENT AND SUBLETTING	  	 	33	  
			
	 ARTICLE 15
	 	SURRENDER OF PREMISES; OWNERSHIP AND REMOVAL OF TRADE FIXTURES	  	 	38	  
			
	 ARTICLE 16
	 	HOLDING OVER	  	 	39	  
			
	 ARTICLE 17
	 	ESTOPPEL CERTIFICATES	  	 	40	  
			
	 ARTICLE 18
	 	MORTGAGE OR GROUND LEASE	  	 	40	  
			
	 ARTICLE 19
	 	DEFAULTS; REMEDIES	  	 	42	  
			
	 ARTICLE 20
	 	COVENANT OF QUIET ENJOYMENT	  	 	44	  
			
	 ARTICLE 21
	 	SECURITY DEPOSIT	  	 	45	  
			
	 ARTICLE 22
	 	SUBSTITUTION OF OTHER PREMISES	  	 	50	  
			
	 ARTICLE 23
	 	SIGNS	  	 	50	  


  
 (i) 









							
	 	 	 	  	Page	 
	 ARTICLE 24
	 	COMPLIANCE WITH LAW	  	 	51	  
			
	 ARTICLE 25
	 	LATE CHARGES	  	 	51	  
			
	 ARTICLE 26
	 	LANDLORD’S RIGHT TO CURE DEFAULT; PAYMENTS BY TENANT	  	 	52	  
			
	 ARTICLE 27
	 	ENTRY BY LANDLORD	  	 	52	  
			
	 ARTICLE 28
	 	NOTICES	  	 	53	  
			
	 ARTICLE 29
	 	MISCELLANEOUS PROVISIONS	  	 	54	  
			
	 EXHIBITS
	 		  			


					
			
	 A
	 	OUTLINE OF PREMISES	  	
			
	 B
	 	TENANT WORK LETTER	  	
			
	 B-1
	 	APPROVED PRELIMINARY PLAN AND SCOPE OF WORK	  	
			
	 B-2
	 	APPROVED BUDGET FOR TENANT IMPROVEMENTS	  	
			
	 C
	 	FORM OF NOTICE OF LEASE TERM DATES	  	
			
	 D
	 	LANDLORD’S RENT PAYMENT INSTRUCTIONS	  	
			
	 E
	 	FORM OF W-9 FROM LANDLORD	  	
			
	 F-1
	 	FORM OF STATEMENT	  	
			
	 F-2
	 	FORM OF SUPPLEMENTAL STATEMENT	  	
			
	 G
	 	RULES AND REGULATIONS	  	
			
	 H
	 	FORM OF TENANT’S ESTOPPEL CERTIFICATE	  	
			
	 I
	 	STANDARDS FOR UTILITIES AND SERVICES	  	
			
	 J
	 	ACCEPTABLE FORMS OF INSURANCE CERTIFICATE	  	
			
	 K
	 	FORM OF LETTER OF CREDIT	  	


  
 (ii) 








 INDEX 
  

					
	 	  	Page(s)	 
	 Additional Rent
	  	 	7	  
	 Alterations
	  	 	18	  
	 Bank Prime Loan
	  	 	47	  
	 Base Building
	  	 	19	  
	 Base Rent
	  	 	6	  
	 Base Year
	  	 	7	  
	 Base Year Prop 13 Taxes
	  	 	11	  
	 Brokers
	  	 	54	  
	 Building
	  	 	4	  
	 Building Common Areas
	  	 	5	  
	 Building Common Areas
	  	 	5	  
	 Building Direct Expenses
	  	 	7	  
	 Building Hours
	  	 	15	  
	 Building Operating Expenses
	  	 	7	  
	 Building Tax Expenses
	  	 	7	  
	 Capital Expenses
	  	 	11	  
	 Common Areas
	  	 	5	  
	 Cost Pools
	  	 	12	  
	 Direct Expenses
	  	 	7	  
	 Estimate
	  	 	12	  
	 Estimate Statement
	  	 	12	  
	 Estimated Excess
	  	 	12	  
	 Excess
	  	 	12	  
	 Expense Year
	  	 	7	  
	 Force Majeure
	  	 	52	  
	 Gateway Center
	  	 	55	  
	 Hazardous Substance
	  	 	15	  
	 Holidays
	  	 	15	  
	 HVAC
	  	 	15	  
	 Landlord
	  	 	1	  
	 Landlord Repair Notice
	  	 	31	  
	 Lease
	  	 	1	  
	 Lease Commencement Date
	  	 	5	  
	 Lease Expiration Date
	  	 	6	  
	 Lease Term
	  	 	5	  
	 Lease Year
	  	 	6	  
	 Lines
	  	 	56	  
	 Mail
	  	 	49	  
	 Notices
	  	 	49	  
	 Operating Expenses
	  	 	7	  
	 Original Improvements
	  	 	24	  
	 Other Improvements
	  	 	55	  
	 Premises
	  	 	4	  


  
 (iii) 









					
	 	  	Page(s)	 
	 Project
	  	 	4	  
	 Project Common Areas
	  	 	5	  
	 Proposition 13
	  	 	9	  
	 Quoted Rent
	  	 	35	  
	 Reassessment
	  	 	10	  
	 Renovations
	  	 	56	  
	 Rent
	  	 	7	  
	 rentable square feet
	  	 	5	  
	 Security Deposit
	  	 	45	  
	 Statement
	  	 	12	  
	 Subject Space
	  	 	34	  
	 Summary
	  	 	1	  
	 Tax Expenses
	  	 	9	  
	 Tenant
	  	 	1	  
	 Tenant Work Letter
	  	 	4	  
	 Tenant’s Share
	  	 	11	  
	 Tenant’s Subleasing Costs
	  	 	36	  
	 Transfer
	  	 	33	  
	 Transfer Agreement
	  	 	37	  
	 Transfer Notice
	  	 	34	  
	 Transfer Premium
	  	 	36	  
	 Transferee
	  	 	33	  
	 Transferee’s Rent
	  	 	35	  
	 Transfers
	  	 	33	  


  
 (iv) 








 601 GATEWAY BOULEVARD 

OFFICE LEASE 
 This
Office Lease (the “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between GATEWAY CENTER LLC, a Delaware limited
liability company (“Landlord”), and IMMUNE DESIGN CORP., a Delaware corporation (“Tenant”). 

SUMMARY OF BASIC LEASE INFORMATION 
  

			
	TERMS OF LEASE	  	DESCRIPTION
		
	 1.      Date:
	  	November 21, 2013
		
	 2.      Premises (Article 1).
	  	
		
	 2.1    Building:
	  	601 Gateway Boulevard
		
	 2.2    Premises:
	  	Two thousand fifty eight (2.058) rentable square feet of space located on the tenth (10th) floor of the Building and commonly known as Suite 1020, as further set forth in Exhibit A to the Office Lease.
		
	 3.      Lease Term (Article 2).
	  	
		
	 3.1    Lease Term:
	  	Forty Eight (48) months.
		
	 3.2    Lease Commencement Date:
	  	The earlier to occur of (i) the date upon which Tenant first commences to conduct business in the Premises, and (ii) the date upon which the Tenant Improvements (as defined in Exhibit B attached hereto) are
Substantially Completed (as defined in Exhibit B attached hereto) and the Premises are delivered to Tenant, which Lease Commencement Date is anticipated to be December 1, 2013 (the “Anticipated Lease Commencement
Date”)
		
	 3.3    Lease Expiration Date:
	  	If the Lease Commencement Date shall be the first day of a calendar month, then the day immediately preceding the forty-eighth (48th) month anniversary of the Lease Commencement Date; or if the Lease Commencement Date shall be other
than the first day of a calendar month, then the last day of the month in which the forty-eighth (48th) month anniversary of the Lease Commencement Date occurs.


  
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	4.	Base Rent (Article 3): 

  

													
	 Period During Lease Term
	  	Annual Base Rent	 	  	Monthly Installment
of Base Rent	 	  	Annual Base
Rental Rate
Per Rentable
Square Foot	 
	 Lease Commencement Date – Month 12
	  	$	67,914.00	  	  	$	5,659.50	  	  	$	33.00	  
	 Month 13 – Month 24
	  	$	69,951.42	  	  	$	5,829.29	  	  	$	33.99	  
	 Month 25 – Month 36
	  	$	72,049.96	  	  	$	6,004.16	  	  	$	35.01	  
	 Month 37 – Month 48
	  	$	74,211.46	  	  	$	6,184.29	  	  	$	36.06	  

  

					
	 5.      Base Year (Article 4):
	  	Calendar year 2014; provided, however, the Base Year shall be the period from July 1, 2014 through June 30, 2015 for purposes of calculating Tenant’s Share of Tax Expenses only.
		
	 6.      Tenant’s Share (Article 4):
	  	0.9538%.
		
	 7.      Permitted Use (Article 5):
	  	General office use, research and development, and any other legal related uses approved by the City of South San Francisco and conforming to any recorded covenants, conditions and restrictions applicable to the
Project.
		
	 8.      Security Deposit (Article 21):
	  	$35,500.50 which shall be in the form of a letter of credit. The Security Deposit shall be subject to an annual reduction all as specified in Article 21, below.
		
	 9.      Address of Tenant
	  	 Immune Design, Corp.
 1616
Eastlake Ave E., Suite 310
 Seattle, WA 98027
 Attention:
Legal
 (Prior to Lease Commencement Date)
  

and
  

Immune Design, Corp.
 601 Gateway Boulevard, Suite 1020

South San Francisco, CA 94080
 Attention: Legal

(After Lease Commencement Date)



  
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	 10.    Address of Landlord (Article 28):
	  	See Article 28 of the Lease.
		
	 11.    Broker(s) (Section 29.24):
	  	Cresa Palo Alto representing Tenant Jones Lang LaSalle representing Landlord
		
	 12.    Guarantor:
	  	None
		
	 13.    Tenant Improvement Allowance (Exhibit B):
	  	$55,566.00 (i.e., $27.00 per rentable square foot of the Premises multiplied by 2058 rentable square feet).


  
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 ARTICLE 1 

PREMISES, BUILDING, PROJECT, AND COMMON AREAS 

1.1 Premises, Building, Project and Common Areas. 

1.1.1 The Premises. Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the premises set forth in
Section 2.2 of the Summary (the “Premises”). The outline of the Premises is set forth in Exhibit A attached hereto and each floor or floors of the Premises has the number of rentable square feet as set
forth in Section 2.2 of the Summary. The parties hereto agree that the lease of the Premises is upon and subject to the terms, covenants and conditions herein set forth, and Tenant covenants as a material part of the consideration for
this Lease to keep and perform each and all of such terms, covenants and conditions by it to be kept and performed and that this Lease is made upon the condition of such performance. The parties hereto hereby acknowledge that the purpose of
Exhibit A is to show the approximate location of the Premises in the “Building,” as that term is defined in Section 1.1.2, below, only, and such Exhibit is not meant to constitute an agreement, representation or
warranty as to the construction of the Premises, the precise area thereof or the specific location of the “Common Areas,” as that term is defined in Section 1.1.3, below, or the elements thereof or of the accessways to the
Premises or the “Project,” as that term is defined in Section 1.1.2, below. Except as specifically set forth in this Lease and in the Tenant Work Letter attached hereto as Exhibit B (the “Tenant Work
Letter”), Tenant shall accept the Premises in its presently existing “as-is” condition and Landlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Premises.
Notwithstanding the foregoing, Landlord represents and warrants to Tenant that, as of the Lease Commencement Date, the electrical, mechanical (including, without limitation, the HVAC, as defined in Section 6.1.1, below) and plumbing
utilities serving the Premises shall in good working condition and repair. Tenant also acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty regarding the condition of the Premises, the Building or the
Project or with respect to the suitability of any of the foregoing for the conduct of Tenant’s business, except as specifically set forth in this Lease and the Tenant Work Letter. The taking of possession of the Premises by Tenant shall
conclusively establish that the Premises and the Building were at such time in good and sanitary order, condition and repair. . For purposes of Section 1938 of the California Civil Code, Landlord hereby discloses to Tenant, and Tenant hereby
acknowledges, that the Premises have not undergone inspection by a Certified Access Specialist (CASp). 
 1.1.2 The Building and The
Project. The Premises are a part of the building set forth in Section 2.1 of the Summary (the “Building”). The Building is part of an office project known as “Gateway Center.” The term
“Project,” as used in this Lease, shall mean (i) the Building and the Common Areas, (ii) the land (which is improved with landscaping, subterranean parking facilities and other improvements) upon which the Building and the
Common Areas are located, (iii) those certain other office buildings located in the vicinity of the Building and known as 611 and 651 Gateway Boulevard, respectively, and the land upon which such office buildings are located, and
(iv) at Landlord’s discretion, any additional real property, areas, land, buildings or other improvements added thereto outside of the Project. 

  
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 1.1.3 Common Areas. Tenant shall have the non-exclusive right to use in common with
other tenants in the Project, and subject to the rules and regulations referred to in Article 5 of this Lease, those portions of the Project which are provided, from time to time, for use in common by Landlord, Tenant and any other tenants of
the Project (such areas, together with such other portions of the Project designated by Landlord, in its discretion, including certain areas designated for the exclusive use of certain tenants, or to be shared by Landlord and certain tenants, are
collectively referred to herein as the “Common Areas”). The Common Areas shall consist of the “Project Common Areas” and the “Building Common Areas.” The term “Project Common Areas,” as
used in this Lease, shall mean the portion of the Project designated as such by Landlord, which Project Common Areas may include, from time to time, in Landlord’s sole discretion, a conference center and other amenities. The term
“Building Common Areas,” as used in this Lease, shall mean the portions of the Common Areas located within the Building designated as such by Landlord. The manner in which the Common Areas are maintained and operated shall be at the
sole discretion of Landlord and the use thereof shall be subject to such rules, regulations and restrictions as Landlord may make from time to time. Landlord reserves the right to close temporarily, make alterations or additions to, or change the
location of elements of the Project and the Common Areas. 
 1.2 Rentable Square Feet of Premises and Building. For purposes
of this Lease, “rentable square feet” in the Premises and the Building, as the case may be, shall be calculated in accordance with “American National Standards Institute ANSI/BOMA Z65.1-1996: Standard Method for Measuring Floor
Area in Office Buildings” issued by the Building Owners and Managers Association International for measurement of retail space in office buildings. Landlord and Tenant hereby stipulate and agree that the rentable area of the Premises is as set
forth in Section 2.2 of the Summary. 
 ARTICLE 2 

LEASE TERM 
 2.1
Original Term. The terms and provisions of this Lease shall be effective as of the date of this Lease. The term of this Lease (the “Lease Term”) shall commence on the “Lease Commencement Date,” as that
term is set forth in Section 3.2 of the Summary, and shall terminate on the “Lease Expiration Date,” as that term is set forth in Section 3.3 of the Summary, unless this Lease is sooner terminated as
hereinafter provided. If Landlord is unable for any reason to deliver possession of the Premises to Tenant on any specific date, including, without limitation, the Anticipated Lease Commencement Date, then Landlord shall not be subject to any
liability for its failure to do so, and such failure shall not affect the validity of this Lease or the obligations of Tenant hereunder. For purposes of this Lease, the term “Lease Year” shall mean each consecutive twelve
(12) month period during the Lease Term. At any time during the Lease Term, Landlord may deliver to Tenant a notice in the form as set forth in Exhibit C, attached hereto, as a confirmation only of the information set forth
therein, which Tenant shall execute and return to Landlord within five (5) days of receipt thereof; provided, however, Tenant’s failure to execute and return such notice to Landlord within such time shall be conclusive upon Tenant that the
information set forth in such notice is as specified therein. 

  
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 2.2 Option to Extend the Lease Term. 

2.2.1 Option Right. Landlord hereby grants to the originally named tenant herein (“Original Tenant”) one
(1) option (“Option”) to extend the Lease Term for a period of three (3) years (“Option Term”). The Option shall be exercisable only by written Notice delivered by Original Tenant to Landlord as provided
in Section 2.2.2, below, provided that, as of the date of delivery of such Notice, this Lease is in full force and effect and there is no default by Tenant under Article 19 of this Lease. The rights contained in this
Section 2.2 shall be personal to Original Tenant and may be exercised only by Original Tenant (and not by any other assignee, sublessee or other Transferee, as that term is defined in Section 14.1, below, of Tenant’s
interest in this Lease). Upon the proper exercise of such Option, and provided that, at Landlord’s election, as of the end of the Lease Term there is no default by Tenant under Article 19 of this Lease and the other conditions to
exercise of such Option listed in this Section 2.2 are still true, the Lease Term, as it applies to the Premises, shall be extended for a period of three (3) years. 

2.2.2 Exercise of Option. If Tenant wishes to exercise the Option, then Tenant shall deliver written Notice to Landlord not less
than one hundred eighty (180) days prior to the expiration of the Lease Term stating that Tenant is exercising its option for the entire Premises. 

2.2.3 Base Rent During Option Term. The Base Rent payable during the Option Term shall be adjusted to equal the fair rental
renewal value (as herein defined) for the Premises as of the date of the commencement of the Option Term pursuant to the procedures set forth herein. 

(i) Fair rental renewal value shall mean the monthly Base Rent per square foot of rentable area prevailing for lease renewals for
“Comparable Renewal Space” as of the date the Option Term commences, multiplied by the rentable area of the Premises. 

(ii) Comparable Renewal Space means space either in the Building or in other similar quality office buildings in the South San Francisco
geographic area that is comparable to the Premises, the lease for which is then being or has recently been renewed. 
 (iii) In determining
fair rental renewal value, the following factors shall be taken into account: (a) the amount of tenant improvement allowances provided for the Comparable Renewal Space, but only to the extent the quality level of the improvements in the
Comparable Renewal Space after refurbishment exceeds the quality level of existing improvements in the Premises; (b) the usability of the existing improvements in the Premises in comparison with the usability of the existing improvements in the
Comparable Renewal Space; (c) the size, location and the floor level of the Premises compared with the Comparable Renewal Space; and (d) the duration of the Option Term in relationship to the duration of the renewal term for the Comparable
Renewal Space. 
 (iv) Landlord shall notify Tenant in writing of its determination of fair rental renewal value within thirty
(30) days prior to the commencement of the Option Term. If Tenant in good faith disputes Landlord’s determination of fair rental renewal value and if such dispute is not resolved by negotiation between the parties within thirty
(30) days after Landlord’s notice is given, fair rental renewal value shall be as determined by appraisal as provided below. Tenant shall pay Base Rent when due based on Landlord’s determination of fair rental renewal value, subject
to retroactive adjustment between the parties in the event the determination by appraisal is different from Landlord’s determination. 

  
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 (v) If fair rental renewal value is to be determined by appraisal, within ten (10) days
after the expiration of the thirty (30) day negotiation period, Landlord and Tenant shall each appoint as an appraiser a real estate broker experienced in leasing office space in the South San Francisco geographical area or a similarly
qualified real estate appraiser, and give notice of such appointment to the other. If either Landlord or Tenant shall fail timely to appoint an appraiser, the appointed appraiser shall select the second appraiser within ten (10) days after the
failure of Landlord or Tenant, as the case may be, to appoint. Such appraisers shall, within thirty (30) days after the appointment of the last of them to be appointed, complete their determination of fair rental renewal value based on the
standards set forth in subparagraph (iii) above, as applicable, and submit their appraisal reports separately and in writing to Landlord and Tenant. If Landlord and Tenant do not mutually approve one of the two determinations within fifteen
(15) days thereafter, the two appraisers shall, within ten (10) days after expiration of the fifteen (15) day period, appoint a third appraiser who shall be similarly qualified. If the two appraisers shall be unable to agree timely on
the selection of a third appraiser then either appraiser, on behalf of both, may request such appointment by the American Arbitration Association. Such appraiser shall, within thirty (30) days after his or her appointment, make an independent
determination of fair rental renewal value based on the standards set forth in subparagraph (iii) above, as applicable, and shall select the one of the determinations by the other two appraisers that is the closer to his or her determination.
Fair rental renewal value shall be that set forth in the determination so selected. Landlord and Tenant shall each pay the fees of their respective appraisers and the fees of the third appraiser shall be paid one-half by Landlord and one-half by
Tenant. Base Rent for the Option Term determined in accordance with this Section 2.2.3 shall be payable in accordance with the provisions of Article 3. 

ARTICLE 3 
 BASE RENT

 Commencing on the Lease Commencement Date, Tenant shall pay, without prior notice or demand, to Boston Properties, LP, Property
5, P. O. Box 742841, Los Angeles, CA 900742841, or, at Landlord’s option, to such other party or at such other place as Landlord may from time to time designate in writing, by notice to Tenant in accordance with the provisions of Article
28 of this Lease, by a check for currency which, at the time of payment, is legal tender for private or public debts in the United States of America, base rent (“Base Rent”) as set forth in Section 4 of the Summary,
payable in equal monthly installments as set forth in Section 4 of the Summary in advance on or before the first day of each and every calendar month during the Lease Term, without any setoff or deduction whatsoever. Notwithstanding the
foregoing, Tenant may also pay its Rent by electronic funds transfer or wire transfer pursuant to instructions provided from time to time by Landlord, with the initial instructions therefor attached hereto as Exhibit D. The Base Rent
for the first full month of the Lease Term shall be paid by Tenant within three (3) business days following the mutual execution and delivery of this Lease by the parties hereto. If any Rent payment date (including the Lease Commencement Date)
falls on a day of the month other than the first day of such month or if any payment of Rent is for a period which is shorter than one month, the Rent for any fractional month shall accrue on a daily basis for the period from the


  
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date such payment is due to the end of such calendar month or to the end of the Lease Term at a rate per day which is equal to 1/365 of the applicable annual Rent. All other payments or
adjustments required to be made under the terms of this Lease that require proration on a time basis shall be prorated on the same basis. Attached hereto as Exhibit E is a completed W-9 form for Landlord. 

ARTICLE 4 

ADDITIONAL RENT 

4.1 General Terms. In addition to paying the Base Rent specified in Article 3 of this Lease, commencing with the Expense
Year immediately following the expiration of the Base Year, Tenant shall pay (i) “Tenant’s Share” of the annual “Building Direct Expenses,” as those terms are defined in Sections 4.2.10 and 4.2.2 of this Lease,
respectively, to the extent such Building Direct Expenses are in excess of the amount of Building Direct Expenses applicable to the “Base Year,” as that term is defined in Section 4.2.1 of this Lease, and
(ii) Tenant’s Share of “Capital Expenses,” as that term is defined in Section 4.2.9, below, pursuant to Section 4.6 of this Lease; provided, however, that in no event shall any decrease in Building Direct
Expenses for any “Expense Year,” as that term is defined in Section 4.2.6 of this Lease, below Building Direct Expenses for the Base Year entitle Tenant to any decrease in Base Rent or any credit against sums due under this
Lease. Such payments by Tenant, together with any and all other amounts payable by Tenant to Landlord pursuant to the terms of this Lease, are hereinafter collectively referred to as the “Additional Rent,” and the Base Rent and the
Additional Rent are herein collectively referred to as “Rent.” All amounts due under this Article 4 as Additional Rent shall be payable for the same periods and in the same manner as the Base Rent. Notwithstanding the
foregoing and except as provided for otherwise herein, any payments due hereunder which constitute Additional Rent (specifically not including any Additional Rent which is an Estimated Excess payable pursuant to Estimate Statements) shall be due and
payable within thirty (30) days after written invoice or demand therefor. Without limitation on other obligations of Tenant which survive the expiration of the Lease Term, the obligations of Tenant to pay the Additional Rent provided for in
this Article 4 shall survive the expiration of the Lease Term. Landlord may upon expiration of the Lease Term deliver to Tenant an estimate of any Base Rent, Additional Rent or other obligations outstanding, and Landlord may either deduct
such amount from any funds otherwise payable to Tenant upon expiration or require Tenant to pay such funds immediately. Landlord shall make necessary adjustments for differences between actual and estimated Additional Rent in accordance with
Section 4.4, below. 
 4.2 Definitions of Key Terms Relating to Additional Rent. As used in this
Article 4, the following terms shall have the meanings hereinafter set forth: 
 4.2.1 “Base Year” shall mean
the period set forth in Section 5 of the Summary. 
 4.2.2 “Building Direct Expenses” shall mean “Building
Operating Expenses” and “Building Tax Expenses”, as those terms are defined in Sections 4.2.3 and 4.2.4, below, respectively. 

  
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 4.2.3 “Building Operating Expenses” shall mean the portion of “Operating
Expenses,” as that term is defined in Section 4.2.7 below, allocated to the tenants of the Building pursuant to the terms of Section 4.3.1 below. 

4.2.4 “Building Tax Expenses” shall mean that portion of “Tax Expenses”, as that term is defined in
Section 4.2.8 below, allocated to the tenants of the Building pursuant to the terms of Section 4.3.1 below. 
 4.2.5
“Direct Expenses” shall mean “Operating Expenses” and “Tax Expenses.” 
 4.2.6 “Expense
Year” shall mean each calendar year in which any portion of the Lease Term falls, through and including the calendar year in which the Lease Term expires, provided that Landlord, upon notice to Tenant, may change the Expense Year from time
to time to any other twelve (12) consecutive month period, and, in the event of any such change, Tenant’s Share of Building Direct Expenses and Capital Expenses shall be equitably adjusted for any Expense Year involved in any such change.

 4.2.7 “Operating Expenses” shall mean all expenses, costs and amounts of every kind and nature which Landlord pays or
accrues during any Expense Year because of or in connection with the ownership, management, maintenance, security, repair, replacement, restoration or operation of the Project, or any portion thereof. Without limiting the generality of the
foregoing, Operating Expenses shall specifically include any and all of the following: (i) the cost of supplying all utilities, the cost of operating, maintaining, repairing, replacing, renovating and managing the utility systems, mechanical
systems, sanitary, storm drainage systems, communication systems and escalator and elevator systems, and the cost of supplies, tools, and equipment and maintenance and service contracts in connection therewith; (ii) the cost of licenses,
certificates, permits and inspections and the cost of contesting any governmental enactments which may affect Operating Expenses, and the costs incurred in connection with a transportation system management program or similar program; (iii) the
cost of all insurance carried by Landlord in connection with the Project as reasonably determined by Landlord (including, without limitation, commercial general liability insurance, physical damage insurance covering damage or other loss caused by
fire, earthquake, flood and other water damage, explosion, vandalism and malicious mischief, theft or other casualty, rental interruption insurance and such insurance as may be required by any lessor under any present or future ground or underlying
lease of the Building or Project or any holder of a mortgage, trust deed or other encumbrance now or hereafter in force against the Building or Project or any portion thereof); (iv) the cost of landscaping, decorative lighting, and relamping,
the cost of maintaining fountains, sculptures, bridges and all supplies, tools, equipment and materials used in the operation, repair and maintenance of the Project, or any portion thereof; (v) the cost of parking area repair, restoration, and
maintenance, including, without limitation, resurfacing, repainting, restriping and cleaning; (vi) fees, charges and other costs, including management fees (or amounts in lieu thereof), consulting fees (including, without limitation, any
consulting fees incurred in connection with the procurement of insurance), legal fees and accounting fees, of all contractors, engineers, consultants and all other persons engaged by Landlord or otherwise incurred by or charged by Landlord in
connection with the management, operation, administration, maintenance and repair of the Building and the Project; (vii) payments under any 

  
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equipment rental agreements or management agreements (including the cost of any actual or charged management fee and the actual or charged rental of any management office space);
(viii) wages, salaries and other compensation and benefits, including taxes levied thereon, of all persons engaged in the operation, maintenance and security of the Project; (ix) costs under any instrument pertaining to the sharing of
costs by the Project; (x) operation, repair, maintenance and replacement of all systems and equipment and components thereof of the Project; (xi) the cost of janitorial, alarm, security and other services, replacement of wall and floor
coverings, ceiling tiles and fixtures in common areas, maintenance and replacement of curbs and walkways, repair to roofs and re-roofing; (xii) amortization (including interest on the unamortized cost at an annual interest rate determined by
Landlord) of the cost of acquiring or the rental expense of personal property used in the maintenance, operation and repair of the Project, or any portion thereof; (xiii) costs, fees, charges or assessments imposed by, or resulting from any
mandate imposed on Landlord by, any federal, state or local government for fire and police protection, trash removal, community services, or other services which do not constitute “Tax Expenses” as that term is defined in
Section 4.2.8, below; (xiv) Costs of signs in, on or about the Project identifying the Project; (xv) payments under any easement, license, operating agreement, declaration, restrictive covenant, or instrument pertaining to the
sharing of costs by the Project or related to the use or operation of the Project; and (xvi) all costs of applying and reporting for the Project or any part thereof to seek or maintain certification under the U.S. EPA’s Energy Star® rating system, the U.S. Green Building Council’s Leadership in Energy and Environmental Design (LEED) rating system or a similar system or standard. 

If Landlord is not furnishing any particular work or service (the cost of which, if performed by Landlord, would be included in Operating
Expenses) to a tenant who has undertaken to perform such work or service in lieu of the performance thereof by Landlord, Operating Expenses shall be deemed to be increased by an amount equal to the additional Operating Expenses which would
reasonably have been incurred during such period by Landlord if it had at its own expense furnished such work or service to such tenant. If the Project is not at least one hundred percent (100%) occupied during all or a portion of the Base Year
or any Expense Year, Landlord may elect to make an appropriate adjustment to the components of Operating Expenses for such year to determine the amount of Operating Expenses that would have been incurred had the Project been one hundred percent
(100%) occupied; and the amount so determined shall be deemed to have been the amount of Operating Expenses for such year. Operating Expenses for the Base Year shall not include market-wide cost increases (including utility rate increases) due
to extraordinary circumstances, including, but not limited to, Force Majeure, boycotts, strikes, conservation surcharges, security concerns, embargoes or shortages. In no event shall the components of Direct Expenses for any Expense Year related to
Tax Expenses, Project utility, services, or insurance costs be less than the components of Direct Expenses related to Tax Expenses, Project utility, services, or insurance costs in the Base Year. 

Notwithstanding anything to the contrary set forth above, in no event shall Landlord recover more than one hundred percent (100%) of its
Operating Expenses in excess of Operating Expenses for the Base Year for any Expense Year in question. 

  
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 4.2.8 Taxes. 

4.2.8.1 “Tax Expenses” shall mean all federal, state, county, or local governmental or municipal taxes, fees, charges or
other impositions of every kind and nature, whether general, special, ordinary or extraordinary (including, without limitation, real estate taxes, general and special assessments, transit taxes, business taxes, leasehold taxes or taxes based upon
the receipt of rent, including gross receipts or sales taxes applicable to the receipt of rent, unless required to be paid by Tenant, personal property taxes imposed upon the fixtures, machinery, equipment, apparatus, systems and equipment,
appurtenances, furniture and other personal property used in connection with the Project, or any portion thereof), which shall be paid or accrued during any Expense Year (without regard to any different fiscal year used by such governmental or
municipal authority) because of or in connection with the ownership, leasing and operation of the Project, or any portion thereof. 

4.2.8.2 Tax Expenses shall include, without limitation: (i) Any tax on the rent, right to rent or other income from the Project, or any
portion thereof, or as against the business of leasing the Project, or any portion thereof; (ii) Any assessment, tax, fee, levy or charge in addition to, or in substitution, partially or totally, of any assessment, tax, fee, levy or charge
previously included within the definition of real property tax, it being acknowledged by Tenant and Landlord that Proposition 13 was adopted by the voters of the State of California in the June 1978 election (“Proposition 13”) and
that assessments, taxes, fees, levies and charges may be imposed by governmental agencies for such services as fire protection, street, sidewalk and road maintenance, refuse removal and for other governmental services formerly provided without
charge to property owners or occupants, and, in further recognition of the decrease in the level and quality of governmental services and amenities as a result of Proposition 13, Tax Expenses shall also include any governmental or private
assessments or the Project’s contribution towards a governmental or private cost-sharing agreement for the purpose of augmenting or improving the quality of services and amenities normally provided by governmental agencies; (iii) Any
assessment, tax, fee, levy, or charge allocable to or measured by the area of the Premises, the tenant improvements in the Premises, or the Rent payable hereunder, including, without limitation, any business or gross income tax or excise tax with
respect to the receipt of such rent, or upon or with respect to the possession, leasing, operating, management, maintenance, alteration, repair, use or occupancy by Tenant of the Premises, or any portion thereof; (iv) Any assessment, tax, fee,
levy or charge, upon this transaction or any document to which Tenant is a party, creating or transferring an interest or an estate in the Premises; and (v) All of the real estate taxes and assessments imposed upon or with respect to the
Building and all of the real estate taxes and assessments imposed on the land and improvements comprising the Project. 
 4.2.8.3 If Tax
Expenses for any period during the Lease Term or any extension thereof are increased after payment thereof for any reason, including, without limitation, error or reassessment by applicable governmental or municipal authorities, Tenant shall pay
Landlord upon demand Tenant’s Share of any such increased Tax Expenses included by Landlord as Building Tax Expenses pursuant to the terms of this Lease. Notwithstanding anything to the contrary contained in this Section 4.2.8
(except as set forth in Section 4.2.8.1, above), there shall be excluded from Tax Expenses (i) all excess profits taxes, franchise taxes, gift taxes, capital stock taxes, inheritance and succession taxes, estate taxes, federal and
state 

  
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income taxes, and other taxes to the extent applicable to Landlord’s general or net income (as opposed to rents, receipts or income attributable to operations at the Project), (ii) any
items included as Operating Expenses, and (iii) any items paid by Tenant under Section 4.5 of this Lease. 
 4.2.8.4
Notwithstanding anything to the contrary set forth in this Lease, the amount of Tax Expenses for the Base Year and any Expense Year shall be calculated without taking into account any decreases in real estate taxes obtained in connection with
Proposition 8, and, therefore, the Tax Expenses in the Base Year and/or an Expense Year may be greater than those actually incurred by Landlord, but shall, nonetheless, be the Tax Expenses due under this Lease; provided that (i) any costs and
expenses incurred by Landlord in securing any Proposition 8 reduction shall not be deducted from Tax Expenses nor included in Direct Expenses for purposes of this Lease, and (ii) tax refunds under Proposition 8 shall not be deducted from Tax
Expenses nor refunded to Tenant, but rather shall be the sole property of Landlord. Landlord and Tenant acknowledge that the preceding sentence is not intended to in any way affect (A) the inclusion in Tax Expenses of the statutory two percent
(2.0%) annual increase in Tax Expenses (as such statutory increase may be modified by subsequent legislation), or (B) the inclusion or exclusion of Tax Expenses pursuant to the terms of Proposition 13. Notwithstanding anything to the
contrary set forth in this Lease, only Landlord may institute proceedings to reduce Tax Expenses and the filing of any such proceeding by Tenant without Landlord’s consent shall constitute an event of default by Tenant under this Lease.
Notwithstanding the foregoing, Landlord shall not be obligated to file any application or institute any proceeding seeking a reduction in Tax Expenses. Notwithstanding the foregoing, upon a reassessment of the Building and/or the Project pursuant to
the terms of Proposition 13 (a “Reassessment”) occurring after the Base Year which results in a decrease in Tax Expenses, the component of Tax Expenses for the Base Year which is attributable to the assessed value of the Building
and/or the Project under Proposition 13 prior to the Reassessment (without taking into account any Proposition 8 reductions) (the “Base Year Prop 13 Taxes”) shall be reduced, if at all, for the purposes of comparison to all
subsequent Expense Years (commencing with the Expense Year in which the Reassessment takes place) to an amount equal to the real estate taxes based upon such Reassessment, and if thereafter, in connection with a subsequent Reassessment, the assessed
value of the Building and/or the Project under Proposition 13 shall increase, the current Base Year Prop 13 Taxes shall be increased for purposes of comparison to all subsequent Expense Years (commencing with the Expense Year in which the
Reassessment takes place) to an amount equal to the lesser of the original Base Year Prop 13 Taxes and an amount equal to the real estate taxes based upon such Reassessment. 

4.2.9 “Capital Expenses” shall mean all actual out-of-pocket costs and expenses of capital repair, improvements or
expenditures actually incurred by Landlord in connection with the Project (A) which are primarily intended to effect economies or savings in the operation, cleaning or maintenance of the Project, or any portion thereof, (B) that are
required to comply with conservation programs applicable to the Project, (C) which are replacements or modifications of nonstructural items located in the Common Areas required to keep the Common Areas in good order or condition, or
(D) that are required under any governmental law or regulation. In no event shall Capital Expenses include any costs incurred by Landlord prior to or during the Base Year. 

  
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 4.2.10 “Tenant’s Share” shall mean the percentage set forth in
Section 6 of the Summary. Tenant’s Share was calculated by multiplying the number of rentable square feet of the Premises, as set forth in Section 2.2 of the Summary, by 100, and dividing the product by the total number
of rentable square feet in the Building. 
 4.3 Allocation of Direct Expenses. 

4.3.1 Method of Allocation. The parties acknowledge that the Building is a part of a multi-building project and that the costs
and expenses incurred in connection with the Project (i.e., the Direct Expenses) should be shared between the tenants of the Building and the tenants of the other buildings in the Project. Accordingly, as set forth in Section 4.2
above, Direct Expenses (which consists of Operating Expenses and Tax Expenses) are determined annually for the Project as a whole, and a portion of the Direct Expenses, which portion shall be determined by Landlord on an equitable basis, shall be
allocated to the tenants of the Building (as opposed to the tenants of any other buildings in the Project) and such portion shall be the Building Direct Expenses for purposes of this Lease. Such portion of Direct Expenses allocated to the tenants of
the Building shall include all Direct Expenses attributable solely to the Building and an equitable portion of the Direct Expenses attributable to the Project as a whole. 

4.3.2 Cost Pools. Landlord shall have the right, from time to time, to equitably allocate some or all of the Direct Expenses for
the Project among different portions or occupants of the Project (the “Cost Pools”), in Landlord’s discretion. Such Cost Pools may include, but shall not be limited to, the office space tenants of a building of the Project or
of the Project, and the retail space tenants of a building of the Project or of the Project. The Direct Expenses allocable to each such Cost Pool shall be allocated to such Cost Pool and charged to the tenants within such Cost Pool in an equitable
manner. 
 4.4 Calculation and Payment of Direct Expenses. If for any Expense Year ending or commencing within the Lease Term,
Tenant’s Share of Building Direct Expenses for such Expense Year exceeds Tenant’s Share of Building Direct Expenses applicable to the Base Year, then Tenant shall pay to Landlord, in the manner set forth in Section 4.4.1,
below, and as Additional Rent, an amount equal to the excess (the “Excess”). Except as otherwise expressly provided herein, the calculation of Building Direct Expenses shall be calculated in each Expense Year in a manner such that
no new categories of expenses are included in the calculation of Building Direct expenses for any Expenses Year that were not included in its calculation of Building Direct Expenses for the Base Year. In the event that any new categories of expenses
are included in the calculation of Building Direct expenses for any Expenses Year that were not included in its calculation of Building Direct Expenses for the Base Year, Building Direct Expenses for the Base Year shall be revised to include such
new category of expenses in its calculation of Building Direct Expenses for the Base Year, as if such expenses were incurred in the Base Year. 

4.4.1 Statement of Actual Building Direct Expenses and Payment by Tenant. Landlord shall use commercially reasonable efforts to
give to Tenant within six (6) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Building Direct Expenses incurred or accrued for such preceding Expense Year, and which shall
indicate the amount of the Excess. Each Statement shall be substantially in the form 

  
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attached hereto as Exhibit F-1 or such other form as Landlord is then utilizing for the Project and/or Building. Upon written request therefor by Tenant, Landlord shall deliver a
copy of a Statement for the Base Year, which shall also be in the form attached hereto as Exhibit F-1 or such other form as Landlord is then utilizing for the Project and/or Building. Within sixty (60) days following receipt of
the Statement, Tenant may request in writing from Landlord additional information in the form of the “Supplemental Statement” attached hereto as Exhibit F-2 or such other form as Landlord is then utilizing for the
Project and/or Building. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due or within thirty (30) days, whichever
is earlier, the full amount of the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Excess,” as that term is defined in Section 4.4.2, below. If the amounts paid by Tenant
during an Expense Year as Estimated Excess exceed the Excess for such Expense Year, then such difference shall be reimbursed by Landlord to Tenant, provided that any such reimbursement, at Landlord’s option, may be credited against the
Additional Rent next coming due under this Lease unless the Lease Term has expired, in which event Landlord shall refund the appropriate amount to Tenant. The failure of Landlord to timely furnish the Statement for any Expense Year shall not
prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Building Direct Expenses
for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately pay to Landlord such amount. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease
Term. 
 4.4.2 Statement of Estimated Building Direct Expenses. In addition, Landlord shall endeavor to give Tenant a yearly
expense estimate statement (the “Estimate Statement”) which shall set forth Landlord’s reasonable estimate (the “Estimate”) of what the total amount of Building Direct Expenses for the then-current Expense Year
shall be and the estimated excess (the “Estimated Excess”) as calculated by comparing the Building Direct Expenses for such Expense Year, which shall be based upon the Estimate, to the amount of Building Direct Expenses for the Base
Year. The failure of Landlord to timely furnish the Estimate Statement for any Expense Year shall not preclude Landlord from enforcing its rights to collect any Estimated Excess under this Article 4, nor shall Landlord be prohibited from
revising any Estimate Statement or Estimated Excess theretofore delivered to the extent necessary. Thereafter, Tenant shall pay, with its next installment of Base Rent due, a fraction of the Estimated Excess for the then-current Expense Year
(reduced by any amounts paid pursuant to the last sentence of this Section 4.4.2). Such fraction shall have as its numerator the number of months which have elapsed in such current Expense Year, including the month of such payment, and
twelve (12) as its denominator. Until a new Estimate Statement is furnished (which Landlord shall have the right to deliver to Tenant at any time), Tenant shall pay monthly, with the monthly Base Rent installments, an amount equal to
one-twelfth (1/12) of the total Estimated Excess set forth in the previous Estimate Statement delivered by Landlord to Tenant. 

  
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 4.5 Taxes and Other Charges for Which Tenant Is Directly Responsible. 

4.5.1 Tenant shall be liable for and shall pay thirty (30) days before delinquency, taxes levied against Tenant’s equipment,
furniture, fixtures and any other personal property located in or about the Premises. If any such taxes on Tenant’s equipment, furniture, fixtures and any other personal property are levied against Landlord or Landlord’s property or if the
assessed value of Landlord’s property is increased by the inclusion therein of a value placed upon such equipment, furniture, fixtures or any other personal property and if Landlord pays the taxes based upon such increased assessment, which
Landlord shall have the right to do regardless of the validity thereof but only under proper protest if requested by Tenant, Tenant shall upon demand repay to Landlord the taxes so levied against Landlord or the proportion of such taxes resulting
from such increase in the assessment, as the case may be. 
 4.5.2 If the tenant improvements in the Premises, whether installed and/or paid
for by Landlord or Tenant and whether or not affixed to the real property so as to become a part thereof, are assessed for real property tax purposes at a valuation higher than the valuation at which tenant improvements conforming to Landlord’s
“building standard” in other space in the Building are assessed, then the Tax Expenses levied against Landlord or the property by reason of such excess assessed valuation shall be deemed to be taxes levied against personal property of
Tenant and shall be governed by the provisions of Section 4.5.1, above. 
 4.5.3 Notwithstanding any contrary provision herein,
Tenant shall pay prior to delinquency any (i) rent tax or sales tax, service tax, transfer tax or value added tax, business tax or any other applicable tax on the rent or services herein or otherwise respecting this Lease, (ii) taxes
assessed upon or with respect to the possession, leasing, operation, management, maintenance, alteration, repair, use or occupancy by Tenant of the Premises or any portion of the Project, including the Project parking facility; or (iii) taxes
assessed upon this transaction or any document to which Tenant is a party creating or transferring an interest or an estate in the Premises. 

4.6 Calculation and Payment of Capital Expenses. Notwithstanding any provision to the contrary contained in this Lease, Tenant
shall pay to Landlord, on a monthly basis. as Additional Rent and in addition to Tenant’s Share of Building Direct Expenses, an amount equal to Tenant’s Share of all Capital Expenses incurred by Landlord for any Expense Year following the
Base Year; provided, however, any such Capital Expenses shall be amortized (including interest on the unamortized cost at an annual interest rate reasonably determined by Landlord, taking into account the cost to Landlord of the funds needed to pay
such Capital Expenses and the source of such funds) over its useful life as Landlord shall reasonably determine, and Tenant shall only be obligated to pay Tenant’s Share of such amortized amount; provided further, however, if Landlord
reasonably concludes on the basis of engineering estimates that a particular capital expenditure will effect savings in Operating Expenses, including, without limitation, energy related costs, and that such projected savings will, on an annual basis
(“Projected Annual Savings”), exceed the annual amortization therefor, then and in such event the amount of amortization for such capital expenditure shall be increased to an amount equal to the Projected Annual Savings; and in such
circumstance, the increased amortization (in the amount of the Projected Annual Savings) shall be made for such period of time as it would take to fully amortize the cost of the item in question, together with interest thereon at the interest rate
as aforesaid in equal monthly payments, each in the amount of 1/12th of the Projected Annual Savings, with such payment to be applied first to interest and the balance to principal. The amount of Capital Expenses incurred by Landlord, as well as
Tenant’s Share of such Capital Expenses, shall be set forth on each Statement and each Estimate Statement delivered by Landlord Tenant and Tenant shall pay Tenant’s Share of such Capital Expenses at the same time and in the same manner as
Tenant shall pay Tenant’s Share of Building Direct Expenses. 

  
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 ARTICLE 5 

USE OF PREMISES 

5.1 Permitted Use. Tenant shall use the Premises solely for the Permitted Use set forth in Section 7 of the Summary
and Tenant shall not use or permit the Premises or the Project to be used for any other purpose or purposes whatsoever without the prior written consent of Landlord, which may be withheld in Landlord’s sole discretion. 

5.2 Prohibited Uses. Tenant further covenants and agrees that Tenant shall not use, or suffer or permit any person or persons to
use, the Premises or any part thereof for any use or purpose contrary to the provisions of the Rules and Regulations set forth in Exhibit G, attached hereto, or in violation of the laws of the United States of America, the State of
California, or the ordinances, regulations or requirements of the local municipal or county governing body or other lawful authorities having jurisdiction over the Project, including, without limitation, any such laws, ordinances, regulations or
requirements relating to hazardous materials or substances, as those terms are defined by applicable laws now or hereafter in effect. Tenant shall not do or permit anything to be done in or about the Premises which will in any way damage the
reputation of the Project or obstruct or interfere with the rights of other tenants or occupants of the Building, or injure or annoy them or use or allow the Premises to be used for any improper, unlawful or objectionable purpose, nor shall Tenant
cause, maintain or permit any nuisance in, on or about the Premises. Tenant shall comply with, and Tenant’s rights and obligations under the Lease and Tenant’s use of the Premises shall be subject and subordinate to, all recorded
easements, covenants, conditions, and restrictions now or hereafter affecting the Project. Tenant shall not cause or permit any “Hazardous Substance,” as that term is defined below, to be kept, maintained, used, stored, produced, generated
or disposed of (into the sewage or waste disposal system or otherwise) on or in the Premises by Tenant or Tenant’s agents, employees, contractors, invitees, assignees or sublessees, without first obtaining Landlord’s written consent.
Notwithstanding the foregoing, Landlord hereby agrees that Tenant may use and store in the Premises normal and customary quantities of normal and customary office and cleaning products that may contain Hazardous Substances and which are typically
used by office tenants, provided that all such office and cleaning products are kept, used, stored, transported and disposed of in accordance with all laws, rules and regulations applicable thereto. Tenant shall immediately notify, and shall direct
Tenant’s agents, employees contractors, invitees, assignees and sublessees to immediately notify, Landlord of any incident in, on or about the Premises, the Building or the Project that would require the filing of a notice under any federal,
state, local or quasi-governmental law (whether under common law, statute or otherwise), ordinance, decree, code, ruling, award, rule, regulation or guidance document now or hereafter enacted or promulgated, as amended from time to time, in any way
relating to or regulating any Hazardous Substance. As used herein, “Hazardous Substance” means any substance which is toxic, ignitable, reactive, or corrosive and which is regulated by any local government, the State of California,
or the United States government. “Hazardous Substance” includes any and all material or substances which are defined as “hazardous waste,” “extremely hazardous waste” or a “hazardous substance” pursuant to
state, federal or local governmental law. “Hazardous Substance” also includes asbestos, polychlorobiphenyls (i.e., PCB’s) and petroleum. 

  
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 ARTICLE 6 

SERVICES AND UTILITIES 

6.1 Standard Tenant Services. Landlord shall provide the services specified below and on Exhibit H attached
hereto, on all days (unless otherwise stated below or in Exhibit H) during the Lease Term. 
 6.1.1 Subject to limitations
imposed by all governmental rules, regulations and guidelines applicable thereto, Landlord shall provide heating, ventilation and air conditioning (“HVAC”) when necessary for normal comfort for normal office use in the Premises from
7:00 A.M. to 6:00 P.M. Monday through Friday (collectively, the “Building Hours”), except for the date of observation of New Year’s Day, Independence Day, Labor Day, Memorial Day, Thanksgiving Day, Christmas Day and, at
Landlord’s discretion, other locally or nationally recognized holidays (collectively, the “Holidays”). Tenant shall cooperate fully with Landlord at all times and abide by all regulations and requirements that Landlord may
reasonably prescribe for the proper functioning and protection of the HVAC, electrical, mechanical and plumbing systems. 
 6.1.2 Landlord
shall provide electricity to the Premises (including adequate electrical wiring and facilities for connection to Tenant’s lighting fixtures and incidental use equipment) for lighting and power suitable for the Permitted Use as determined by
Landlord, provided that Tenant’s electrical usage shall be subject to applicable laws and regulations. Tenant shall bear the cost of replacement of lamps, starters and ballasts for non-Building standard lighting fixtures within the Premises.

 6.1.3 Landlord shall provide city water from the regular Building outlets for drinking, lavatory and toilet purposes in the Building
Common Areas. 
 6.1.4 Landlord shall provide nonexclusive, non-attended automatic passenger elevator service during the Building Hours,
shall have one elevator available at all other times, including on the Holidays, except in the event of emergency, and shall provide nonexclusive, non-attended automatic passenger escalator service during Building Hours only. 

6.1.5 Landlord shall provide nonexclusive freight elevator service subject to scheduling by Landlord. 

6.1.6 Landlord shall provide customary weekday janitorial services to the Premises, except the date of observation of the Holidays, in and
about the Premises and customary occasional window washing services, each in a manner consistent with other Class “A” office buildings located in the vicinity of the Project. 

Notwithstanding anything in this Lease to the contrary, if Landlord or any affiliate of Landlord has elected to qualify as a real estate
investment trust (“REIT”), any service required or permitted to be performed by Landlord pursuant to this Lease, the charge or cost of 

  
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which may be treated as impermissible tenant service income under the laws governing a REIT, may be performed by a taxable REIT subsidiary that is affiliated with either Landlord or
Landlord’s property manager, an independent contractor of Landlord or Landlord’s property manager (the “Service Provider”). If Tenant is subject to a charge under this Lease for any such service, then, at Landlord’s
direction, Tenant will pay such charge either to Landlord for further payment to the Service Provider or directly to the Service Provider, and, in either case, (i) Landlord will credit such payment against Additional Rent due from Tenant under
this Lease for such service, and (ii) such payment to the Service Provider will not relieve Landlord from any obligation under the Lease concerning the provisions of such service. 

6.2 Overstandard Tenant Use. Tenant shall not, without Landlord’s prior written consent, use heat-generating machines,
machines other than normal fractional horsepower office machines, or equipment or lighting other than Building standard lights in the Premises, which may affect the temperature otherwise maintained by the air conditioning system or increase the
water normally furnished for the Premises by Landlord pursuant to the terms of Section 6.1 of this Lease. If Tenant uses water, electricity, heat or air conditioning in excess of that supplied by Landlord pursuant to
Section 6.1 of this Lease, Tenant shall pay to Landlord, upon billing, the cost of such excess consumption, the cost of the installation, operation, and maintenance of equipment which is installed in order to supply such excess
consumption, and the cost of the increased wear and tear on existing equipment caused by such excess consumption; and Landlord may install devices to separately meter (or sub-meter) any increased use and in such event Tenant shall pay the increased
cost directly to Landlord, on demand, at the rates charged by the public utility company furnishing the same, including the cost of such additional metering (or sub-metering) devices. In addition, in the event that there is located in the Premises a
data center containing high density computing equipment, as defined in the U.S. EPA’s Energy Star® rating system (“Energy Star”), Landlord may require the installation in
accordance with Energy Star of separate metering or check metering equipment, in which event (i) Tenant shall pay the costs of any such meter or check meter directly to Landlord, on demand, including the installation and connectivity thereof,
(ii) Tenant shall directly pay to the utility provider all electric consumption on any meter, and (iii) Tenant shall pay to Landlord, as Additional Rent, all electric consumption on any check meter within thirty (30) days after being
billed thereof by Landlord, in addition to other electric charges payable by Tenant under the Lease. In the event that Tenant purchases any utility service directly from the provider, Tenant shall promptly provide to Landlord either permission to
access Tenant’s usage information from the utility service provider or copies of the utility bills for Tenant’s usage of such services in a format reasonably acceptable to Landlord. Tenant’s use of electricity shall never exceed the
capacity of the feeders to the Project or the risers or wiring installation, and subject to the terms of Section 29.32, below, Tenant shall not install or use or permit the installation or use of any computer or electronic data
processing equipment in the Premises, without the prior written consent of Landlord. If Tenant desires to use heat, ventilation or air conditioning during hours other than those for which Landlord is obligated to supply such utilities pursuant to
the terms of Section 6.1 of this Lease, Tenant shall give Landlord such prior notice, if any, as Landlord shall from time to time establish as appropriate, of Tenant’s desired use in order to supply such utilities, and Landlord
shall supply such utilities to Tenant at such hourly cost to Tenant (which shall be treated as Additional Rent) as Landlord shall from time to time establish. Landlord shall have the exclusive right, but not the obligation, to provide any additional
services which may be required by Tenant, including, without limitation, locksmithing, lamp replacement, additional janitorial 

  
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service, and additional repairs and maintenance. If Tenant requests any such additional services, then Tenant shall pay to Landlord the cost of such additional services, including Landlord’s
standard fee for its involvement with such additional services, promptly upon being billed for same. 
 6.3 Interruption of
Use. Tenant agrees that Landlord shall not be liable for damages, by abatement of Rent or otherwise, for failure to furnish or delay in furnishing any service (including telephone and telecommunication services), or for any diminution in the
quality or quantity thereof, when such failure or delay or diminution is occasioned, in whole or in part, by breakage, repairs, replacements, or improvements, by any strike, lockout or other labor trouble, by inability to secure electricity, gas,
water, or other fuel at the Building or Project after reasonable effort to do so, by any riot or other dangerous condition, emergency, accident or casualty whatsoever, by act or default of Tenant or other parties, or by any other cause beyond
Landlord’s reasonable control; and such failures or delays or diminution shall never be deemed to constitute an eviction or disturbance of Tenant’s use and possession of the Premises or relieve Tenant from paying Rent or performing any of
its obligations under this Lease. Furthermore, Landlord shall not be liable under any circumstances for a loss of, or injury to, property or for injury to, or interference with, Tenant’s business, including, without limitation, loss of profits,
however occurring, through or in connection with or incidental to a failure to furnish any of the services or utilities as set forth in this Article 6. 

ARTICLE 7 
 REPAIRS

 Tenant shall, at Tenant’s own expense, keep the Premises, including all improvements, fixtures and furnishings therein, and
the floor or floors of the Building on which the Premises are located, in good order, repair and condition at all times during the Lease Term and shall return the possession thereof to Landlord in the same condition as when the Tenant took
possession thereof from Landlord, reasonable wear and tear and repairs which are specifically the responsibility of Landlord hereunder excepted. In addition, Tenant shall, at Tenant’s own expense, but under the supervision and subject to the
prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage
caused by ordinary wear and tear or beyond the reasonable control of Tenant; provided however, that, Landlord shall have the exclusive right, at Landlord’s option, but not the obligation, to make such repairs and replacements, and Tenant shall
pay to Landlord the cost thereof, including Landlord’s standard fee for its involvement with such repairs and replacements, promptly upon being billed for same. Landlord may, but shall not be required to, enter the Premises at all reasonable
times to make such repairs, alterations, improvements or additions to the Premises or to the Project or to any equipment located in the Project as Landlord shall desire or deem necessary or as Landlord may be required to do by governmental or
quasi-governmental authority or court order or decree. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar law, statute, or
ordinance now or hereafter in effect. 

  
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 ARTICLE 8 

ADDITIONS AND ALTERATIONS 

8.1 Landlord’s Consent to Alterations. Tenant may not make or suffer to be made any improvements, alterations, additions,
changes, or repairs (pursuant to Article 7 or otherwise) to the Premises or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (collectively, the “Alterations”) without first procuring the prior
written consent of Landlord to such Alterations, which consent shall be requested by Tenant in accordance with the terms and conditions of this Article 8, and which consent shall not be unreasonably withheld by Landlord, provided it shall be
deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects the structural portions or the systems or equipment of the Building or is visible from the exterior of the Building. Landlord may impose, as a condition
of its consent to any and all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its sole discretion may deem desirable. Matters relating to the construction of the Tenant Improvements in the Premises
shall be governed by the terms of the Tenant Work Letter attached hereto as Exhibit B and not the terms of this Article 8. 

8.2 Manner of Construction. Landlord shall have the exclusive right, at Landlord’s option, but not the obligation, to make
the Alterations at Tenant’s sole cost and expense. If Landlord elects to make the Alterations pursuant to the immediately preceding sentence, then Tenant shall retain Landlord to construct such Alterations and Landlord shall hold all applicable
construction contracts. Prior to the commencement of construction of any Alterations or repairs, Tenant shall submit to Landlord, for Landlord’s review and approval in its reasonable discretion, four (4) copies signed by Tenant of all
plans, specifications and working drawings relating thereto. Tenant, at its sole cost and expense, shall retain an architect/space planner selected by Tenant, and reasonably approved by Landlord, to prepare such plans, specifications and working
drawings; provided that, Tenant shall also retain the engineering consultants from a list provided by Landlord to prepare all plans and engineering working drawings, if any, relating to the structural, mechanical, electrical, plumbing, HVAC,
lifesafety and sprinkler work of the Alterations. Tenant shall be required to include in its contracts with the architect and the engineers a provision which requires ownership of all architectural and engineering drawings to be transferred to
Tenant upon the substantial completion of the Alteration and Tenant hereby grants to Landlord a non-exclusive right to use such drawings, including, without limitation, a right to make copies thereof. Tenant shall cause each architect/space planner
and engineer retained by Tenant to follow Landlord’s standard construction administration procedures and to utilize the standard specifications and details for the Building, all as promulgated by Landlord from time to time. Tenant and
Tenant’s architect/space planner shall verify, in the field, the dimensions and conditions as shown on the relevant portions of the “Base Building” plans, and Tenant and Tenant’s architect/space planner shall be solely
responsible for the same, and Landlord shall have no responsibility in connection therewith. In addition, at Landlord’s option, Landlord may submit Tenant’s plans, specifications and working drawings to a third-party architect and/or
engineer, selected by Landlord, for their review, at Tenant’s sole cost and expense. Landlord’s review of plans, specifications and working drawings as set forth in this Section 8.2, shall be for its sole purpose and shall not
imply Landlord’s review of the same, or obligate Landlord to review the same, for quality, design, compliance with applicable building codes or other like matters. Accordingly, notwithstanding that any plans, specifications or working drawings
are reviewed by Landlord or its space planner, architect, engineers and consultants, and notwithstanding any advice or assistance which may be rendered to Tenant by 

  
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Landlord or Landlord’s space planner, architect, engineers, and consultants, Landlord shall have no liability whatsoever in connection therewith and shall not be responsible for any
omissions or errors contained in the plans, specifications and working drawings for the Alterations, and Tenant’s waiver and indemnity set forth in Section 10.1 of this Lease, below, shall specifically apply to the plans,
specifications and working drawings for the Alterations. Following Landlord’s approval in its reasonable discretion of all plans, specifications and working drawings for the Alterations, a contractor to construct the Alterations shall be
selected by Tenant from the list of contractors approved by Landlord. Landlord shall provide to Tenant an itemized statement of costs, as set forth in the proposed contract with such contractor. Tenant shall approve and deliver to Landlord the
itemized statement of costs provided to Tenant in accordance with this Section 8.2, and upon receipt of such itemized statement of costs by Landlord, Landlord shall be released by Tenant (i) to retain the contractor who submitted
such itemized statement of costs, and (ii) to purchase the items set forth in such itemized statement of costs and to commence the construction relating to such items. Landlord hereby assigns to Tenant all warranties and guaranties by the
contractor selected in accordance with this Section 8.2 to construct the Alterations, and Tenant hereby waives all claims against Landlord relating to, or arising out of the construction of, the Alterations. In the event Tenant requests
any Alterations in the Premises which require or give rise to governmentally required changes to the “Base Building,” as that term is defined below, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. As
used in this Lease, the “Base Building” shall include the structural portions of the Building, and the public restrooms, elevators, exit stairwells and the systems and equipment located in the internal core of the Building on the
floor or floors on which the Premises are located. The term “Base Building,” as used in this Lease, shall not be deemed to have the same meaning as the term “Building Shell,” as the same is defined in Section 2 of the
Tenant Work Letter. In performing the work of any Alterations for which Tenant is responsible, Tenant shall have the work performed in such manner so as not to obstruct access to the Project or any portion thereof, by any other tenant of the
Project, and so as not to obstruct the business of Landlord or other tenants in the Project. Tenant shall not use (and upon notice from Landlord shall cease using) contractors, services, workmen, labor, materials or equipment that, in
Landlord’s reasonable judgment, would disturb labor harmony with the workforce or trades engaged in performing other work, labor or services in or about the Building or the Common Areas. In addition to Tenant’s obligations under Article
9 of this Lease, upon completion of any Alterations, Tenant agrees to cause a Notice of Completion to be recorded in the office of the Recorder of the County in which the Project is located in accordance with Section 3093 of the Civil Code
of the State of California or any successor statute, and Tenant shall deliver to the Project construction manager a reproducible copy of the “as built” drawings of the Alterations in CAD format as well as all permits, approvals and other
documents issued by any governmental agency in connection with the Alterations. 
 8.3 Payment for Improvements. Tenant shall
pay to Landlord, within ten (10) days after being billed for the same, all costs related to the construction of the Alterations, including, without limitation, the following items and costs: (i) all amounts actually paid by Landlord to any
architect/space planner, engineer, consultant, contractor, subcontractor, mechanic, materialman or other person, whether retained by Landlord or Tenant, in connection with the Alterations, and all fees incurred by, and the actual cost of documents
and materials supplied by, Landlord and Landlord’s consultants in connection with the preparation and review of all plans, specifications and working drawings for the Alterations; (ii) all plan check, permit and license


  
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fees relating to construction of the Alterations paid by Landlord; (iii) the cost of any changes in the Base Building when such changes are required by any plans, specifications or working
drawings for the Alterations (including if such changes are due to the fact that such work is prepared on an unoccupied basis), such cost to include all direct architectural and/or engineering fees and expenses incurred by Landlord in connection
therewith; (iv) the cost of any changes to the plans, specifications and working drawings for the Alterations or to the Alterations themselves required by all applicable zoning and building codes and other laws and paid by Landlord;
(v) sales and use taxes and Title 24 fees imposed on, assessed against or paid by Landlord; (vi) Landlord’s standard fee for its involvement with such Alterations; and (vii) all other costs incurred by Landlord in connection with
the construction of the Alterations. Landlord, at its option, may render bills to Tenant in advance of, or during, construction of the Alterations so as to enable Landlord to pay all costs and expenses incurred by Landlord in connection with the
Alterations (including, without limitation, costs of the contractor retained to construct the Alterations) without advancing Landlord’s own funds. At Landlord’s election in its sole and absolute discretion, Tenant shall deliver to Landlord
prior to commencement of construction of the Alterations cash in an amount equal to all estimated costs related to the construction of such Alterations, or such lesser amount as Landlord shall specify, to be held by Landlord and disbursed by
Landlord for costs related to the construction of the Alterations as such costs are incurred. In the event that, after Tenant’s approval of a cost proposal for the Alterations in accordance with Section 8.2, above, any revisions,
changes or substitutions shall be made to the plans, specifications and working drawings or the Alterations, any additional costs which arise in connection with such revisions, changes or substitutions or any other additional costs shall be paid by
Tenant to Landlord immediately upon Landlord’s request. Any surplus funds delivered by Tenant and held by Landlord in connection with the Alterations shall be refunded to Tenant when all costs related to the construction of the Alterations have
been paid in full. 
 8.4 Construction Insurance. In the event that any Alterations are made pursuant to this Article
8, prior to the commencement of such Alterations, Tenant shall provide Landlord with certificates of insurance evidencing compliance with the requirements of Section 10.14 of this Lease, it being understood and agreed that all of
such Alterations shall be insured by Tenant pursuant to Article 10 of this Lease immediately upon completion thereof. In addition, Landlord may, in its discretion, require Tenant to obtain a lien and completion bond or some alternate form of
security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such Alterations and naming Landlord as a co-obligee. 

8.5 Landlord’s Property. All Alterations, improvements, fixtures, equipment and/or appurtenances which may be installed or
placed in or about the Premises, from time to time, shall be at the sole cost of Tenant and shall be and become the property of Landlord; provided, however, Landlord may, by written notice to Tenant prior to the end of the Lease Term, or given
following any earlier termination of this Lease, require Tenant, at Tenant’s expense, to remove any Alterations or improvements and to repair any damage to the Premises and Building caused by such removal and return the affected portion of the
Premises to their condition existing prior to the installation of such Alterations or improvements or, at Landlord’s election, to a building standard tenant improved condition as determined by Landlord. If Tenant fails to complete such removal
and/or to repair any damage caused by the removal of any Alterations or improvements in the Premises and return the affected portion of the Premises to their condition existing prior to 

  
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the installation of such Alterations or improvements or, if elected by Landlord, to a building standard tenant improved condition as determined by Landlord, prior to the expiration or earlier
termination of this Lease, then Rent shall continue to accrue under this Lease in accordance with Article 16, below, after the end of the Lease Term until such work shall be completed, and Landlord shall have the right, but not the
obligation, to perform such work and to charge the cost thereof to Tenant. Tenant hereby protects, defends, indemnifies and holds Landlord harmless from any liability, cost, obligation, expense or claim of lien, including but not limited to, court
costs and reasonable attorneys’ fees, in any manner relating to the installation, placement, removal or financing of any such Alterations, improvements, fixtures and/or equipment in, on or about the Premises, which obligations of Tenant shall
survive the expiration or earlier termination of this Lease. 
 ARTICLE 9 

COVENANT AGAINST LIENS 

Tenant shall keep the Project and Premises free from any liens or encumbrances arising out of the work performed, materials furnished or
obligations incurred by or on behalf of Tenant, and shall protect, defend, indemnify and hold Landlord harmless from and against any claims, liabilities, judgments or costs (including, without limitation, reasonable attorneys’ fees and costs)
arising out of same or in connection therewith. Tenant shall give Landlord notice at least twenty (20) days prior to the commencement of any work on the Premises which may give rise to a lien on the Premises or Building (or such additional time
as may be necessary under applicable laws) to afford Landlord the opportunity of posting and recording appropriate notices of non-responsibility. Tenant shall remove any such lien or encumbrance by bond or otherwise within five (5) days after
notice by Landlord, and if Tenant shall fail to do so, Landlord may pay the amount necessary to remove such lien or encumbrance, without being responsible for investigating the validity thereof. The amount so paid shall be deemed Additional Rent
under this Lease payable upon demand, without limitation as to other remedies available to Landlord under this Lease. Nothing contained in this Lease shall authorize Tenant to do any act which shall subject Landlord’s title to the Building or
Premises to any liens or encumbrances whether claimed by operation of law or express or implied contract. Any claim to a lien or encumbrance upon the Building or Premises arising in connection with any such work or respecting the Premises not
performed by or at the request of Landlord shall be null and void, or at Landlord’s option shall attach only against Tenant’s interest in the Premises and shall in all respects be subordinate to Landlord’s title to the Project,
Building and Premises. 
 ARTICLE 10 

TENANT’S INDEMNITY AND INSURANCE 

10.1 Tenant’s Indemnity. 

10.1.1 Indemnity. To the maximum extent permitted by law, Tenant waives any right to contribution against the “Landlord
Parties,” as that term is defined in Section 10.13, below, and agrees to indemnify and save harmless the Landlord Parties from and against all claims of whatever nature arising from or claimed to have arisen from (i) any act,
omission or 

  
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negligence of the “Tenant Parties,” as that term is defined in Section 10.13, below; (ii) any accident, injury or damage whatsoever caused to any person, or to the
property of any person, occurring in or about the Premises from the earlier of (A) the date on which any Tenant Party first enters the Premises for any reason or (B) the Lease Commencement Date, and thereafter throughout and until the end
of the Lease Term and after the end of the Lease Term for as long as Tenant or anyone acting by, through or under Tenant is in occupancy of the Premises or any portion thereof; (iii) any accident, injury or damage whatsoever occurring outside
the Premises but within the Project, where such accident, injury or damage results, or is claimed to have resulted, from any act, omission or negligence on the part of any of the Tenant Parties; or (iv) any breach of this Lease by Tenant.
Tenant shall pay such indemnified amounts as they are incurred by the Landlord Parties. This indemnification shall not be construed to deny or reduce any other rights or obligations of indemnity that a Landlord Party may have under this Lease or the
common law. 
 10.1.2 Breach. In the event that Tenant breaches any of its indemnity obligations hereunder or under any other
contractual or common law indemnity: (i) Tenant shall pay to the Landlord Parties all liabilities, loss, cost, or expense (including attorney’s fees) incurred as a result of said breach, and the reasonable value of time expended by the
Landlord Parties as a result of said breach; and (ii) the Landlord Parties may deduct and offset from any amounts due to Tenant under this Lease any amounts owed by Tenant pursuant to this section. 

10.1.3 No limitation. The indemnification obligations under this Section shall not be limited in any way by any limitation on the
amount or type of damages, compensation or benefits payable by or for Tenant or any subtenant or other occupant of the Premises under workers’ compensation acts, disability benefit acts, or other employee benefit acts. Tenant waives any
immunity from or limitation on its indemnity or contribution liability to the Landlord Parties based upon such acts. 
 10.1.4
Subtenants and other occupants. Tenant shall require its subtenants and other occupants of the Premises to provide similar indemnities to the Landlord Parties in a form acceptable to Landlord. 

10.1.5 Survival. The terms of this section shall survive any termination or expiration of this Lease. 

10.1.6 Costs. The foregoing indemnity and hold harmless agreement shall include indemnity for all costs, expenses and liabilities
(including, without limitation, attorneys’ fees and disbursements) incurred by the Landlord Parties in connection with any such claim or any action or proceeding brought thereon, and the defense thereof. In addition, in the event that any
action or proceeding shall be brought against one or more Landlord Parties by reason of any such claim, Tenant, upon request from the Landlord Party, shall resist and defend such action or proceeding on behalf of the Landlord Party by counsel
appointed by Tenant’s insurer (if such claim is covered by insurance without reservation) or otherwise by counsel reasonably satisfactory to the Landlord Party. The Landlord Parties shall not be bound by any compromise or settlement of any such
claim, action or proceeding without the prior written consent of such Landlord Parties. 

  
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 10.2 Tenant’s Risk. Tenant agrees to use and occupy the Premises, and to use
such other portions of the Building and the Project as Tenant is given the right to use by this Lease at Tenant’s own risk. The Landlord Parties shall not be liable to the Tenant Parties for any damage, injury, loss, compensation, or claim
(including, but not limited to, claims for the interruption of or loss to a Tenant Party’s business) based on, arising out of or resulting from any cause whatsoever, including, but not limited to, repairs to any portion of the Premises or the
Building or the Project, any fire, robbery, theft, mysterious disappearance, or any other crime or casualty, the actions of any other tenants of the Building or of any other person or persons, or any leakage in any part or portion of the Premises or
the Building or the Project, or from water, rain or snow that may leak into, or flow from any part of the Premises or the Building or the Project, or from drains, pipes or plumbing fixtures in the Building or the Project. Any goods, property or
personal effects stored or placed in or about the Premises shall be at the sole risk of the Tenant Party, and neither the Landlord Parties nor their insurers shall in any manner be held responsible therefor. The Landlord Parties shall not be
responsible or liable to a Tenant Party, or to those claiming by, through or under a Tenant Party, for any loss or damage that may be occasioned by or through the acts or omissions of persons occupying adjoining premises or any part of the premises
adjacent to or connecting with the Premises or any part of the Building or otherwise. The provisions of this section shall be applicable until the expiration or earlier termination of the Lease Term, and during such further period as Tenant may use
or be in occupancy of any part of the Premises or of the Building. 
 10.3 Tenant’s Commercial General Liability
Insurance. Tenant agrees to maintain in full force on or before the earlier of (i) the date on which any Tenant Party first enters the Premises for any reason or (ii) the Lease Commencement Date throughout the Lease Term of this
Lease, and thereafter, so long as Tenant is in occupancy of any part of the Premises, a policy of commercial general liability insurance, on an occurrence basis, issued on a form at least as broad as Insurance Services Office (“ISO”)
Commercial General Liability Coverage “occurrence” form CG 00 01 10 01 or another ISO Commercial General Liability “occurrence” form providing equivalent coverage. Such insurance shall include contractual liability coverage,
specifically covering but not limited to the indemnification obligations undertaken by Tenant in this Lease. The minimum limits of liability of such insurance shall be Five Million Dollars ($5,000,000.00) per occurrence. In addition, in the event
Tenant hosts a function in the Premises, Tenant agrees to obtain, and cause any persons or parties providing services for such function to obtain, the appropriate insurance coverages as determined by Landlord (including liquor liability coverage, if
applicable) and provide Landlord with evidence of the same. 
 10.4 Tenant’s Property Insurance. Tenant shall maintain at
all times during the Lease Term, and during such earlier time as Tenant may be performing work in or to the Premises or have property, fixtures, furniture, equipment, machinery, goods, supplies, wares or merchandise on the Premises, and continuing
thereafter so long as Tenant is in occupancy of any part of the Premises, business interruption insurance and (insurance against loss or damage covered by the so-called “all risk” type insurance coverage with respect to
(i) Tenant’s property, fixtures, furniture, equipment, machinery, goods, supplies, wares and merchandise, and (ii) the “Tenant Improvements,” as that term is defined in the Tenant Work Letter, and any other improvements
which exist in the Premises as of the Lease Commencement Date (excluding the Base Building) (the “Original Improvements”), and all alterations, improvements and other modifications made by or on behalf of the Tenant in the Premises,
and (iii) other property of 

  
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Tenant located at the Premises, except to the extent paid for by Landlord (collectively “Tenant’s Property”). The business interruption insurance required by this section
shall be in minimum amounts typically carried by prudent tenants engaged in similar operations, but in no event shall be in an amount less than the Base Rent then in effect during any Lease Year, plus any Additional Rent due and payable for the
immediately preceding Lease Year. The “all risk” insurance required by this section shall be in an amount at least equal to the full replacement cost of Tenant’s Property. In addition, during such time as Tenant is performing work in
or to the Premises, Tenant, at Tenant’s expense, shall also maintain, or shall cause its contractor(s) to maintain, builder’s risk insurance for the full insurable value of such work. Landlord and such additional persons or entities as
Landlord may reasonably request shall be named as loss payees, as their interests may appear, on the policy or policies required by this section. In the event of loss or damage covered by the “all risk” insurance required by this section,
the responsibilities for repairing or restoring the loss or damage shall be determined in accordance with Article 11 of this Lease, below. To the extent that Landlord is obligated to pay for the repair or restoration of the loss or damage
covered by the policy, Landlord shall be paid the proceeds of the “all risk” insurance covering the loss or damage. To the extent Tenant is obligated to pay for the repair or restoration of the loss or damage, covered by the policy, Tenant
shall be paid the proceeds of the “all risk” insurance covering the loss or damage. If both Landlord and Tenant are obligated to pay for the repair or restoration of the loss or damage covered by the policy, the insurance proceeds shall be
paid to each of them in the pro rata proportion of their obligations to repair or restore the loss or damage. If the loss or damage is not repaired or restored (for example, if the Lease is terminated pursuant to Section 11.2 of this
Lease, below), the insurance proceeds shall be paid to Landlord and Tenant in the pro rata proportion of their relative contributions to the cost of the leasehold improvements covered by the policy. 

10.5 Tenant’s Other Insurance. Throughout the Lease Term, Tenant shall obtain and maintain (1) comprehensive
automobile liability insurance (covering any automobiles owned or operated by Tenant at the Project) issued on a form at least as broad as ISO Business Auto Coverage form CA 00 01 07 97 or other form providing equivalent coverage;
(2) worker’s compensation insurance or participation in a monopolistic state workers’ compensation fund; and (3) employer’s liability insurance or (in a monopolistic state) Stop Gap Liability insurance. Such automobile
liability insurance shall be in an amount not less than One Million Dollars ($1,000,000) for each accident. Such worker’s compensation insurance shall carry minimum limits as defined by the law of the jurisdiction in which the Premises are
located (as the same may be amended from time to time). Such employer’s liability insurance shall be in an amount not less than One Million Dollars ($1,000,000) for each accident, One Million Dollars ($1,000,000) disease-policy limit, and One
Million Dollars ($1,000,000) disease-each employee. 
 10.6 Requirements For Insurance. All insurance required to be
maintained by Tenant pursuant to this Lease shall be maintained with responsible companies that are admitted to do business, and are in good standing, in the jurisdiction in which the Premises are located and that have a rating of at least
“A” and are within a financial size category of not less than “Class X” in the most current Best’s Key Rating Guide or such similar rating as may be reasonably selected by Landlord. All such insurance shall: (1) be
acceptable in form and content to Landlord; (2) be primary and noncontributory; and (3) contain an endorsement prohibiting cancellation, failure to renew, reduction of amount of insurance, or change in coverage without the insurer first
giving Landlord thirty (30) days’ prior written notice (by certified or registered 

  
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mail, return receipt requested, or by fax or email) of such proposed action. No such policy shall contain any deductible or self-insured retention greater than Twenty Five Thousand Dollars
($25,000.00). Any deductibles and such self-insured retentions shall be deemed to be “insurance” for purposes of the waiver in Section 10.13 of this Lease, below. Landlord reserves the right from time to time to require Tenant
to obtain higher minimum amounts of insurance based on such limits as are customarily carried with respect to similar properties in the area in which the Premises are located. The minimum amounts of insurance required by this Lease shall not be
reduced by the payment of claims or for any other reason. In the event Tenant shall fail to obtain or maintain any insurance meeting the requirements of this Article, or to deliver such policies or certificates as required by this Article, Landlord
may, at its option, on five (5) days notice to Tenant, procure such policies for the account of Tenant, and the cost thereof shall be paid to Landlord within five (5) days after delivery to Tenant of bills therefor. 

10.7 Additional Insureds. The commercial general liability and auto insurance carried by Tenant pursuant to this Lease, and any
additional liability insurance carried by Tenant pursuant to Section 10.3 of this Lease, above, shall name Landlord, Landlord’s managing agent, and such other persons as Landlord may reasonably request from time to time as
additional insureds with respect to liability arising out of or related to this Lease or the operations of Tenant (collectively “Additional Insureds”). Such insurance shall provide primary coverage without contribution from any
other insurance carried by or for the benefit of Landlord, Landlord’s managing agent, or other Additional Insureds. Such insurance shall also waive any right of subrogation against each Additional Insured. 

10.8 Certificates Of Insurance. On or before the earlier of (i) the date on which any Tenant Party first enters the
Premises for any reason or (ii) the Lease Commencement Date, Tenant shall furnish Landlord with certificates evidencing the insurance coverage required by this Lease, and renewal certificates shall be furnished to Landlord at least annually
thereafter, and at least thirty (30) days prior to the expiration date of each policy for which a certificate was furnished. (Acceptable forms of such certificates for liability and property insurance, respectively, are attached hereto as
Exhibit I.) In jurisdictions requiring mandatory participation in a monopolistic state workers’ compensation fund, the insurance certificate requirements for the coverage required for workers’ compensation will be satisfied
by a letter from the appropriate state agency confirming participation in accordance with statutory requirements. Such current participation letters required by this Section shall be provided every six (6) months for the duration of this Lease.
Failure by the Tenant to provide the certificates or letters required by this Section shall not be deemed to be a waiver of the requirements in this Section. Upon request by Landlord, a true and complete copy of any insurance policy required by this
Lease shall be delivered to Landlord within ten (10) days following Landlord’s request. 
 10.9 Subtenants And Other
Occupants. Tenant shall require its subtenants and other occupants of the Premises to provide written documentation evidencing the obligation of such subtenant or other occupant to indemnify the Landlord Parties to the same extent that
Tenant is required to indemnify the Landlord Parties pursuant to Section 10.1 of this Lease, above, and to maintain insurance that meets the requirements of this Article, and otherwise to comply with the requirements of this Article.
Tenant shall require all such subtenants and occupants to supply certificates of insurance evidencing that the insurance requirements of this Article have been met and shall forward such certificates to Landlord on or before the earlier of
(i) the date on which 

  
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the subtenant or other occupant or any of their respective direct or indirect partners, officers, shareholders, directors, members, trustees, beneficiaries, servants, employees, principals,
contractors, licensees, agents, invitees or representatives first enters the Premises or (ii) the commencement of the sublease. Tenant shall be responsible for identifying and remedying any deficiencies in such certificates or policy
provisions. 
 10.10 No Violation Of Building Policies. Tenant shall not commit or permit any violation of the policies of
fire, boiler, sprinkler, water damage or other insurance covering the Project and/or the fixtures, equipment and property therein carried by Landlord, or do or permit anything to be done, or keep or permit anything to be kept, in the Premises, which
in case of any of the foregoing (i) would result in termination of any such policies, (ii) would adversely affect Landlord’s right of recovery under any of such policies, or (iii) would result in reputable and independent
insurance companies refusing to insure the Project or the property of Landlord in amounts reasonably satisfactory to Landlord. 
 10.11
Tenant To Pay Premium Increases. If, because of anything done, caused or permitted to be done, or omitted by Tenant (or its subtenant or other occupants of the Premises), the rates for liability, fire, boiler, sprinkler, water damage
or other insurance on the Project or on the property and equipment of Landlord or any other tenant or subtenant in the Building shall be higher than they otherwise would be, Tenant shall reimburse Landlord and/or the other tenants and subtenants in
the Building for the additional insurance premiums thereafter paid by Landlord or by any of the other tenants and subtenants in the Building which shall have been charged because of the aforesaid reasons, such reimbursement to be made from time to
time on Landlord’s demand. 
 10.12 Landlord’s Insurance. 

10.12.1 Required insurance. Landlord shall maintain insurance against loss or damage with respect to the Building on an “all
risk” type insurance form, with customary exceptions, subject to such deductibles and self-insured retentions as Landlord may determine, in an amount equal to at least the replacement value of the Building. The cost of such insurance shall be
treated as a part of Operating Expenses. Such insurance shall be maintained with an insurance company selected by Landlord. Payment for losses thereunder shall be made solely to Landlord. 

10.12.2 Optional insurance. Landlord may maintain such additional insurance with respect to the Building and the Project,
including, without limitation, earthquake insurance, terrorism insurance, flood insurance, liability insurance and/or rent insurance, as Landlord may in its sole discretion elect. Landlord may also maintain such other insurance as may from time to
time be required by a “Mortgagee,” as that term is defined in Section 18.2 of this Lease, below. The cost of all such additional insurance shall also be part of the Operating Expenses. 

10.12.3 Blanket and self-insurance. Any or all of Landlord’s insurance may be provided by blanket coverage maintained by
Landlord or any affiliate of Landlord under its insurance program for its portfolio of properties, or by Landlord or any affiliate of Landlord under a program of self-insurance, and in such event Operating Expenses shall include the portion of the
reasonable cost of blanket insurance or self-insurance that is allocated to the Building. 

  
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 10.12.4 No obligation. Landlord shall not be obligated to insure, and shall not
assume any liability of risk of loss for, Tenant’s Property, including any such property or work of tenant’s subtenants or occupants. Landlord will also have no obligation to carry insurance against, nor be responsible for, any loss
suffered by Tenant, subtenants or other occupants due to interruption of Tenant’s or any subtenant’s or occupant’s business. 

10.13 Waiver Of Subrogation. The parties hereto waive and release any and all rights of recovery against the other, and agree
not to seek to recover from the other or to make any claim against the other, and in the case of Landlord, against all Tenant Parties, and in the case of Tenant, against all Landlord Parties, for any loss or damage incurred by the waiving/releasing
party to the extent such loss or damage is insured under any insurance policy required by this Lease or which would have been so insured had the party carried the insurance it was required to carry hereunder. Tenant shall obtain from its subtenants
and other occupants of the Premises a similar waiver and release of claims against any or all of Tenant or Landlord. The insurance policies required by this Lease shall contain no provision that would invalidate or restrict the parties’ waiver
and release of the rights of recovery in this section. The parties hereto covenant that no insurer shall hold any right of subrogation against the parties hereto by virtue of such insurance policy. 

The term “Landlord Party” or “Landlord Parties” shall mean Landlord, any affiliate of Landlord,
Landlord’s managing agents for the Building, each Mortgagee, each ground lessor, and each of their respective direct or indirect partners, officers, shareholders, directors, members, trustees, beneficiaries, servants, employees, principals,
contractors, licensees, agents or representatives. For the purposes of this Lease, the term “Tenant Party” or “Tenant Parties” shall mean Tenant, any affiliate of Tenant, any permitted subtenant or any other
permitted occupant of the Premises, and each of their respective direct or indirect partners, officers, shareholders, directors, members, trustees, beneficiaries, servants, employees, principals, contractors, licensees, agents, invitees or
representatives. 
 10.14 Tenant’s Work. During such times as Tenant is performing work or having work or services
performed in or to the Premises, Tenant shall require its contractors, and their subcontractors of all tiers, to obtain and maintain commercial general liability, automobile, workers compensation, employer’s liability, builder’s risk, and
equipment/property insurance in such amounts and on such terms as are customarily required of such contractors and subcontractors on similar projects. The amounts and terms of all such insurance are subject to Landlord’s written approval, which
approval shall not be unreasonably withheld. The commercial general liability and auto insurance carried by Tenant’s contractors and their subcontractors of all tiers pursuant to this section shall name Landlord, Landlord’s managing agent,
and such other Persons as Landlord may reasonably request from time to time as additional insureds with respect to liability arising out of or related to their work or services (collectively, “Additional Insureds”). Such insurance
shall provide primary coverage without contribution from any other insurance carried by or for the benefit of Landlord, Landlord’s managing agent, or other Additional Insureds. Such insurance shall also waive any right of subrogation against
each Additional Insured. Tenant shall obtain and submit to Landlord, prior to the earlier of (i) the entry onto the Premises by such contractors or subcontractors or (ii) commencement of the work or services, certificates of insurance
evidencing compliance with the requirements of this section. 

  
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 ARTICLE 11 

DAMAGE AND DESTRUCTION 

11.1 Repair of Damage to Premises by Landlord. Tenant shall promptly notify Landlord of any damage to the Premises resulting
from fire or any other casualty. If the Premises or any Common Areas necessary to Tenant’s use of or access to the Premises shall be damaged by fire or other casualty, Landlord shall promptly and diligently, subject to reasonable delays for
insurance adjustment or other matters beyond Landlord’s reasonable control, and subject to all other terms of this Article 11, restore the Base Building and such Common Areas. Such restoration shall be to substantially the same condition
of the Base Building and the Common Areas prior to the casualty, except for modifications required by zoning and building codes and other laws or by the holder of a mortgage on the Building or Project or any other modifications to the Common Areas
deemed desirable by Landlord, provided that access to the Premises and any common restrooms serving the Premises shall not be materially impaired. Upon the occurrence of any damage to the Premises, upon notice (the “Landlord Repair
Notice”) to Tenant from Landlord, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Tenant’s insurance required under item (ii) of Section 10.4 of
this Lease, and Landlord shall repair any injury or damage to the Tenant Improvements and the Original Improvements installed in the Premises and shall return such Tenant Improvements and Original Improvements to their original condition; provided
that if the cost of such repair by Landlord exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as assigned by Tenant, the cost of such repairs shall be paid by Tenant to Landlord prior to
Landlord’s commencement of repair of the damage. In the event that Landlord does not deliver the Landlord Repair Notice within sixty (60) days following the date the casualty becomes known to Landlord, Tenant shall, at its sole cost and
expense, repair any injury or damage to the Tenant Improvements and the Original Improvements installed in the Premises and shall return such Tenant Improvements and Original Improvements to their original condition. Whether or not Landlord delivers
a Landlord Repair Notice, prior to the commencement of construction, Tenant shall submit to Landlord, for Landlord’s review and approval, all plans, specifications and working drawings relating thereto, and Landlord shall select the contractors
to perform such improvement work. Landlord shall not be liable for any inconvenience or annoyance to Tenant or its visitors, or injury to Tenant’s business resulting in any way from such damage or the repair thereof; provided, however, if such
fire or other casualty shall have damaged the Premises or a portion thereof or Common Areas necessary to Tenant’s occupancy, then Landlord shall allow Tenant a proportionate abatement of Rent during the time and to the extent and in the
proportion that the Premises or such portion thereof are unfit for occupancy for the purposes permitted under this Lease, and are not occupied by Tenant as a result thereof, provided that such abatement of Rent shall be allowed only to the extent
Landlord is reimbursed from the proceeds of rental interruption insurance purchased by Landlord as part of Operating Expenses; provided further, however, if the damage or destruction is due to the negligence or willful misconduct of Tenant or any of
its agents, employees, contractors, invitees or guests, then Tenant shall be responsible for any reasonable, applicable insurance deductible 

  
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(which shall be payable to Landlord upon demand) and there shall be no rent abatement. In the event that Landlord shall not deliver the Landlord Repair Notice, Tenant’s right to rent
abatement pursuant to the preceding sentence shall terminate as of the date which is reasonably determined by Landlord to be the date Tenant should have completed repairs to the Premises assuming Tenant used reasonable due diligence in connection
therewith. 
 11.2 Landlord’s Option to Repair. Notwithstanding the terms of Section 11.1 of this Lease,
Landlord may elect not to rebuild and/or restore the Premises, Building and/or Project, and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after the date of discovery of the damage, such
notice to include a termination date giving Tenant sixty (60) days to vacate the Premises, but Landlord may so elect only if the Building or Project shall be damaged by fire or other casualty or cause, whether or not the Premises are affected,
and one or more of the following conditions is present: (i) in Landlord’s reasonable judgment, repairs cannot reasonably be completed within one hundred eighty (180) days after the date of discovery of the damage (when such repairs
are made without the payment of overtime or other premiums); (ii) the holder of any mortgage on the Building or Project or ground lessor with respect to the Building or Project shall require that the insurance proceeds or any portion thereof be
used to retire the mortgage debt, or shall terminate the ground lease, as the case may be; (iii) the damage is not fully covered by Landlord’s insurance policies or that portion of the proceeds from Landlord’s insurance policies
allocable to the Building or the Project, as the case may be; (iv) Landlord decides to rebuild the Building or Common Areas so that they will be substantially different structurally or architecturally; (v) the damage occurs during the last
twelve (12) months of the Lease Term; or (vi) any owner of any other portion of the Project, other than Landlord, does not intend to repair the damage to such portion of the Project. 

11.3 Waiver of Statutory Provisions. The provisions of this Lease, including this Article 11, constitute an express
agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, the Building or the Project, and any statute or regulation of the State of California, including, without limitation,
Sections 1932(2) and 1933(4) of the California Civil Code, with respect to any rights or obligations concerning damage or destruction in the absence of an express agreement between the parties, and any other statute or regulation, now or hereafter
in effect, shall have no application to this Lease or any damage or destruction to all or any part of the Premises, the Building or the Project. 

ARTICLE 12 

NONWAIVER 
 No
provision of this Lease shall be deemed waived by either party hereto unless expressly waived in a writing signed thereby. The waiver by either party hereto of any breach of any term, covenant or condition herein contained shall not be deemed to be
a waiver of any subsequent breach of same or any other term, covenant or condition herein contained. The subsequent acceptance of Rent hereunder by Landlord shall not be deemed to be a waiver of any preceding breach by Tenant of any term, covenant
or condition of this Lease, other than the failure of Tenant to pay the particular Rent so accepted, regardless of Landlord’s knowledge of such preceding breach at the time of acceptance of such Rent. No acceptance of a lesser amount


  
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than the Rent herein stipulated shall be deemed a waiver of Landlord’s right to receive the full amount due, nor shall any endorsement or statement on any check or payment or any letter
accompanying such check or payment be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord’s right to recover the full amount due. No receipt of monies by Landlord from Tenant after the
termination of this Lease shall in any way alter the length of the Lease Term or of Tenant’s right of possession hereunder, or after the giving of any notice shall reinstate, continue or extend the Lease Term or affect any notice given Tenant
prior to the receipt of such monies, it being agreed that after the service of notice or the commencement of a suit, or after final judgment for possession of the Premises, Landlord may receive and collect any Rent due, and the payment of said Rent
shall not waive or affect said notice, suit or judgment. No payment of Rent by Tenant after a breach by Landlord shall be deemed a waiver of any breach by Landlord. 

ARTICLE 13 

CONDEMNATION 
 If
the whole or any part of the Premises, Building or Project shall be taken by power of eminent domain or condemned by any competent authority for any public or quasi-public use or purpose, or if any adjacent property or street shall be so taken or
condemned, or reconfigured or vacated by such authority in such manner as to require the use, reconstruction or remodeling of any part of the Premises, Building or Project, or if Landlord shall grant a deed or other instrument in lieu of such taking
by eminent domain or condemnation, Landlord shall have the option to terminate this Lease effective as of the date possession is required to be surrendered to the authority. If more than twenty-five percent (25%) of the rentable square feet of
the Premises is taken, or if all reasonable access to the Premises is substantially impaired, in each case for a period in excess of one hundred eighty (180) days, Tenant shall have the option to terminate this Lease effective as of the date
possession is required to be surrendered to the authority. Tenant shall not because of such taking assert any claim against Landlord or the authority for any compensation because of such taking and Landlord shall be entitled to the entire award or
payment in connection therewith, except that Tenant shall have the right to file any separate claim available to Tenant for any taking of Tenant’s personal property and fixtures belonging to Tenant and removable by Tenant upon expiration of the
Lease Term pursuant to the terms of this Lease, and for moving expenses, so long as such claims do not diminish the award available to Landlord, its ground lessor with respect to the Building or Project or its mortgagee, and such claim is payable
separately to Tenant. All Rent shall be apportioned as of the date of such termination. If any part of the Premises shall be taken, and this Lease shall not be so terminated, the Rent shall be proportionately abated. Tenant hereby waives any and all
rights it might otherwise have pursuant to Section 1265.130 of the California Code of Civil Procedure. Notwithstanding anything to the contrary contained in this Article 13, in the event of a temporary taking of all or any portion of the
Premises for a period of one hundred eighty (180) days or less, then this Lease shall not terminate but the Base Rent and the Additional Rent shall be abated for the period of such taking in proportion to the ratio that the amount of rentable
square feet of the Premises taken bears to the total rentable square feet of the Premises. Landlord shall be entitled to receive the entire award made in connection with any such temporary taking. 

  
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 ARTICLE 14 

ASSIGNMENT AND SUBLETTING 

14.1 Transfers. Tenant shall not, without the prior written consent of Landlord, assign, mortgage, pledge, hypothecate,
encumber, or permit any lien to attach to, or otherwise transfer, this Lease or any interest hereunder, permit any assignment, or other transfer of this Lease or any interest hereunder by operation of law, sublet the Premises or any part thereof, or
enter into any license or concession agreements or otherwise permit the occupancy or use of the Premises or any part thereof by any persons other than Tenant and its employees and contractors (all of the foregoing are hereinafter sometimes referred
to individually as a “Transfer,” and, collectively, as “Transfers” and any person to whom any Transfer is made or sought to be made is hereinafter sometimes referred to as a “Transferee”). If Tenant
desires Landlord’s consent to any Transfer, Tenant shall notify Landlord in writing, which notice (the “Transfer Notice”) shall include (i) the proposed effective date of the Transfer, which shall not be less than thirty
(30) days nor more than one hundred eighty (180) days after the date of delivery of the Transfer Notice, (ii) a description of the portion of the Premises to be transferred (the “Subject Space”), (iii) all of the
terms of the proposed Transfer and the consideration therefor, including calculation of the “Transfer Premium”, as that term is defined in Section 14.3 below, in connection with such Transfer, the name and address of the
proposed Transferee, and a copy of all existing executed and/or proposed documentation pertaining to the proposed Transfer, including all existing operative documents to be executed to evidence such Transfer or the agreements incidental or related
to such Transfer, provided that Landlord shall have the right to require Tenant to utilize Landlord’s standard Transfer documents in connection with the documentation of such Transfer, (iv) current financial statements of the proposed
Transferee certified by an officer, partner or owner thereof, business credit and personal references and history of the proposed Transferee and any other information required by Landlord which will enable Landlord to determine the financial
responsibility, character, and reputation of the proposed Transferee, nature of such Transferee’s business and proposed use of the Subject Space, and (v) an executed estoppel certificate from Tenant in the form attached hereto as
Exhibit J. Any Transfer made without Landlord’s prior written consent shall, at Landlord’s option, be null, void and of no effect, and shall, at Landlord’s option, constitute a default by Tenant under this Lease. Whether
or not Landlord consents to any proposed Transfer, Tenant shall pay Landlord’s review and processing fees, as well as any reasonable professional fees (including, without limitation, attorneys’, accountants’, architects’,
engineers’ and consultants’ fees) incurred by Landlord, within thirty (30) days after written request by Landlord. 
 14.2
Landlord’s Consent. Landlord shall not unreasonably withhold its consent to any proposed Transfer of the Subject Space to the Transferee on the terms specified in the Transfer Notice. Without limitation as to other reasonable
grounds for withholding consent, the parties hereby agree that it shall be reasonable under this Lease and under any applicable law for Landlord to withhold consent to any proposed Transfer where one or more of the following apply: 

14.2.1 The Transferee is of a character or reputation or engaged in a business which is not consistent with the quality of the Building or the
Project, or would be a significantly less prestigious occupant of the Building than Tenant; 

  
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 14.2.2 The Transferee intends to use the Subject Space for purposes which are not permitted under
this Lease; 
 14.2.3 The Transferee is either a governmental agency or instrumentality thereof; 

14.2.4 The Transferee is not a party of reasonable financial worth and/or financial stability in light of the responsibilities to be undertaken
in connection with the Transfer on the date consent is requested; 
 14.2.5 The proposed Transfer would cause a violation of another lease
for space in the Project, or would give an occupant of the Project a right to cancel its lease; 
 14.2.6 Either the proposed Transferee, or
any person or entity which directly or indirectly, controls, is controlled by, or is under common control with, the proposed Transferee, (i) occupies space in the Project at the time of the request for consent, or (ii) is negotiating or
has negotiated with Landlord to lease space in the Project within six (6) months prior to the Tenant’s request for consent, or (iii) Landlord is currently meeting with (or has previously met with) the proposed Transferee to tour space
in the Project; provided that the exclusion set forth in this Subsection 14.2.6(iii) shall not apply to any proposed Transferee of Tenant who simultaneously tours the Tenant’s Premises and other space in the Building held by Landlord for lease;

 14.2.7 In Landlord’s reasonable judgment, the use of the Premises by the proposed Transferee would not be comparable to the types of
office use by other tenants in the Project, would entail any alterations which would lessen the value of the tenant improvements in the Premises, would result in more than a reasonable density of occupants per square foot of the Premises, would
increase the burden on elevators or other Building systems or equipment over the burden thereon prior to the proposed Transfer, or would require increased services by Landlord; 

14.2.8 The proposed Transfer is of less than the entire Premises; or 

14.2.9 Any part of the rent payable under the proposed Transfer shall be based in whole or in part on the income or profits derived from the
Subject Space or if any proposed Transfer shall potentially have any adverse effect on the real estate investment trust qualification requirements applicable to Landlord and its affiliates. 

If Landlord consents to any Transfer pursuant to the terms of this Section 14.2 (and does not exercise any recapture rights
Landlord may have under Section 14.4 of this Lease), Tenant may within six (6) months after Landlord’s consent, but not later than the expiration of said six-month period, enter into such Transfer of the Premises or portion
thereof, upon substantially the same terms and conditions as are set forth in the Transfer Notice furnished by Tenant to Landlord pursuant to Section 14.1 of this Lease, provided that if there are any changes in the terms and conditions
from those specified in the Transfer Notice (i) such that Landlord would initially have been entitled to refuse its consent to such Transfer under this Section 14.2, or (ii) which would cause the proposed Transfer to be more
favorable to the Transferee than the terms set forth in Tenant’s original Transfer Notice, Tenant shall again submit the Transfer to Landlord for its approval and other action under this Article 14 (including Landlord’s right of
recapture, if any, under Section 14.4 of this Lease). Notwithstanding anything to the contrary in 

  
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this Lease, if Tenant or any proposed Transferee claims that Landlord has unreasonably withheld or delayed its consent under Section 14.2 or otherwise has breached or acted
unreasonably under this Article 14, their sole remedies shall be a declaratory judgment and an injunction for the relief sought, and Tenant hereby waives the provisions of Section 1995.310 of the California Civil Code, or any successor
statute, and all other remedies, including, without limitation, any right at law or equity to terminate this Lease, on its own behalf and, to the extent permitted under all applicable laws, on behalf of the proposed Transferee. Tenant shall
indemnify, defend and hold harmless Landlord from any and all liability, losses, claims, damages, costs, expenses, causes of action and proceedings involving any third party or parties (including without limitation Tenant’s proposed subtenant
or assignee) who claim they were damaged by Landlord’s wrongful withholding or conditioning of Landlord’s consent. 
 14.3
Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord seventy-five percent (75%) of any “Transfer Premium,” as that term
is defined in this Section 14.3, received by Tenant from such Transferee. “Transfer Premium” shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in
excess of the Rent and Additional Rent payable by Tenant under this Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, after deducting the reasonable expenses incurred by Tenant
for (i) any changes, alterations and improvements to the Premises in connection with the Transfer, (ii) any free base rent reasonably provided to the Transferee in connection with the Transfer (provided that such free rent shall be
deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee), and (iii) any brokerage commissions in connection with the Transfer and (iv) legal fees reasonably incurred in
connection with the Transfer (collectively, “Tenant’s Subleasing Costs”). “Transfer Premium” shall also include, but not be limited to, key money, bonus money or other cash consideration paid by Transferee to Tenant
in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such
Transfer. Landlord shall make a determination of the amount of Landlord’s applicable share of the Transfer Premium on a monthly basis as rent or other consideration is paid by Transferee to Tenant under the Transfer. For purposes of calculating
the Transfer Premium on a monthly basis, Tenant’s Subleasing Costs shall be deemed to be expended by Tenant in equal monthly amounts over the entire term of the Transfer. 

14.4 Landlord’s Option as to Subject Space. Notwithstanding anything to the contrary contained in this Article 14,
Landlord shall have the option, by giving written notice to Tenant within thirty (30) days after receipt of any Transfer Notice, to (i) recapture the Subject Space, or (ii) take an assignment or sublease of the Subject Space from
Tenant. Such recapture or sublease or assignment notice, shall cancel and terminate this Lease, or create a sublease or assignment, as the case may be, with respect to the Subject Space as of the date stated in the Transfer Notice as the effective
date of the proposed Transfer. In the event of a recapture by Landlord, if this Lease shall be canceled with respect to less than the entire Premises, then (i) the Rent reserved herein shall be prorated on the basis of the number of rentable
square feet retained by Tenant in proportion to the number of rentable square feet contained in the Premises; (ii) this Lease as so amended shall continue thereafter in full force and effect, and upon request of either party, the parties shall
execute written confirmation of the same; and (iii) Landlord shall 

  
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construct or cause to be constructed a demising wall separating that portion of the Premises recaptured by Landlord from that portion of the Premises retained by Tenant; provided that, Tenant
hereby agrees that, notwithstanding Tenant’s occupancy of its retained portion of the Premises during the construction of such demising wall by Landlord, Landlord shall be permitted to construct such demising wall during normal business hours,
without any obligation to pay overtime or other premiums, and the construction of such demising wall by Landlord shall in no way constitute a constructive eviction of Tenant nor entitle Tenant to any abatement of Rent, and Landlord shall have no
responsibility or for any reason be liable to Tenant for any direct or indirect injury to or interference with Tenant’s business arising from the construction of such demising wall, nor shall Tenant be entitled to any compensation or damages
from Landlord for loss of the use of the whole or any part of its retained portion of the Premises or of Tenant’s personal property or improvements resulting from the construction of such demising wall, or for any inconvenience or annoyance
occasioned by the construction of such demising wall; and provided further that, Tenant shall be responsible for, and shall pay to Landlord promptly upon being billed therefor, fifty percent (50%) of all costs related to the construction of
such demising wall, including Landlord’s standard fee for its involvement with such demising wall. If Landlord declines, or fails to elect in a timely manner, to recapture, sublease or take an assignment of the Subject Space under this
Section 14.4, then, provided Landlord has consented to the proposed Transfer, Tenant shall be entitled to proceed to transfer the Subject Space to the proposed Transferee, subject to provisions of this Article 14. 

14.5 Effect of Transfer. If Landlord consents to a Transfer, then (i) the terms and conditions of this Lease shall in no
way be deemed to have been waived or modified; (ii) such consent shall not be deemed consent to any further Transfer by either Tenant or a Transferee; (iii) Tenant shall deliver to Landlord, promptly after execution, an original executed
copy of all documentation pertaining to the Transfer in form and content reasonably acceptable to Landlord, including, without limitation, at Landlord’s option, a “Transfer Agreement,” as that term is defined in this
Section 14.5, below; (iv) Tenant shall furnish upon Landlord’s request a complete statement, certified by an independent certified public accountant, or Tenant’s chief financial officer, setting forth in detail the
computation of any Transfer Premium Tenant has derived and shall derive from such Transfer; and (v) no Transfer relating to this Lease or agreement entered into with respect thereto, whether with or without Landlord’s consent, shall
relieve Tenant or any guarantor of the Lease from any liability under this Lease, including, without limitation, in connection with the Subject Space, and, in the event of a Transfer of Tenant’s entire interest in this Lease, the liability of
Tenant and such Transferee shall be joint and several. Landlord or its authorized representatives shall have the right at all reasonable times to audit the books, records and papers of Tenant relating to any Transfer, and shall have the right to
make copies thereof. If the Transfer Premium respecting any Transfer shall be found understated, Tenant shall, within thirty (30) days after demand, pay the deficiency, and if understated by more than two percent (2%), Tenant shall pay
Landlord’s costs of such audit. Notwithstanding anything to the contrary contained in this Article 14, Landlord, at its option in its sole and absolute discretion, may require, as a condition to the validity of any Transfer, that both
Tenant and such Transferee enter into a separate written agreement directly with Landlord (a “Transfer Agreement”), which Transfer Agreement, among other things, shall create privity of contract between Landlord and such Transferee
with respect to the provisions of this Article 14, and shall contain such terms and provisions as Landlord may reasonably require, including, without limitation, the following: (A) such Transferee’s agreement to be bound by all the
obligations of Tenant under this Lease 

  
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(including, but not limited to, Tenant’s obligation to pay Rent), provided that, in the event of a Transfer of less than the entire Premises, the obligations to which such Transferee shall
agree to be so bound shall be prorated on a basis of the number of rentable square feet of the Subject Space in proportion to the number of square feet in the Premises; (B) such Transferee’s acknowledgment of, and agreement that such
Transfer shall be subordinate and subject to, Landlord’s rights under Section 19.3 of this Lease; and (C) Tenant’s and such Transferee’s recognition of and agreement to be bound by all the terms and provisions of this
Article 14, including, but not limited to, any such terms and provisions which Landlord, at its option, requires to be expressly set forth in such Transfer Agreement. Upon the occurrence of any default by Transferee under such Transfer,
Landlord shall have the right, at its option, but not the obligation, on behalf of Tenant, to pursue any or all of the remedies available to Tenant under such Transfer or at law or in equity (all of which remedies shall be distinct, separate and
cumulative). 
 14.6 Occurrence of Default. Any Transfer hereunder, whether or not such Transferee shall have executed a
Transfer Agreement, shall be subordinate and subject to the provisions of this Lease, and if this Lease shall be terminated during the term of any Transfer, then Landlord shall have all of the rights set forth in Section 19.3 of this
Lease with respect to such Transfer. In addition, if Tenant shall be in default under this Lease, then Landlord is hereby irrevocably authorized, as Tenant’s agent and attorney-in-fact, to direct any Transferee to make all payments under or in
connection with a Transfer directly to Landlord (which payments Landlord shall apply towards Tenant’s obligations under this Lease) until such default is cured. Such Transferee shall rely on any representation by Landlord that Tenant is in
default hereunder, without any need for confirmation thereof by Tenant. Upon any assignment, the assignee shall assume in writing all obligations and covenants of Tenant thereafter to be performed or observed under this Lease. No collection or
acceptance of rent by Landlord from any Transferee shall be deemed a waiver of any provision of this Article 14 or the approval of any Transferee or a release of Tenant from any obligation under this Lease, whether theretofore or thereafter
accruing. In no event shall Landlord’s enforcement of any provision of this Lease against any Transferee be deemed a waiver of Landlord’s right to enforce any term of this Lease against Tenant or any other person. If Tenant’s
obligations hereunder have been guaranteed, Landlord’s consent to any Transfer shall not be effective unless the guarantor also consents to such Transfer. 

14.7 Additional Transfers. For purposes of this Lease, the term “Transfer” shall also include (i) if Tenant is a
partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, officers or members, as applicable, or transfer of fifty percent (50%) or
more of partnership, ownership or membership interests (as applicable), within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, and (ii) if Tenant is a
closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (A) the dissolution, merger, consolidation or other reorganization of Tenant or (B) the sale or other transfer
of an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12) month period, or (C) the sale, mortgage, hypothecation or pledge
of an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12) month period. 

  
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 14.8 Permitted Transfers. Notwithstanding anything contained to the contrary
herein, Tenant may assign this Lease to its “Parent” or to any “Subsidiary” or “Affiliate” or “Successor” (as hereinafter defined) without obtaining the prior written consent of Landlord, and such Transfer
shall not otherwise be subject to Sections 14.1 through 14.7 hereof, provided that the following conditions are met: 
 14.8.1
Tenant is not in default under the terms and conditions of this Lease at the time of the assignment; 
 14.8.2 said assignee (which, for the
purposes of a Successor which results from a merger, shall mean the entity into which or with which Tenant merges) shall assume and be bound by all the conditions, obligations and agreements contained in this Lease; 

14.8.3 there shall be no change in the Permitted Use set forth in Section 7 of the Summary; 

14.8.4 Tenant shall not be released from liability under this Lease; and 

14.8.5 In the case of an assignment to a Successor, in Landlord’s reasonable business judgment, the present tangible net worth of the
Successor is equal to or greater than Tenant’s net worth at the time this Lease was entered into or at the time of Tenant’s intended Transfer to a Successor. Notwithstanding the foregoing, in the event that such Successor, in
Landlord’s reasonable business judgment, does not have the present tangible net worth required hereunder, Tenant and Landlord may agree to allow the assignment provided that Tenant deposits with Landlord additional security for the performance
of the Lease by the Successor; 
 As used herein: (i) “Affiliate” shall mean a corporation, limited liability company,
partnership or other entity which (a) directly or indirectly controls Tenant, (b) is under the direct or indirect control of Tenant, or (c) is under common direct or indirect control with Tenant; (ii) “control” shall
mean voting control of the controlled entity; (iii) “Parent” shall mean an entity which owns a majority of Tenant’s voting equity; (iv) “Subsidiary” shall mean an entity a majority of the voting equity of which is
owned by Tenant; and (v) “Successor” shall mean an entity which acquires substantially all of the assets and business operations of Tenant, including, without limitation, in connection with a merger or consolidation of Tenant. The
foregoing shall be referred to as a “Permitted Transfer.” Tenant shall give Landlord prior written notice of a Permitted Transfer at least fifteen (15) days before the occurrence of a Permitted Transfer and in the case of a
Successor, shall provide Landlord with reasonable evidence of such Successor’s present tangible net worth as well as the present tangible net worth of Tenant. 

ARTICLE 15 

SURRENDER OF PREMISES; OWNERSHIP AND 

REMOVAL OF TRADE FIXTURES 

15.1 Surrender of Premises. No act or thing done by Landlord or any agent or employee of Landlord during the Lease Term shall be
deemed to constitute an acceptance by Landlord of a surrender of the Premises unless such intent is specifically acknowledged in writing by Landlord. The delivery of keys to the Premises to Landlord or any agent or employee


  
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of Landlord shall not constitute a surrender of the Premises or effect a termination of this Lease, whether or not the keys are thereafter retained by Landlord, and notwithstanding such delivery
Tenant shall be entitled to the return of such keys at any reasonable time upon request until this Lease shall have been properly terminated. The voluntary or other surrender of this Lease by Tenant, whether accepted by Landlord or not, or a mutual
termination hereof, shall not work a merger, and at the option of Landlord shall operate as an assignment to Landlord of all subleases or subtenancies affecting the Premises or terminate any or all such sublessees or subtenancies. 

15.2 Removal of Tenant Property by Tenant. Upon the expiration of the Lease Term, or upon any earlier termination of this Lease,
Tenant shall, subject to the provisions of this Article 15, quit and surrender possession of the Premises to Landlord in as good order and condition as when Tenant took possession and as thereafter improved by Landlord and/or Tenant,
reasonable wear and tear and repairs which are specifically made the responsibility of Landlord hereunder excepted. Upon such expiration or termination, Tenant shall, without expense to Landlord, remove or cause to be removed from the Premises all
debris and rubbish, such items of furniture, equipment, business and trade fixtures, free-standing cabinet work, movable partitions and other articles of personal property owned by Tenant or installed or placed by Tenant at its expense in the
Premises, and such similar articles of any other persons claiming under Tenant, as Landlord may, in its sole discretion, require to be removed, and Tenant shall repair at its own expense all damage to the Premises and Building resulting from such
removal. 
 ARTICLE 16 

HOLDING OVER 
 If
Tenant holds over after the expiration of the Lease Term or earlier termination thereof, with the express or implied consent of Landlord, such tenancy shall be from month-to-month only, and shall not constitute a renewal hereof or an extension for
any further term, and in such case Rent shall be payable at a monthly rate equal to (i) One hundred Fifty Percent (150%) of the Base Rent applicable during the last rental period of the Lease Term under this Lease for the first thirty
(30) days of such holdover, and (ii) two (2) times the Base Rent applicable during the last rental period of the Lease Term under this Lease during any period thereafter that Tenant holds over without the written consent of Landlord.
Such month-to-month tenancy shall be subject to every other applicable term, covenant and agreement contained herein. Nothing contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant, and Landlord
expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon the expiration or other termination of this Lease. The provisions of this Article 16 shall not be deemed to
limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant fails to surrender the Premises upon the termination or expiration of this Lease, in addition to any other liabilities to Landlord accruing
therefrom, Tenant shall protect, defend, indemnify and hold Landlord harmless from all loss, costs (including reasonable attorneys’ fees) and liability resulting from such failure, including, without limiting the generality of the foregoing,
any claims made by any succeeding tenant founded upon such failure to surrender and any lost profits to Landlord resulting therefrom. 

  
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 ARTICLE 17 

ESTOPPEL CERTIFICATES 

Within five (5) days following a request in writing by Landlord, Tenant shall execute, acknowledge and deliver to Landlord an estoppel
certificate, which, as submitted by Landlord, shall be substantially in the form of Exhibit J, attached hereto (or such other form as may be required by any prospective mortgagee or purchaser of the Project, or any portion thereof),
indicating therein any exceptions thereto that may exist at that time, and shall also contain any other information reasonably requested by Landlord or Landlord’s mortgagee or prospective mortgagee. Any such certificate may be relied upon by
any prospective mortgagee or purchaser of all or any portion of the Project. Tenant shall execute and deliver whatever other instruments may be reasonably required for such purposes. At any time during the Lease Term, Landlord may require Tenant to
provide Landlord with a current financial statement and financial statements of the two (2) years prior to the current financial statement year. Such statements shall be prepared in accordance with generally accepted accounting principles and,
if such is the normal practice of Tenant, shall be audited by an independent certified public accountant. Failure of Tenant to timely execute, acknowledge and deliver such estoppel certificate or other instruments shall constitute an acceptance of
the Premises and an acknowledgment by Tenant that statements included in the estoppel certificate are true and correct, without exception. 

ARTICLE 18 
 MORTGAGE
OR GROUND LEASE 
 18.1 Subordination. This Lease shall be subject and subordinate to all present and future ground or
underlying leases of the Building or Project and to the lien of any mortgage, trust deed or other encumbrances now or hereafter in force against the Building or Project or any part thereof, if any, and to all renewals, extensions, modifications,
consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages, trust deeds or other encumbrances, or the lessors under such ground
lease or underlying leases, require in writing that this Lease be superior thereto. Tenant covenants and agrees in the event any proceedings are brought for the foreclosure of any such mortgage or deed in lieu thereof (or if any ground lease is
terminated), to attorn, without any deductions or set-offs whatsoever, to the lienholder or purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof (or to the ground lessor), if so requested to do so by such
purchaser or lienholder or ground lessor, and to recognize such purchaser or lienholder or ground lessor as the lessor under this Lease, provided such lienholder or purchaser or ground lessor shall agree to accept this Lease and not disturb
Tenant’s occupancy, so long as Tenant timely pays the rent and observes and performs the terms, covenants and conditions of this Lease to be observed and performed by Tenant. Landlord’s interest herein may be assigned as security at any
time to any lienholder. Tenant shall, within five (5) days of request by Landlord, execute such further instruments or assurances as Landlord may reasonably deem necessary to evidence or confirm the subordination or superiority of this Lease to
any such mortgages, trust deeds, ground leases or underlying leases. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect
this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale. 

  
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 18.2 Notice to Lienholder or Ground Lessor. Notwithstanding anything to the
contrary contained in Article 28, below, or elsewhere in this Lease, upon receipt by Tenant of notice from any holder of a mortgage, trust deed or other encumbrance in force against the Building or the Project or any part thereof which
includes the Premises or any lessor under a ground lease or underlying lease of the Building or the Project, or from Landlord, which notice sets forth the address of such lienholder or ground lessor, no notice from Tenant to Landlord shall be
effective unless and until a copy of the same is given to such lienholder or ground lessor at the appropriate address therefor (as specified in the above-described notice or at such other places as may be designated from time to time in a notice to
Tenant in accordance with Article 28, below), and the curing of any of Landlord’s defaults by such lienholder or ground lessor within a reasonable period of time after such notice from Tenant (including a reasonable period of time to
obtain possession of the Building or the Project, as the case may be, if such lienholder or ground lessor elects to do so) shall be treated as performance by Landlord. For the purposes of this Article 18, the term “mortgage” shall
include a mortgage on a leasehold interest of Landlord (but not a mortgage on Tenant’s leasehold interest hereunder). 
 18.3
Assignment of Rents. With reference to any assignment by Landlord of Landlord’s interest in this Lease, or the Rent payable to Landlord hereunder, conditional in nature or otherwise, which assignment is made to any holder of a
mortgage, trust deed or other encumbrance in force against the Building or the Project or any part thereof which includes the Premises or to any lessor under a ground lease or underlying lease of the Building or the Project, Tenant agrees as
follows: 
 18.3.1 The execution of any such assignment by Landlord, and the acceptance thereof by such lienholder or ground lessor, shall
never be treated as an assumption by such lienholder or ground lessor of any of the obligations of Landlord under this Lease, unless such lienholder or ground lessor shall, by notice to Tenant, specifically otherwise elect. 

18.3.2 Notwithstanding delivery to Tenant of the notice required by Section 18.3.1, above, such lienholder or ground lessor,
respectively, shall be treated as having assumed Landlord’s obligations under this Lease only upon such lienholder’s foreclosure of any such mortgage, trust deed or other encumbrance, or acceptance of a deed in lieu thereof, and taking of
possession of the Building or the Project or applicable portion thereof, or such ground lessor’s termination of any such ground lease or underlying leases and assumption of Landlord’s position hereunder, as the case may be. In no event
shall such lienholder, ground lessor or any other successor to Landlord’s interest in this Lease, as the case may be, be liable for any security deposit paid by Tenant to Landlord, unless and until such lienholder, ground lessor or other such
successor, respectively, actually has been credited with or has received for its own account as landlord the amount of such security deposit or any portion thereof (in which event the liability of such lienholder, ground lessor or other such
successor, as the case may be, shall be limited to the amount actually credited or received). 

  
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 18.3.3 In no event shall the acquisition of title to the Building and the land upon which the
Building is located or the Project or any part thereof which includes the Premises by a purchaser which, simultaneously therewith, leases back to the seller thereof the entire Building or the land upon which the Building is located or the Project or
the entirety of that part thereof acquired by such purchaser, as the case may be, be treated as an assumption, by operation of law or otherwise, of Landlord’s obligations under this Lease, but Tenant shall look solely to such seller-lessee, or
to the successors to or assigns of such seller-lessee’s estate, for performance of Landlord’s obligations under this Lease. In any such event, this Lease shall be subject and subordinate to the lease to such seller-lessee, and Tenant
covenants and agrees in the event the lease to such seller-lessee is terminated to attorn, without any deductions or set-offs whatsoever, to such purchaser-lessor, if so requested to do so by such purchaser-lessor, and to recognize such
purchaser-lessor as the lessor under this Lease, provided such purchaser-lessor shall agree to accept this Lease and not disturb Tenant’s occupancy, so long as Tenant timely pays the rent and observes and performs the terms, covenants and
conditions of this Lease to be observed and performed by Tenant. For all purposes, such seller-lessee, or the successors to or assigns of such seller-lessee’s estate, shall be the lessor under this Lease unless and until such
seller-lessee’s position shall have been assumed by such purchaser-lessor. 
 ARTICLE 19 

DEFAULTS; REMEDIES 

19.1 Events of Default. The occurrence of any of the following shall constitute a default of this Lease by Tenant: 

19.1.1 Any failure by Tenant to pay any Rent or any other charge required to be paid under this Lease, or any part thereof, when due; or 

19.1.2 Except where a specific time period is otherwise set forth for Tenant’s performance in this Lease, in which event the failure to
perform by Tenant within such time period shall be a default by Tenant under this Section 19.1.2, any failure by Tenant to observe or perform any other provision, covenant or condition of this Lease to be observed or performed by Tenant
where such failure continues for thirty (30) days after written notice thereof from Landlord to Tenant; provided that if the nature of such default is such that the same cannot reasonably be cured within a thirty (30) day period, Tenant
shall not be deemed to be in default if it diligently commences such cure within such period and thereafter diligently proceeds to rectify and cure such default; or 

19.1.3 Abandonment or vacation of all or a substantial portion of the Premises by Tenant; or 

19.1.4 The failure by Tenant to observe or perform according to the provisions of Articles 5, 10, 14, 17 or 18 of this Lease, or
any breach by Tenant of the representations and warranties set forth in Section 29.34 of this Lease, or the failure by Tenant to observe or perform any other provision, covenant or condition of this Lease which failure, because of the
character of such provision, covenant or condition, would immediately jeopardize Landlord’s interest, where such failure continues for more than two (2) business days after notice from Landlord; or 

19.1.5 Tenant’s failure to occupy the Premises within thirty (30) business days after the Lease Commencement Date. 

  
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 The notice periods provided in this Section 19.1 are in lieu of, and not in addition
to, any notice periods provided by law. 
 19.2 Remedies Upon Default. Upon the occurrence of any event of default by Tenant,
Landlord shall have, in addition to any other remedies available to Landlord at law or in equity (all of which remedies shall be distinct, separate and cumulative), the option to pursue any one or more of the following remedies, each and all of
which shall be cumulative and nonexclusive, without any notice or demand whatsoever. 
 19.2.1 Terminate this Lease, in which event Tenant
shall immediately surrender the Premises to Landlord, and if Tenant fails to do so, Landlord may, without prejudice to any other remedy which it may have for possession or arrearages in rent, enter upon and take possession of the Premises and expel
or remove Tenant and any other person who may be occupying the Premises or any part thereof, without being liable for prosecution or any claim or damages therefor; and Landlord may recover from Tenant the following: 

(i) The worth at the time of award of any unpaid rent which has been earned at the time of such termination; plus 

(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 Tenant proves could have been reasonably avoided; plus 
 (iii) The worth at the time of
award of the amount by which the unpaid rent for the balance of the Lease Term after the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; plus 

(iv) Any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its
obligations under this Lease or which in the ordinary course of things would be likely to result therefrom, specifically including but not limited to, brokerage commissions and advertising expenses incurred, expenses of remodeling the Premises or
any portion thereof for a new tenant, whether for the same or a different use, and any special concessions made to obtain a new tenant; and 

(v) At Landlord’s election, such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time by
applicable law. 
 The term “rent” as used in this Section 19.2 shall be deemed to be and to mean all sums of every
nature required to be paid by Tenant pursuant to the terms of this Lease, whether to Landlord or to others. As used in Sections 19.2.1(i) and 19.2.1(ii), above, the “worth at the time of award” shall be computed by allowing
interest at the rate set forth in Article 25 of this Lease, but in no case greater than the maximum amount of such interest permitted by law. As used in Section 19.2.1(iii) above, the “worth at the time of award” shall
be computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%). 

  
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 19.2.2 Landlord shall have the remedy described in California Civil Code Section 1951.4
(lessor may continue lease in effect after lessee’s breach and abandonment and recover rent as it becomes due, if lessee has the right to sublet or assign, subject only to reasonable limitations). Accordingly, if Landlord does not elect to
terminate this Lease on account of any default by Tenant, Landlord may, from time to time, without terminating this Lease, enforce all of its rights and remedies under this Lease, including the right to recover all rent as it becomes due. 

19.2.3 Landlord shall at all times have the rights and remedies (which shall be cumulative with each other and cumulative and in addition to
those rights and remedies available under Sections 19.2.1 and 19.2.2, above, or any law or other provision of this Lease), without prior demand or notice except as required by applicable law, to seek any declaratory, injunctive or
other equitable relief, and specifically enforce this Lease, or restrain or enjoin a violation or breach of any provision hereof. 
 19.3
Subleases of Tenant. If Landlord elects to terminate this Lease on account of any default by Tenant, as set forth in this Article 19, then Landlord shall have the right, at Landlord’s option in its sole discretion,
(i) to terminate any and all assignments, subleases, licenses, concessions or other consensual arrangements for possession entered into by Tenant and affecting the Premises, in which event Landlord shall have the right to repossess such
affected portions of the Premises by any lawful means, or (ii) to succeed to Tenant’s interest in any or all such assignments, subleases, licenses, concessions or arrangements, in which event Landlord may require any assignees, sublessees,
licensees or other parties thereunder to attorn to and recognize Landlord as its assignor, sublessor, licensor, concessionaire or transferor thereunder. In the event of Landlord’s election to succeed to Tenant’s interest in any such
assignments, subleases, licenses, concessions or arrangements, Tenant shall, as of the date of notice by Landlord of such election, have no further right to or interest in the rent or other consideration receivable thereunder. 

19.4 Efforts to Relet. No re-entry or repossession, repairs, maintenance, changes, alterations and additions, reletting,
appointment of a receiver to protect Landlord’s interests hereunder, or any other action or omission by Landlord shall be construed as an election by Landlord to terminate this Lease or Tenant’s right to possession, or to accept a
surrender of the Premises, nor shall same operate to release Tenant in whole or in part from any of Tenant’s obligations hereunder, unless express written notice of such intention is sent by Landlord to Tenant. Tenant hereby irrevocably waives
any right otherwise available under any law to redeem or reinstate this Lease. 
 ARTICLE 20 

COVENANT OF QUIET ENJOYMENT 

Landlord covenants that Tenant, on paying the Rent, charges for services and other payments herein reserved and on keeping, observing and
performing all the other terms, covenants, conditions, provisions and agreements herein contained on the part of Tenant to be kept, observed and performed, shall, during the Lease Term, peaceably and quietly have, hold and enjoy the Premises subject
to the terms, covenants, conditions, provisions and agreements hereof without interference by any persons lawfully claiming by or through Landlord. The foregoing covenant is in lieu of any other covenant express or implied. 

  
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 ARTICLE 21 

SECURITY DEPOSIT 

21.1 Delivery of Letter of Credit. Tenant shall deliver to Landlord concurrent with Tenant’s execution of this Lease, as
protection for the full and faithful performance by Tenant of all of its obligations under this Lease and for all losses and damages Landlord may suffer (or which Landlord reasonably estimates that it may suffer) as a result of any breach or default
by Tenant under this Lease, an unconditional, clean, irrevocable negotiable standby letter of credit (the “L/C”) in the amount set forth in Section 8 of the Summary (the “L/C Amount”), in the form
attached hereto as Exhibit K, payable in the City of San Francisco, California, running in favor of Landlord, drawn on a bank (the “Bank”) reasonably approved by Landlord and at a minimum having a long term issuer
credit rating from Standard and Poor’s Professional Rating Service of A or a comparable rating from Moody’s Professional Rating Service (the “Credit Rating Threshold”), and otherwise conforming in all respects to the
requirements of this Article 21, including, without limitation, all of the requirements of Section 21.2 below, all as set forth more particularly hereinbelow. Tenant shall pay all expenses, points and/or fees incurred by Tenant in
obtaining and maintaining the L/C. 
 21.2 In General. The L/C shall be “callable” at sight, permit partial draws
and multiple presentations and drawings, and be otherwise subject to the Uniform Customs and Practices for Documentary Credits (1993-Rev), International Chamber of Commerce Publication #500, or the International Standby Practices-ISP 98,
International Chamber of Commerce Publication #590. Tenant further covenants and warrants as follows: 
 21.2.1 Landlord Right to
Transfer. The L/C shall provide that Landlord, its successors and assigns, may, at any time and without notice to Tenant and without first obtaining Tenant’s consent thereto, transfer (one or more times) all or any portion of its
interest in and to the L/C to another party, person or entity, regardless of whether or not such transfer is separate from or as a part of the assignment by Landlord of its rights and interests in and to this Lease. In the event of a transfer of
Landlord’s interest in the Building, Landlord shall transfer the L/C, in whole or in part, to the transferee and thereupon Landlord shall, without any further agreement between the parties, be released by Tenant from all liability therefor, and
it is agreed that the provisions hereof shall apply to every transfer or assignment of the whole or any portion of said L/C to a new landlord. In connection with any such transfer of the L/C by Landlord, Tenant shall, at Tenant’s sole cost and
expense, execute and submit to the Bank such applications, documents and instruments as may be necessary to effectuate such transfer, and Tenant shall be responsible for paying the Bank’s transfer and processing fees in connection therewith.

 21.2.2 No Assignment by Tenant. Tenant shall neither assign nor encumber the L/C or any part thereof. Neither Landlord nor
its successors or assigns will be bound by any assignment, encumbrance, attempted assignment or attempted encumbrance by Tenant in violation of this Section. 

  
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 21.2.3 Replenishment. If, as a result of any drawing by Landlord on the L/C
pursuant to its rights set forth in Section 21.3 below, the amount of the L/C shall be less than the L/C Amount, Tenant shall, within five (5) days thereafter, provide Landlord with (i) an amendment to the L/C restoring such
L/C to the L/C Amount or (ii) additional L/Cs in an amount equal to the deficiency, which additional L/Cs shall comply with all of the provisions of this Article 21, and if Tenant fails to comply with the foregoing, notwithstanding
anything to the contrary contained in Section 19.1 above, the same shall constitute an incurable default by Tenant under this Lease (without the need for any additional notice and/or cure period). 

21.2.4 Renewal; Replacement. If the L/C expires (the “LC Expiration Date”) earlier than the date that is one
hundred twenty (120) days after the expiration of the Lease Term, Tenant shall deliver a new L/C or certificate of renewal or extension to Landlord at least sixty (60) days prior to the expiration of the L/C then held by Landlord, without
any action whatsoever on the part of Landlord, which new L/C shall be irrevocable and automatically renewable through the LC Expiration Date upon the same terms as the expiring L/C or such other terms as may be acceptable to Landlord in its sole
discretion. In furtherance of the foregoing, Landlord and Tenant agree that the L/C shall contain a so-called “evergreen provision,” whereby the L/C will automatically be renewed unless at least sixty (60) days’ prior written
notice of non-renewal is provided by the issuer to Landlord; provided, however, that the final expiration date identified in the L/C, beyond which the L/C shall not automatically renew, shall not be earlier than the LC Expiration Date. 

21.2.5 Bank’s Financial Condition. If, at any time during the Lease Term, the Bank’s long term credit rating is reduced
below the Credit Rating Threshold, or if the financial condition of the Bank changes in any other materially adverse way (either, a “Bank Credit Threat”), then Landlord shall have the right to require that Tenant obtain from a
different issuer a substitute L/C that complies in all respects with the requirements of this Article 21, and Tenant’s failure to obtain such substitute L/C within ten (10) days following Landlord’s written demand therefor
(with no other notice or cure or grace period being applicable thereto, notwithstanding anything in this Lease to the contrary) shall entitle Landlord, or Landlord’s then managing agent, to immediately draw upon the then existing L/C in whole
or in part, without notice to Tenant, as more specifically described in Section 21.3 below. Tenant shall be responsible for the payment of any and all costs incurred with the review of any replacement L/C (including without limitation
Landlord’s reasonable attorneys’ fees), which replacement is required pursuant to this Section or is otherwise requested by Tenant. 

21.3 Application of Letter of Credit. Tenant hereby acknowledges and agrees that Landlord is entering into this Lease in
material reliance upon the ability of Landlord to draw upon the L/C as protection for the full and faithful performance by Tenant of all of its obligations under this Lease and for all losses and damages Landlord may suffer (or which Landlord
reasonably estimates that it may suffer) as a result of any breach or default by Tenant under this Lease. Landlord, or its then managing agent, shall have the right to draw down an amount up to the face amount of the L/C if any of the following
shall have occurred or be applicable: (A) such amount is due to Landlord under the terms and conditions of this Lease, or (B) Tenant has filed a voluntary petition under the U. S. Bankruptcy Code or any state bankruptcy code (collectively,
“Bankruptcy Code”), or (C) an involuntary petition has been filed against Tenant under the Bankruptcy Code, or (D) the Bank has notified Landlord that the L/C will not be renewed or extended through the LC Expiration Date,
or (E) a Bank Credit Threat or Receivership (as such term is defined in Section 21.6.1 below) has occurred and Tenant has failed to comply with the requirements of either Section 21.2.5 above or 21.6 below, as
applicable. If Tenant shall breach 

  
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any provision of this Lease or otherwise be in default hereunder, or if any of the foregoing events identified in Sections 21.3(B) through (E) shall have occurred, Landlord
may, but without obligation to do so, and without notice to Tenant, draw upon the L/C, in part or in whole, and the proceeds may be applied by Landlord (i) to cure any breach or default of Tenant and/or to compensate Landlord for any and all
damages of any kind or nature sustained or which Landlord reasonably estimates that it will sustain resulting from Tenant’s breach or default, (ii) against any Rent payable by Tenant under this Lease that is not paid when due and/or
(iii) to pay for all losses and damages that Landlord has suffered or that Landlord reasonably estimates that it will suffer as a result of any breach or default by Tenant under this Lease. The use, application or retention of the L/C, or any
portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by any applicable law, it being intended that Landlord shall not first be required to proceed against the L/C, and shall not
operate as a limitation on any recovery to which Landlord may otherwise be entitled. Tenant agrees not to interfere in any way with payment to Landlord of the proceeds of the L/C, either prior to or following a “draw” by Landlord of any
portion of the L/C, regardless of whether any dispute exists between Tenant and Landlord as to Landlord’s right to draw upon the L/C. No condition or term of this Lease shall be deemed to render the L/C conditional to justify the issuer of the
L/C in failing to honor a drawing upon such L/C in a timely manner. Tenant agrees and acknowledges that (i) the L/C constitutes a separate and independent contract between Landlord and the Bank, (ii) Tenant is not a third party beneficiary
of such contract, (iii) Tenant has no property interest whatsoever in the L/C or the proceeds thereof, and (iv) in the event Tenant becomes a debtor under any chapter of the Bankruptcy Code, neither Tenant, any trustee, nor Tenant’s
bankruptcy estate shall have any right to restrict or limit Landlord’s claim and/or rights to the L/C and/or the proceeds thereof by application of Section 502(b)(6) of the U. S. Bankruptcy Code or otherwise. 

21.4 Letter of Credit not a Security Deposit. Landlord and Tenant acknowledge and agree that in no event or circumstance shall
the L/C or any renewal thereof or any proceeds thereof be (i) deemed to be or treated as a “security deposit” within the meaning of California Civil Code Section 1950.7, (ii) subject to the terms of such Section 1950.7,
or (iii) intended to serve as a “security deposit” within the meaning of such Section 1950.7. The parties hereto (A) recite that the L/C is not intended to serve as a security deposit and such Section 1950.7 and any and
all other laws, rules and regulations applicable to security deposits in the commercial context (“Security Deposit Laws”) shall have no applicability or relevancy thereto and (B) waive any and all rights, duties and obligations
either party may now or, in the future, will have relating to or arising from the Security Deposit Laws. 
 21.5 Proceeds of
Draw. In the event Landlord draws down on the L/C pursuant to Section 21.3(D) or (E) above, the proceeds of the L/C may be held by Landlord and applied by Landlord against any Rent payable by Tenant under this Lease
that is not paid when due and/or to pay for all losses and damages that Landlord has suffered or that Landlord reasonably estimates that it will suffer as a result of any breach or default by Tenant under this Lease. Any unused proceeds shall
constitute the property of Landlord and need not be segregated from Landlord’s other assets. Tenant hereby (i) agrees that (A) Tenant has no property interest whatsoever in the proceeds from any such draw, and (B) such proceeds
shall not be deemed to be or treated as a “security deposit” under the Security Deposit Law, and (ii) waives all rights, duties and obligations either party may now or, in the future, will have relating to or arising from


  
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the Security Deposit Laws. Landlord agrees that the amount of any proceeds of the L/C received by Landlord, and not (a) applied against any Rent payable by Tenant under this Lease that was
not paid when due or (b) used to pay for any losses and/or damages suffered by Landlord (or reasonably estimated by Landlord that it will suffer) as a result of any breach or default by Tenant under this Lease (the “Unused L/C
Proceeds”), shall be paid by Landlord to Tenant (x) upon receipt by Landlord of a replacement L/C in the full L/C Amount, which replacement L/C shall comply in all respects with the requirements of this Article 21, or
(y) within thirty (30) days after the LC Expiration Date; provided, however, that if prior to the LC Expiration Date a voluntary petition is filed by Tenant, or an involuntary petition is filed against Tenant by any of Tenant’s
creditors, under the Bankruptcy Code, then Landlord shall not be obligated to make such payment in the amount of the Unused L/C Proceeds until either all preference issues relating to payments under this Lease have been resolved in such bankruptcy
or reorganization case or such bankruptcy or reorganization case has been dismissed. 
 21.6 Bank Placed Into Receivership.

 21.6.1 Bank Placed Into Receivership. In the event the Bank is placed into receivership or conservatorship (any such event,
a “Receivership”) by the Federal Deposit Insurance Corporation or any successor or similar entity (the “FDIC”), then, effective as of the date such Receivership occurs, the L/C shall be deemed to not meet the
requirements of this Article 21, and, within ten (10) days following Landlord’s notice to Tenant of such Receivership (the “LC Replacement Notice”), Tenant shall (i) replace the L/C with a substitute L/C from a
different issuer reasonably acceptable to Landlord and that complies in all respects with the requirements of this Article 21 or (ii), in the event Tenant demonstrates to Landlord that Tenant is reasonably unable to obtain a substitute L/C
from a different issuer reasonably acceptable to Landlord and that complies in all respects with the requirements of this Article 21 within the foregoing ten (10) day period, deposit with Landlord cash in the L/C Amount (the
“Interim Cash Deposit”); provided, however, that, in the case of the foregoing sub-clause (ii), Tenant shall, within sixty (60) days after the LC Replacement Notice, replace the L/C with a substitute L/C from a different issuer
reasonably acceptable to Landlord and that complies in all respects with the requirements of this Article 21, and upon Landlord’s receipt and acceptance of such replacement L/C, Landlord shall return to Tenant the Interim Cash Deposit,
with no obligation on the part of Landlord to pay any interest thereon. If Tenant fails to comply in any respect with the requirements of this Section 21.6.1, then, notwithstanding anything in this Lease to the contrary, Landlord shall
have the right to (a) declare Tenant in default of this Lease for which there shall be no notice or grace or cure periods being applicable thereto other than the aforesaid ten (10) day and sixty (60) day periods, (b) if
applicable, retain such Interim Cash Deposit until such time as such default is cured by Tenant, which retention shall not constitute a waiver of any right or remedy available to Landlord under the terms of this Lease or at law, and (c) pursue
any and all remedies available to it under this Lease and at law, including, without limitation, if Tenant has failed to provide the Interim Cash Deposit, treating any Receivership as a Bank Credit Threat and exercising Landlord’s remedies
under Section 21.2.5 above, to the extent possible pursuant to then existing FDIC policy. Tenant shall be responsible for the payment of any and all costs incurred with the review of any replacement L/C (including without limitation
Landlord’s reasonable attorneys’ fees), which replacement is required pursuant to this Section or is otherwise requested by Tenant. 

  
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 21.6.2. Interim Cash Deposit. During any period that Landlord remains in possession
of the Interim Cash Deposit (any such period, a “Deposit Period”), it is understood by the parties that such Interim Cash Deposit shall be held by Landlord as security for the full and faithful performance of Tenant’s covenants
and obligations under this Lease. The Interim Cash Deposit shall not constitute an advance of any Rent, an advance payment of any other kind, nor a measure of Landlord’s damages in case of Tenant’s default. If, during any such Deposit
Period, Tenant defaults with respect to any provisions of this Lease, including, but not limited to, the provisions relating to the payment of Rent, the removal of property and the repair of resultant damage, then Landlord may but shall not be
required to, from time to time, without notice to Tenant and without waiving any other remedy available to Landlord, use the Interim Cash Deposit, or any portion of it, to the extent necessary to cure or remedy such default or failure or to
compensate Landlord for all damages sustained by Landlord or which Landlord reasonably estimates that it will sustain resulting from Tenant’s default or failure to comply fully and timely with its obligations pursuant to this Lease. Tenant
shall immediately pay to Landlord on demand any amount so applied in order to restore the Interim Cash Deposit to its original amount, and Tenant’s failure to immediately do so shall constitute a default under the Lease. In the event Landlord
is in possession of the Interim Cash Deposit at the expiration or earlier termination of the Lease, and Tenant is in compliance with the covenants and obligations set forth in this Lease at the time of such expiration or termination, then Landlord
shall return to Tenant the Interim Cash Deposit, less any amounts deducted by Landlord to reimburse Landlord for any sums to which Landlord is entitled under the terms of this Lease, within sixty (60) days following both such expiration or
termination and Tenant’s vacation and surrender of the Premises. Landlord’s obligations with respect to the Interim Cash Deposit are those of a debtor and not a trustee. Landlord shall not be required to maintain the Interim Cash Deposit
separate and apart from Landlord’s general or other funds, and Landlord may commingle the Interim Cash Deposit with any of Landlord’s general or other funds. Tenant shall not at any time be entitled to interest on the Interim Cash Deposit.
In the event of a transfer of Landlord’s interest in the Building, Landlord shall transfer the Interim Cash Deposit, in whole or in part, to the transferee and thereupon Landlord shall, without any further agreement between the parties, be
released by Tenant from all liability therefor, and it is agreed that the provisions hereof shall apply to every transfer or assignment of the whole or any portion of said Interim Cash Deposit to a new landlord. Tenant hereby waives the provisions
of Section 1950.7 of the California Civil Code, or any successor statute. 
 21.7 Reduction in Amount of L/C. Provided
that Tenant has not previously been in default of this Lease, following the expiration of the first (1st) Lease Year and following the expiration of each Lease Year thereafter, Tenant may request of Landlord in writing that the amount of the
L/C be reduced by an amount equal to Five Thousand Six Hundred Fifty Nine and 50/100 Dollars ($5,659.50). Upon Landlord’s receipt of a replacement L/C in the amount then in effect, and provided that Tenant has not previously been in default of
this Lease, Landlord shall tender to Tenant the L/C then in Landlord’s possession. 

  
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 ARTICLE 22 

SUBSTITUTION OF OTHER PREMISES 

Landlord shall have the right, at Landlord’s sole cost and expense, to relocate Tenant to other space (the “Relocation
Space”) in the Project comparable to the Premises (e.g. comparable finishes, comparable number of offices and conference rooms, comparable ceiling treatment, doors and hardware), and all terms hereof shall apply to the Relocation Space with
equal force and effect, except as otherwise provided in this Article 22. To the extent Tenant requests any upgrades in the improvements located in such Relocation Space vis-à-vis the improvements then existing in the Premises (e.g.,
specialty finishes such as glass, ceiling treatments, specialty lighting, built-in or custom cabinetry), Tenant shall pay to Landlord, promptly upon billing therefor, all costs and expenses incurred by Landlord in connection with such upgraded
improvements. In such event, Landlord shall give Tenant prior notice of Landlord’s election to so relocate Tenant, and shall move Tenant’s effects to the Relocation Space at Landlord’s sole cost and expense at such time and in such
manner as to inconvenience Tenant as little as reasonably practicable. Simultaneously with such relocation of the Premises, the parties shall immediately execute an amendment to this Lease (or, if the Relocation Space is in a building of the Project
other than the Building, Tenant shall execute a new lease with the owner of such building, which shall be on substantially the same terms and conditions as this Lease, and Tenant and Landlord shall enter into a termination of this Lease) stating the
relocation of the Premises, and amending those Sections of the Summary, and replacing Exhibit A to this Lease, as shall be necessary to accurately describe the Relocation Space (including, without limitation, the location and the
rentable area of the Relocation Space). In the event Tenant is relocated in accordance with this Article 22, and the rentable area of the Relocation Space is not equal to the rentable area of the Premises, or if the Relocation Space is in a
building of the Project other than the Building and the rentable area of such other building is not equal to the rentable area of the Building, all amounts, percentages and figures appearing or referred to in this Lease based upon such rentable area
(including, without limitation, the amounts of the “Rent” and the “Security Deposit,” as those terms are defined in Article 4 and Article 21 of this Lease, respectively, and “Tenant’s Share,” as that
term is defined in Section 4.2.10 of this Lease) shall be modified accordingly. Should Tenant refuse to permit Landlord to move Tenant to the Relocation Space, Landlord shall have the right to cancel and terminate this Lease effective
sixty (60) days from the date of Landlord’s election to relocate Tenant. 
 ARTICLE 23 

SIGNS 
 23.1
Multi-Tenant Floors. As Tenant does not occupy all of the rentable square footage on the floor on which the Premises is located, Tenant’s identifying signage shall be provided by Landlord, at Tenant’s cost, and such signage
shall be comparable to that used by Landlord for other similar floors in the Building and shall comply with Landlord’s then-current Building standard signage program. 

23.2 Prohibited Signage and Other Items. Any signs, notices, logos, pictures, names or advertisements which are installed and
that have not been separately approved by Landlord may be removed without notice by Landlord at the sole expense of Tenant. Tenant may not install any signs on the exterior or roof of the Project or the Common Areas. Any signs, window coverings, or
blinds (even if the same are located behind the Landlord-approved window coverings for the Building), or other items visible from the exterior of the Premises or Building, shall be subject to the prior approval of Landlord, in its sole discretion.


  
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 ARTICLE 24 

COMPLIANCE WITH LAW 

Tenant shall not do anything or suffer anything to be done in or about the Premises or the Project which will in any way conflict with any
law, statute, ordinance or other governmental rule, regulation or requirement now in force or which may hereafter be enacted or promulgated. At its sole cost and expense, Tenant shall promptly comply with all such governmental measures. Should any
standard or regulation now or hereafter be imposed on Landlord or Tenant by a state, federal or local governmental body charged with the establishment, regulation and enforcement of occupational, health or safety standards for employers, employees,
landlords or tenants, then Tenant agrees, at its sole cost and expense, to comply promptly with such standards or regulations and to cooperate with Landlord, including, without limitation, by taking such actions as Landlord may reasonably require,
in Landlord’s efforts to comply with such standards or regulations. Tenant shall be responsible, at its sole cost and expense, to make all alterations to the Premises as are required to comply with the governmental rules, regulations,
requirements or standards described in this Article 24. The judgment of any court of competent jurisdiction or the admission of Tenant in any judicial action, regardless of whether Landlord is a party thereto, that Tenant has violated any of
said governmental measures, shall be conclusive of that fact as between Landlord and Tenant. Tenant shall promptly pay all fines, penalties and damages that may arise out of or be imposed because of its failure to comply with the provisions of this
Article 24. 
 ARTICLE 25 

LATE CHARGES 
 If
any installment of Rent or any other sum due from Tenant shall not be received by Landlord or Landlord’s designee upon the date said amount is due, then Tenant shall pay to Landlord a late charge equal to six percent (6%) of the overdue
amount plus any attorneys’ fees incurred by Landlord by reason of Tenant’s failure to pay Rent and/or other charges when due hereunder. The late charge shall be deemed Additional Rent and the right to require it shall be in addition to all
of Landlord’s other rights and remedies hereunder or at law and shall not be construed as liquidated damages or as limiting Landlord’s remedies in any manner. In addition to the late charge described above, any Rent or other amounts owing
hereunder which are not paid upon the date they are due, shall bear interest from the date when due until paid at a rate per annum equal to the lesser of (x) the annual “Bank Prime Loan” rate cited in the Federal Reserve
Statistical Release Publication H.15(519), published weekly (or such other comparable index as Landlord and Tenant shall reasonably agree upon if such rate ceases to be published) plus four (4) percentage points, and (y) the highest rate
permitted by applicable law. 

  
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 ARTICLE 26 

LANDLORD’S RIGHT TO CURE DEFAULT; PAYMENTS BY TENANT 

26.1 Landlord’s Cure. All covenants and agreements to be kept or performed by Tenant under this Lease shall be performed by
Tenant at Tenant’s sole cost and expense and without any reduction of Rent, except to the extent, if any, otherwise expressly provided herein. If Tenant shall fail to perform any obligation under this Lease, and such failure shall continue in
excess of the time allowed under Section 19.1.2, above, unless a specific time period is otherwise stated in this Lease, Landlord may, but shall not be obligated to, make any such payment or perform any such act on Tenant’s part
without waiving its rights based upon any default of Tenant and without releasing Tenant from any obligations hereunder. 
 26.2
Tenant’s Reimbursement. Except as may be specifically provided to the contrary in this Lease, Tenant shall pay to Landlord the following sums (which sums shall bear interest from the date accrued by Landlord until paid by Tenant
at a rate per annum equal to interest at the rate set forth in Article 25 of this Lease, but in no case greater than the maximum amount of such interest permitted by law), upon delivery by Landlord to Tenant of statements therefor:
(i) sums equal to expenditures reasonably made and obligations incurred by Landlord in connection with the remedying by Landlord of Tenant’s defaults pursuant to the provisions of Section 26.1; (ii) sums equal to all
losses, costs, liabilities, damages and expenses for which Tenant is liable or responsible under Article 10 of this Lease; and (iii) sums equal to all expenditures made and obligations incurred by Landlord in collecting or attempting to
collect the Rent or in enforcing or attempting to enforce any rights of Landlord under this Lease or pursuant to law, including, without limitation, all legal fees and other amounts so expended. Tenant’s obligations under this
Section 26.2 shall survive the expiration or sooner termination of the Lease Term. 
 ARTICLE 27 

ENTRY BY LANDLORD 

Landlord reserves the right at all reasonable times and upon reasonable notice to Tenant (which notice, notwithstanding anything to the
contrary contained in Article 28 of this Lease, may be oral, and which notice shall not be required in the case of an emergency) to enter the Premises to (i) inspect them; (ii) show the Premises to prospective purchasers or tenants,
or to current or prospective mortgagees, ground or underlying lessors or insurers; (iii) post notices of nonresponsibility; or (iv) alter, improve or repair the Premises or the Building, or for structural alterations, repairs or
improvements to the Building or the Building’s systems and equipment. Notwithstanding anything to the contrary contained in this Article 27, Landlord may enter the Premises at any time to (A) perform services required of Landlord,
including janitorial service; (B) take possession due to any breach of this Lease in the manner provided herein; and (C) perform any covenants of Tenant which Tenant fails to perform. Landlord may make any such entries without the
abatement of Rent and may take such reasonable steps as required to accomplish the stated purposes. Tenant hereby waives any claims for damages or for any injuries or inconvenience to or interference with Tenant’s business, lost profits, any
loss of occupancy or quiet enjoyment of the Premises, and any other loss occasioned thereby. For each of the above 

  
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purposes, Landlord shall at all times have a key with which to unlock all the doors in the Premises, excluding Tenant’s vaults, safes and special security areas designated in advance by
Tenant. In an emergency, Landlord shall have the right to use any means that Landlord may deem proper to open the doors in and to the Premises. Any entry into the Premises by Landlord in the manner hereinbefore described shall not be deemed to be a
forcible or unlawful entry into, or a detainer of, the Premises, or an actual or constructive eviction of Tenant from any portion of the Premises. No provision of this Lease shall be construed as obligating Landlord to perform any repairs,
alterations or decorations except as otherwise expressly agreed to be performed by Landlord herein. 
 ARTICLE 28 

NOTICES 
 All
notices, demands, designations, approvals or other communications (collectively, “Notices”) given or required to be given by either party to the other hereunder or by law shall be in writing, shall be (A) sent by United States
certified or registered mail, postage prepaid, return receipt requested (“Mail”), (B) transmitted by telecopy, if such telecopy is promptly followed by a Notice sent by Mail, (C) delivered by a nationally recognized
overnight courier, or (D) delivered personally. Any Notice shall be sent, transmitted, or delivered, as the case may be, to Tenant at the appropriate address set forth in Section 9 of the Summary, or to such other place as Tenant
may from time to time designate in a Notice to Landlord, or to Landlord at the addresses set forth below, or to such other places as Landlord may from time to time designate in a Notice to Tenant. Any Notice will be deemed given (i) three
(3) days after the date it is posted if sent by Mail, (ii) the date the telecopy is transmitted, (iii) the date the overnight courier delivery is made, or (iv) the date personal delivery is made. Any Notice given by an attorney
on behalf of Landlord or by Landlord’s managing agent shall be considered as given by Landlord and shall be fully effective. As of the date of this Lease, any Notices to Landlord must be sent, transmitted, or delivered, as the case may be, to
the following addresses: 
 Boston Properties Limited Partnership 

Four Embarcadero Center 
 Lobby
Level, Suite One 
 San Francisco, California 94111 

Attention: Mr. Bob Pester 

and 
 Boston Properties, Inc. 

Prudential Center Tower 
 800
Boylston Street, Suite 1900 
 Boston, Massachusetts 02199-8103 

Attention: General Counsel 
 and

 Boston Properties Limited Partnership 

Four Embarcadero Center 
 Lobby
Level, Suite One 
 San Francisco, California 94111 

Attention: Regional Counsel 

  
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 ARTICLE 29 

MISCELLANEOUS PROVISIONS 

29.1 Terms; Captions. The words “Landlord” and “Tenant” as used herein shall include the plural as well as
the singular. The necessary grammatical changes required to make the provisions hereof apply either to corporations or partnerships or individuals, men or women, as the case may require, shall in all cases be assumed as though in each case fully
expressed. The captions of Articles and Sections are for convenience only and shall not be deemed to limit, construe, affect or alter the meaning of such Articles and Sections. 

29.2 Binding Effect. Subject to all other provisions of this Lease, each of the covenants, conditions and provisions of this
Lease shall extend to and shall, as the case may require, bind or inure to the benefit not only of Landlord and of Tenant, but also of their respective heirs, personal representatives, successors or assigns, provided this clause shall not permit any
assignment by Tenant contrary to the provisions of Article 14 of this Lease. 
 29.3 No Light, Air or View Rights. No
rights to any view or to light or air over any property, whether belonging to Landlord or any other person, are granted to Tenant by this Lease. Under no circumstances whatsoever at any time during the Lease Term shall any temporary darkening of any
windows of the Premises or any temporary obstruction of the light or view therefrom by reason of any repairs, improvements, maintenance or cleaning in or about the Project, or any diminution, impairment or obstruction (whether partial or total) of
light, air or view by any structure which may be erected on any land comprising a part of, or located adjacent to or otherwise in the path of light, air or view to, the Project, in any way impose any liability upon Landlord or in any way reduce or
diminish Tenant’s obligations under this Lease. 
 29.4 Modification of Lease. Should any current or prospective
mortgagee or ground lessor for the Building or Project require a modification of this Lease, which modification will not cause an increased cost or expense to Tenant or in any other way materially and adversely change the rights and obligations of
Tenant hereunder, then and in such event, Tenant agrees that this Lease may be so modified and agrees to execute whatever documents are reasonably required therefor and to deliver the same to Landlord within ten (10) days following a request
therefor. At the request of Landlord or any mortgagee or ground lessor, Tenant agrees to execute a short form of Lease and deliver the same to Landlord within ten (10) days following the request therefor. 

29.5 Transfer of Landlord’s Interest. Tenant acknowledges that Landlord has the right to transfer all or any portion of its
interest in the Project or Building and in this Lease, and Tenant agrees that in the event of any such transfer, Landlord shall automatically be released from all liability under this Lease and Tenant agrees to look solely to such transferee for the
performance of Landlord’s obligations hereunder after the date of transfer and such transferee shall be deemed to have fully assumed and be liable for all obligations of this Lease to be performed by Landlord, including the return of any
Security Deposit, and Tenant shall attorn to such transferee. 

  
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 29.6 Prohibition Against Recording. Except as provided in Section 29.4
of this Lease, neither this Lease, nor any memorandum, affidavit or other writing with respect thereto, shall be recorded by Tenant or by anyone acting through, under or on behalf of Tenant. 

29.7 Landlord’s Title. Landlord’s title is and always shall be paramount to the title of Tenant. Nothing herein
contained shall empower Tenant to do any act which can, shall or may encumber the title of Landlord. 
 29.8 Relationship of
Parties. Nothing contained in this Lease shall be deemed or construed by the parties hereto or by any third party to create the relationship of principal and agent, partnership, joint venturer or any association between Landlord and Tenant.

 29.9 Application of Payments. Landlord shall have the right to apply payments received from Tenant pursuant to this Lease,
regardless of Tenant’s designation of such payments, to satisfy any obligations of Tenant hereunder, in such order and amounts as Landlord, in its sole discretion, may elect. 

29.10 Time of Essence. Time is of the essence with respect to the performance of every provision of this Lease in which time of
performance is a factor, including, without limitation, the giving of any Notice required to be given under this Lease or by law, the time periods for giving any such Notice and the taking of any action with respect to any such Notice. 

29.11 Partial Invalidity. If any term, provision or condition contained in this Lease shall, to any extent, be invalid or
unenforceable, the remainder of this Lease, or the application of such term, provision or condition to persons or circumstances other than those with respect to which it is invalid or unenforceable, shall not be affected thereby, and each and every
other term, provision and condition of this Lease shall be valid and enforceable to the fullest extent possible permitted by law. 
 29.12
No Warranty. In executing and delivering this Lease, Tenant has not relied on any representations, including, but not limited to, any representation as to the amount of any item comprising Additional Rent or the amount of the
Additional Rent in the aggregate or that Landlord is furnishing the same services to other tenants, at all, on the same level or on the same basis, or any warranty or any statement of Landlord which is not set forth herein or in one or more of the
exhibits attached hereto. 
 29.13 Landlord Exculpation. The liability of Landlord or the Landlord Parties to Tenant for any
default by Landlord under this Lease or arising in connection herewith or with Landlord’s operation, management, leasing, repair, renovation, alteration or any other matter relating to the Project or the Premises shall be limited solely and
exclusively to an amount which is equal to the lesser of (a) the interest of Landlord in the Building or (b) the equity interest Landlord would have in the Building if the Building were encumbered by third-party debt in an amount equal to
eighty percent (80%) of the value of the Building (as such value is determined by Landlord), provided that in no event shall such liability extend to any sales or insurance 

  
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proceeds received by Landlord or the Landlord Parties in connection with the Project, Building or Premises. Neither Landlord, nor any of the Landlord Parties shall have any personal liability
therefor, and Tenant hereby expressly waives and releases such personal liability on behalf of itself and all persons claiming by, through or under Tenant. The limitations of liability contained in this Section 29.13 shall inure to the
benefit of Landlord’s and the Landlord Parties’ present and future partners, beneficiaries, officers, directors, trustees, shareholders, agents and employees, and their respective partners, heirs, successors and assigns. Under no
circumstances shall any present or future partner of Landlord (if Landlord is a partnership), or trustee or beneficiary (if Landlord or any partner of Landlord is a trust), have any liability for the performance of Landlord’s obligations under
this Lease. Notwithstanding any contrary provision herein, neither Landlord nor the Landlord Parties shall be liable under any circumstances for any indirect or consequential damages or any injury or damage to, or interference with, Tenant’s
business, including but not limited to, loss of profits, loss of rents or other revenues, loss of business opportunity, loss of goodwill or loss of use, in each case, however occurring. 

29.14 Entire Agreement. It is understood and acknowledged that there are no oral agreements between the parties hereto affecting
this Lease and this Lease constitutes the parties’ entire agreement with respect to the leasing of the Premises and supersedes and cancels any and all previous negotiations, arrangements, brochures, agreements and understandings, if any,
between the parties hereto or displayed by Landlord to Tenant with respect to the subject matter thereof, and none thereof shall be used to interpret or construe this Lease. None of the terms, covenants, conditions or provisions of this Lease can be
modified, deleted or added to except in writing signed by the parties hereto. 
 29.15 Right to Lease. Landlord reserves the
absolute right to effect such other tenancies in the Project as Landlord in the exercise of its sole business judgment shall determine to best promote the interests of the Building or Project. Tenant does not rely on the fact, nor does Landlord
represent, that any specific tenant or type or number of tenants shall, during the Lease Term, occupy any space in the Building or Project. 

29.16 Force Majeure. Any prevention, delay or stoppage due to strikes, lockouts, labor disputes, acts of God, inability to
obtain services, labor, or materials or reasonable substitutes therefor, governmental actions, civil commotions, fire or other casualty, and other causes beyond the reasonable control of the party obligated to perform, except with respect to the
obligations imposed with regard to Rent and other charges to be paid by Tenant pursuant to this Lease (collectively, a “Force Majeure”), notwithstanding anything to the contrary contained in this Lease, shall excuse the performance
of such party for a period equal to any such prevention, delay or stoppage and, therefore, if this Lease specifies a time period for performance of an obligation of either party, that time period shall be extended by the period of any delay in such
party’s performance caused by a Force Majeure. 
 29.17 Waiver of Redemption by Tenant. Tenant hereby waives, for Tenant
and for all those claiming under Tenant, any and all rights now or hereafter existing to redeem by order or judgment of any court or by any legal process or writ, Tenant’s right of occupancy of the Premises after any termination of this Lease.


  
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 29.18 Tenant Parking. Tenant shall have the right to park up to seven
(7) automobiles (3.3 automobiles for every 1,000 rentable square feet in the Premises), free of charge, in the portions of the Common Areas designated by Landlord for vehicular parking. Such parking shall be on an as available “first-come,
first-served” basis which shall be in common with all other tenants of the Project. Tenant’s continued right to use the Common Areas designated by Landlord for vehicular parking is conditioned upon Tenant abiding by all rules and
regulations which are prescribed from time to time for the orderly operation and use of the parking facility, including any sticker or other identification system established by Landlord, Tenant’s cooperation in seeing that Tenant’s
employees and visitors also comply with such rules and regulations and Tenant not being in default under this Lease. Landlord specifically reserves the right to change the size, configuration, design, layout and all other aspects of the Project
parking facility at any time and Tenant acknowledges and agrees that Landlord may, without incurring any liability to Tenant and without any abatement of Rent under this Lease, from time to time, close-off or restrict access to the Project parking
facility for purposes of permitting or facilitating any such construction, alteration or improvements. Landlord may delegate its responsibilities hereunder to a parking operator in which case such parking operator shall have all the rights of
control attributed hereby to the Landlord. The parking passes rented by Tenant pursuant to this Section 29.18 are provided to Tenant solely for use by Tenant’s own personnel and such passes may not be transferred, assigned,
subleased or otherwise alienated by Tenant without Landlord’s prior approval. Tenant may validate visitor parking by such method or methods as the Landlord may establish, at the validation rate from time to time generally applicable to visitor
parking. 
 29.19 Joint and Several. If there is more than one Tenant, the obligations imposed upon Tenant under this Lease
shall be joint and several. 
 29.20 Authority. If Tenant is a corporation, trust, limited liability company or partnership,
each individual executing this Lease on behalf of Tenant hereby represents and warrants that Tenant is a duly formed and existing entity qualified to do business in California and that Tenant has full right and authority to execute and deliver this
Lease and that each person signing on behalf of Tenant is authorized to do so. In such event, Tenant shall, within ten (10) days after execution of this Lease, deliver to Landlord satisfactory evidence of such authority and, if a corporation,
upon demand by Landlord, also deliver to Landlord satisfactory evidence of (i) good standing in Tenant’s state of incorporation and (ii) qualification to do business in California. 

29.21 Attorneys’ Fees. In the event that either Landlord or Tenant should bring suit for the possession of the Premises,
for the recovery of any sum due under this Lease, or because of the breach of any provision of this Lease or for any other relief against the other, then all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing
party therein shall be paid by the other party, which obligation on the part of the other party shall be deemed to have accrued on the date of the commencement of such action and shall be enforceable whether or not the action is prosecuted to
judgment. 
 29.22 Governing Law; WAIVER OF TRIAL BY JURY. This Lease shall be construed and enforced in accordance with the
laws of the State of California. IN ANY ACTION OR PROCEEDING ARISING HEREFROM, LANDLORD AND TENANT HEREBY CONSENT TO (I) THE JURISDICTION OF ANY COMPETENT COURT WITHIN THE 

  
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STATE OF CALIFORNIA, (II) SERVICE OF PROCESS BY ANY MEANS AUTHORIZED BY CALIFORNIA LAW, AND (III) IN THE INTEREST OF SAVING TIME AND EXPENSE, TRIAL WITHOUT A JURY IN ANY ACTION, PROCEEDING OR
COUNTERCLAIM BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER OR THEIR SUCCESSORS IN RESPECT OF ANY MATTER ARISING OUT OF OR IN CONNECTION WITH THIS LEASE, THE RELATIONSHIP OF LANDLORD AND TENANT, TENANT’S USE OR OCCUPANCY OF THE
PREMISES, AND/OR ANY CLAIM FOR INJURY OR DAMAGE, OR ANY EMERGENCY OR STATUTORY REMEDY. IN THE EVENT LANDLORD COMMENCES ANY SUMMARY PROCEEDINGS OR ACTION FOR NONPAYMENT OF BASE RENT OR ADDITIONAL RENT, TENANT SHALL NOT INTERPOSE ANY COUNTERCLAIM OF
ANY NATURE OR DESCRIPTION (UNLESS SUCH COUNTERCLAIM SHALL BE MANDATORY) IN ANY SUCH PROCEEDING OR ACTION, BUT SHALL BE RELEGATED TO AN INDEPENDENT ACTION AT LAW. 

29.23 Submission of Lease. Submission of this instrument for examination or signature by Tenant does not constitute a
reservation of, option for or option to lease, and it is not effective as a lease or otherwise until execution and delivery by both Landlord and Tenant. 

29.24 Brokers. Landlord and Tenant hereby warrant to each other that they have had no dealings with any real estate broker or
agent in connection with the negotiation of this Lease, excepting only the real estate brokers or agents specified in Section 11 of the Summary (the “Brokers”), and that they know of no other real estate broker or agent
who is entitled to a commission in connection with this Lease. Landlord agrees to pay the Broker representing Landlord any leasing commission or equivalent compensation due to such Broker in connection with this Lease, pursuant to a separate
agreement between Landlord and such Broker (the “Listing Agreement”). To the extent that Landlord has such rights under the Listing Agreement, Landlord shall cause the Broker representing Landlord to pay from the compensation
received from Landlord any commission or compensation due to the Broker representing Tenant. Each party agrees to indemnify and defend the other party against and hold the other party harmless from any and all claims, demands, losses, liabilities,
lawsuits, judgments, costs and expenses (including without limitation reasonable attorneys’ fees) with respect to any leasing commission or equivalent compensation alleged to be owing on account of any dealings with any real estate broker or
agent, other than the Brokers, occurring by, through, or under the indemnifying party. 
 29.25 Independent Covenants. This
Lease shall be construed as though the covenants herein between Landlord and Tenant are independent and not dependent and Tenant hereby expressly waives the benefit of any statute to the contrary and agrees that if Landlord fails to perform its
obligations set forth herein, Tenant shall not be entitled to make any repairs or perform any acts hereunder at Landlord’s expense or to any setoff of the Rent or other amounts owing hereunder against Landlord. 

29.26 Project or Building Name and Signage. Landlord shall have the right at any time to change the name of the Project or
Building and to install, affix and maintain any and all signs on the exterior and on the interior of the Project or Building as Landlord may, in Landlord’s sole discretion, desire. Tenant shall not use the words “Gateway
Center” or the name of the Project or Building or use pictures or illustrations of the Project or Building in advertising or other publicity or for any purpose other than as the address of the business to be conducted by Tenant in the
Premises, without the prior written consent of Landlord. 

  
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 29.27 Counterparts. This Lease may be executed in counterparts with the same effect
as if both parties hereto had executed the same document. Both counterparts shall be construed together and shall constitute a single lease. 

29.28 Confidentiality. Tenant acknowledges that the content of this Lease and any related documents are confidential
information. Tenant shall keep such confidential information strictly confidential and shall not disclose such confidential information to any person or entity other than Tenant’s financial, legal, and space planning consultants. 

29.29 Development of the Project. 

29.29.1 Subdivision. Landlord reserves the right to further subdivide all or a portion of the Project. Tenant agrees to execute
and deliver, upon demand by Landlord and in the form requested by Landlord, any additional documents needed to conform this Lease to the circumstances resulting from such subdivision. 

29.29.2 The Other Improvements. If portions of the Project or property adjacent to the Project (collectively, the “Other
Improvements”) are owned by an entity other than Landlord, Landlord, at its option, may enter into an agreement with the owner or owners of any or all of the Other Improvements to provide (i) for reciprocal rights of access and/or use
of the Project and the Other Improvements, (ii) for the common management, operation, maintenance, improvement and/or repair of all or any portion of the Project and the Other Improvements, (iii) for the allocation of a portion of the
Direct Expenses to the Other Improvements and the operating expenses and taxes for the Other Improvements to the Project, and (iv) for the use or improvement of the Other Improvements and/or the Project in connection with the improvement,
construction, and/or excavation of the Other Improvements and/or the Project. Nothing contained herein shall be deemed or construed to limit or otherwise affect Landlord’s right to convey all or any portion of the Project or any other of
Landlord’s rights described in this Lease. 
 29.29.3 Construction of Project and Other Improvements. Tenant acknowledges
that portions of the Project and/or the Other Improvements may be under construction following Tenant’s occupancy of the Premises, and that such construction may result in levels of noise, dust, odor, obstruction of access, etc. which are in
excess of that present in a fully constructed project. Tenant hereby waives any and all rent offsets or claims of constructive eviction which may arise in connection with such construction. 

29.30 Building Renovations. It is specifically understood and agreed that Landlord has no obligation and has made no promises to
alter, remodel, improve, renovate, repair or decorate the Premises, Building, or any part thereof and that no representations respecting the condition of the Premises or the Building have been made by Landlord to Tenant except as specifically set
forth herein or in the Tenant Work Letter. However, Tenant hereby acknowledges that Landlord is currently renovating or may during the Lease Term renovate, improve, alter, or modify (collectively, the “Renovations”) the Project, the
Building and/or the Premises. Tenant hereby 

  
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agrees that such Renovations shall in no way constitute a constructive eviction of Tenant nor entitle Tenant to any abatement of Rent. Landlord shall have no responsibility and shall not be
liable to Tenant for any injury to or interference with Tenant’s business arising from the Renovations, nor shall Tenant be entitled to any compensation or damages from Landlord for loss of the use of the whole or any part of the Premises or of
Tenant’s personal property or improvements resulting from the Renovations, or for any inconvenience or annoyance occasioned by such Renovations. 

29.31 No Violation. Tenant hereby warrants and represents that neither its execution of nor performance under this Lease shall
cause Tenant to be in violation of any agreement, instrument, contract, law, rule or regulation by which Tenant is bound, and Tenant shall protect, defend, indemnify and hold Landlord harmless against any claims, demands, losses, damages,
liabilities, costs and expenses, including, without limitation, reasonable attorneys’ fees and costs, arising from Tenant’s breach of this warranty and representation. 

29.32 Communications and Computer Lines. Tenant may install, maintain, replace, remove or use any electrical, communications or
computer wires and cables (collectively, the “Lines”) at the Project in or serving solely the Premises, provided that (i) Tenant shall obtain Landlord’s prior written consent, use an experienced and qualified contractor
approved in writing by Landlord, and comply with all of the other provisions of Articles 7 and 8 of this Lease, (ii) an acceptable number of spare Lines and space for additional Lines shall be maintained for existing and future occupants
of the Project, as determined in Landlord’s reasonable opinion, (iii) the Lines therefor (including riser cables) shall be appropriately insulated to prevent excessive electromagnetic fields or radiation, and shall be surrounded by a
protective conduit reasonably acceptable to Landlord, (iv) any new or existing Lines servicing the Premises shall comply with all applicable governmental laws and regulations, (v) as a condition to permitting the installation of new Lines,
Landlord may require that Tenant remove existing Lines located in or serving the Premises and repair any damage in connection with such removal, and (vi) Tenant shall pay all costs in connection therewith. Landlord reserves the right to require
that Tenant remove any Lines located in or serving the Premises which are installed in violation of these provisions, or which are at any time in violation of any laws or represent a dangerous or potentially dangerous condition. Landlord further
reserves the right to require that Tenant remove any and all Lines located in or serving the Premises upon the expiration of the Lease Term or upon any earlier termination of this Lease. 

29.33 Landlord’s Waiver of Security Interest in Tenant’s Personal Property. Landlord hereby acknowledges and agree
that any and all of Tenant’s movable furniture, furnishings, trade fixtures and equipment at the Premises (“Tenant’s Property”) may be financed by a third-party lender or lessor (an “Equipment Lienor”),
and Landlord hereby (a) subordinates any rights of Landlord to Tenant’s Property to such Equipment Lienor, and (b) agrees to recognize the rights of any such Equipment Lienor, subject to and in accordance with a commercially
reasonable waiver agreement to be entered into by and between Landlord and the Equipment Lienor following request by Tenant. Tenant shall pay all fees and/or expenses imposed upon or otherwise paid by Landlord to the Equipment Lienor or otherwise
expended by Landlord in connection with any such request (including, without limitation, reasonable attorney’s fees). 

  
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 29.34 No Discrimination. There shall be no discrimination against, or segregation
of, any person or persons on account of sex, marital status, race, color, religion, creed, national origin or ancestry in the Transfer of the Premises, or any portion thereof, nor shall the Tenant itself, or any person claiming under or through it,
establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, or vendees of the Premises, or any portion thereof.

 29.35 Patriot Act and Executive Order 13224. As an inducement to Landlord to enter into this Lease, Tenant hereby
represents and warrants that: (i) Tenant is not, nor is it owned or controlled directly or indirectly by, any person, group, entity or nation named on any list issued by the Office of Foreign Assets Control of the United States Department of
the Treasury (“OFAC”) pursuant to Executive Order 13224 or any similar list or any law, order, rule or regulation or any Executive Order of the President of the United States as a terrorist, “Specially Designated National and Blocked
Person” or other banned or blocked person (any such person, group, entity or nation being hereinafter referred to as a “Prohibited Person”); (ii) Tenant is not (nor is it owned or controlled, directly or indirectly, by any
person, group, entity or nation which is) acting directly or indirectly for or on behalf of any Prohibited Person; and (iii) neither Tenant (nor any person, group, entity or nation which owns or controls Tenant, directly or indirectly) has
conducted or will conduct business or has engaged or will engage in any transaction or dealing with any Prohibited Person, including without limitation any assignment of this Lease or any subletting of all or any portion of the Premises or the
making or receiving of any contribution of funds, goods or services to or for the benefit of a Prohibited Person. In connection with the foregoing, it is expressly understood and agreed that (x) any breach by Tenant of the foregoing
representations and warranties shall be deemed a default by Tenant under Section 19.1.4 of this Lease and shall be covered by the indemnity provisions of Section 10.1 above, and (y) the representations and warranties
contained in this subsection shall be continuing in nature and shall survive the expiration or earlier termination of this Lease. 

[SIGNATURES ON NEXT PAGE] 

  
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 IN WITNESS WHEREOF, Landlord and Tenant have caused this Lease to be executed the day and date
first above written. 
  

							
	“Landlord”:
	
	GATEWAY CENTER, LLC,a Delaware limited liability company
		
	By:	 	BOSTON PROPERTIES LIMITED
		 	PARTNERSHIP,
a Delaware limited partnership,
its sole member
			
		 	By:	 	BOSTON PROPERTIES, INC,
		 		 	 a Delaware corporation,
 its general
partner

				
		 		 	By:	 	 /s/ Rod C. Diehl

		 		 	Name:	 	Rod C. Diehl
		 		 	Title:	 	Senior Vice President, Leasing
	
	“Tenant”:
	
	IMMUNE DESIGN CORP.,
a Delaware corporation
		
	By:	 	 /s/ J. Paul Rickey

	Name:	 	J. Paul Rickey
	Title:	 	VP Finance, Secretary
	Date:	 	12/8/2013
		
	By:	 	 /s/ Wayne Gombotz

	Name:	 	Wayne Gombotz
	Title:	 	Chief Development Officer, VP
	Date:	 	12/3/2013


 PLEASE NOTE: THIS LEASE MUST BE EXECUTED BY EITHER (I) BOTH (A) THE CHAIRMAN OF THE BOARD, THE PRESIDENT OR
ANY VICE PRESIDENT OF TENANT, AND (B) THE SECRETARY, ANY ASSISTANT SECRETARY, THE CHIEF FINANCIAL OFFICER, OR ANY ASSISTANT TREASURER OF TENANT; OR (II) AN AUTHORIZED SIGNATORY OF TENANT PURSUANT TO A CERTIFIED CORPORATE RESOLUTION, A COPY OF
WHICH SHOULD BE DELIVERED WITH THE EXECUTED ORIGINALS. 

  
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 EXHIBIT A 

601 GATEWAY BOULEVARD 

OUTLINE OF PREMISES 
  





 

  
 EXHIBIT A 

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 EXHIBIT B 

601 GATEWAY BOULEVARD 

TENANT WORK LETTER 

1. Defined Terms. All capitalized terms referred to in this Tenant Work Letter not defined below shall have the same
meaning as defined in the Lease of which this Tenant Work Letter forms a part. 
 2. Construction of Tenant
Improvements. Landlord shall construct the Tenant Improvements in accordance with this Agreement and the approved Construction Plans. 

3. Definitions. Each of the following terms shall have the following meaning: 

“Approved Budget for Tenant Improvements” shall mean the budget and description of work attached hereto as Exhibit
B-1. Landlord and Tenant hereby acknowledge and agree that Landlord and Tenant have reviewed and approved the Approved Budget for Tenant Improvements attached hereto as Exhibit B-1. Landlord shall cause the Contractor to
construct the Tenant Improvements in accordance with the Approved Budget for Tenant Improvements attached hereto as Exhibit B-1 and the Approved Preliminary Plan and Scope of Work attached hereto as Exhibit B-2. 

“Approved Preliminary Plan and Scope of Work” shall mean the space plan and scope of work attached hereto as Exhibit
B-2. Landlord and Tenant hereby acknowledge and agree that Landlord and Tenant have reviewed and approved the Approved Preliminary Plan and Scope of Work attached hereto as Exhibit B-2. Landlord shall cause the Contractor to
construct the Tenant Improvements in accordance with the Approved Preliminary Plan and Scope of Work attached hereto as Exhibit B-2 and in accordance with the Approved Budget for Tenant Improvements attached hereto as Exhibit
B-1. 
 “Construction Plans” shall mean the complete plans and specifications for the construction of the Tenant
Improvements, which, if required, shall be in substantial compliance with the Approved Preliminary Plan and Scope of Work, consisting of all architectural, engineering, mechanical and electrical drawings and specifications which are required to
obtain all building permits, licenses and certificates from the applicable governmental authority(ies) for the construction of the Tenant Improvements. The Construction Plans, if required, shall be in substantial compliance with all applicable laws,
rules, regulations and building codes for the City of South San Francisco, California (the “City”). 
 “Contractor”
shall mean Berkey Enterprises, Inc. Contractor shall be responsible for construction of the Tenant Improvements in accordance with the Approved Budget for Tenant Improvements attached hereto as Exhibit B-2.

 “Premises Shell” shall mean the basic minimum enclosure of the Premises consisting of the foundation and floors,
structural framework, roof coverings, exterior walls and exterior doors and windows, basic fire sprinkler systems, electrical power outlets, plumbing system installations, HVAC installations and ductwork, all as the same exist today in its current
“AS-IS WHERE-IS” condition, but excluding all Tenant Improvements. 

  
 EXHIBIT B 

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 “Space Planner” shall mean such space planner and/or architect as is selected by
Landlord in its sole and absolute discretion. Space Planner shall be employed by Landlord and all costs of Space Planner will be the responsibility of Tenant, as part of the Tenant Improvement Cost. 

“Substantial Completion” or “Substantially Complete” shall be the date that the construction of the Tenant
Improvements is sufficiently complete so that Tenant can legally occupy and utilize the Premises, subject only to minor “punchlist” items, the completion of which will not materially affect Tenant’s use and occupancy of the Premises.
Landlord shall cause all punchlist items to be completed within a reasonable time following Substantial Completion. 

“Tenant Delay” shall mean any delay in the construction of the Tenant Improvements, or any delays in approvals or submissions
required hereunder beyond the time period provided for in this Tenant Work Letter caused by (i) any changes in the nature or scope of the Tenant Improvements requested by Tenant (including Change Requests, and any changes in the Approved
Preliminary Plan and/or Approved Construction Plans for the Tenant Improvements), (ii) Tenant’s failure to timely provide Landlord with any needed information on the Tenant Improvements, (iii) Tenant’s failure to timely review
and approve any Construction Plans or finish specifications for the Tenant Improvements, (iv) Tenant’s default under the Lease or this Tenant Work Letter, (v) Tenant’s requirement for materials, components, finishes or
improvements which are not available in a commercially reasonable time given the anticipated date of Substantial Completion of the Premises, or (vi) changes to the Base Building or structural portions of the Building required by Tenant’s
design for the Tenant Improvements. In the event of any Tenant Delay, this Lease shall be deemed to have commenced and the obligations of Tenant under the Lease, including without limitation the obligation to pay all rent due thereunder, shall have
been deemed commence on the date the Lease would otherwise have commenced had it not been for Tenant Delay. Any and all costs and expenses incurred by Landlord as a result of any Tenant Delay, including without limitation, architectural, engineering
and space planning fees, permit resubmittal fees, increased Tenant Improvement Costs, and the like shall be the sole responsibility and obligation of Tenant and shall be reimbursed by Tenant to Landlord upon demand therefore. 

“Tenant Improvements” shall mean all interior portions of the Premises to be constructed by Landlord for Tenant pursuant to
this Tenant Work Letter and in accordance with the Approved Budget for Tenant Improvements attached hereto as Exhibit B-1 and the Approved Preliminary Plans and Scope of Work attached hereto as Exhibit
B-2. 
 “Tenant Improvement Allowance” shall mean the amount to be contributed by Landlord
toward Tenant Improvement Cost. The Tenant Improvement Allowance shall be an amount of up to Fifty Five Thousand Five Hundred Sixty Six Dollars ($55,566.00) or Twenty Seven Dollars ($27.00) per rentable square foot of the Premises multiplied by Two
Thousand Fifty Eight (2058) rentable square feet. Tenant shall use the Tenant Improvement Allowance only for costs relating to permanent improvements to the Premises, excluding the cost of any Tenant’s Personal Property, including, without
limitation the furniture, fixtures and equipment installed in the Premises by Tenant. 

  
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 “Tenant Improvement Cost” shall mean the actual out-of-pocket costs for
construction and installation of the Tenant Improvements, inclusive of the fees charged by Space Planner. The costs for construction and installation shall include, but not be limited to, the following to the extent incurred in connection with the
Tenant Improvements: 
 (a) architectural / space planning fees and costs charged by Space Planner in the preparation of the
Preliminary Plans and Construction Plans; 
 (b) any and all other fees and costs charged by architects, engineers and consultants in the
preparation of the Construction Plans, including mechanical, electrical, plumbing and structural drawings and of all other aspects of the Construction Plans, and for processing governmental applications and applications for payment, observing
construction of the work, and other customary engineering, architectural, interior design and space planning services; 
 (c) surveys,
reports, environmental and other tests and inspections of the site and any improvements thereon; 
 (d) labor, materials, equipment and
fixtures supplied by the Contractor, its subcontractors and/or materialmen; 
 (e) the furnishing and installation of all HVAC duct work,
terminal boxes, distributing diffusers and accessories required for completing the heating, ventilating and air conditioning system in the Premises, including costs of meter and key control for after-hour usage , if required by Landlord; 

(f) all electrical circuits, wiring, lighting fixtures, and tube outlets furnished and installed throughout the Premises, including costs of
meter and key control for after-hour electrical power usage; 
 (g) all window and floor coverings in the Premises: 

(h) all fire and life safety control systems, such as fire walls, sprinklers and fire alarms, including piping, wiring and accessories
installed within the Premises; 
 (i) all plumbing, fixtures, pipes and accessories installed within the Premises; 

(j) fees charged by the city and/or county where the Building is located (including, without limitation, fees for building permits and plan
checks) required for the construction of the Tenant Improvements in the Premises; 
 (k) on-site supervision and administration expense; 

(l) all taxes, fees, charges and levies by governmental and quasi-governmental agencies for authorization, approvals, licenses and permits; and
all sales, use and excise taxes for the materials supplied and services rendered in connection with the installation and construction of the Tenant Improvements; 

  
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 (m) all costs and expenses incurred to comply with all laws, rules, regulations or ordinances of
any governmental authority in connection with the construction of the Tenant Improvements. 
 Tenant Improvement Costs shall not include the
cost of any of Tenant’s Personal Property or the installation thereof, which shall be performed by Tenant at its sole cost and expense. 

“Tenant’s Personal Property” shall mean all personal property constructed or installed in the Premises by Tenant at
Tenant’s expense, including furniture, fixtures and equipment, but excluding Tenant Improvements. 
 4. Space Plan
for Tenant Improvements. 
 4.1 Approved Preliminary Plans. The Approved Preliminary Plan and Scope of Work attached hereto as
Exhibit B-2 has been reviewed and approved by Landlord and Tenant and shall be used by Space Planner to develop the Construction Plans (if and to the extent required) and shall be used by Contractor to construct the Tenant
Improvements. 
 5. Construction Plans for Tenant Improvements. 

5.1 Preparation by Space Planner. If required by the City for the construction of the Tenant Improvements, Space Planner shall provide
Tenant with completed Construction Plans showing (i) Tenant’s partition layout and the location and details; (ii) the location of telephone and electrical outlets; (iii) the location, style and dimension of any desired special
lighting; (iv) the location, design and style of all doors, floor coverings and wall coverings; (v) the location, design, style and dimensions of cabinets and casework; and (vi) all details, including “cut sheets,” for the
Tenant Improvements, which shall be in conformity with the Approved Preliminary Plan and Scope of Work. The Construction Plans, if required, shall be in a form satisfactory to appropriate governmental authorities responsible for issuing permits and
licenses required for construction of the Tenant Improvements. Landlord and Tenant hereby agree that all construction standards, specifications and finishes not specified on the Approved Preliminary Plan and Scope of Work or the Approved Budget for
Tenant Improvements shall be in conformance with the current Building standards for all such all construction standards, specifications and finishes. 

5.2 Tenant’s Review of Construction Plans for Tenant Improvements. Within five (5) business days after receipt of the
Construction Plans (if required), Tenant shall notify Landlord in writing of any reasonable changes necessary to bring the Construction Plans into substantial conformity with the Approved Preliminary Plan and Scope of Work. Failure of Tenant to
deliver to Landlord written notice of the changes within the five (5) business day period shall constitute approval by Tenant of the Construction Plans. If any changes requested by Tenant or Landlord are reasonably necessary to bring the
Construction Plans into substantial conformity with the Approved Preliminary Plan and Scope of Work, Space Planner shall make such changes and the revised Construction Plans shall be deemed approved by Tenant. The Construction Plans as approved in
writing or deemed approved by Landlord and Tenant shall be known herein as the “Approved Construction Plans.” 

  
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 6. Bids. The Approved Budget for Tenant Improvements is
attached hereto as Exhibit B-1. The Contractor shall construct the Tenant Improvements in conformance with the Approved Preliminary Plan and Scope of Work and in accordance with the Approved Budget for Tenant
Improvements. To the extent that all of the Tenant Improvements required by Tenant hereunder are specified in the Approved Budget for Tenant Improvements attached hereto as Exhibit B-1 and the Approved Preliminary Plan and Scope of
Work attached hereto as Exhibit B-2, Landlord hereby agrees to cause Contractor to construct the Tenant Improvements for a total Tenant Improvement Cost that does not exceed the Approved Budget for Tenant
Improvements attached hereto as Exhibit B-1. 
 7. Building Permit. Landlord shall
be responsible for obtaining a building permit (“Building Permit”) for the Tenant Improvements if necessary. To the extent requested by Landlord, Tenant shall assist Landlord in obtaining the Building Permit. After approval by Landlord and
Tenant of the Construction Plans as provided above, Landlord or its Contractor shall submit the Approved Construction Plans to the appropriate governmental body for plan checking and a Building Permit. Landlord, with Tenant’s cooperation, shall
cause to be made any changes in the Approved Construction Plans necessary to obtain the Building Permit, if necessary. 
 8.
Commencement and Completion of Tenant Improvements. As soon as the Construction Plans, if necessary, have been prepared, reviewed and approved as specified herein, Landlord has obtained the Building Permit and other necessary
authorizations for the construction of the Tenant Improvements from the City and any other governmental, quasi-governmental or regulatory agency and Landlord has entered into a contract with the Contractor for the construction of the Tenant
Improvements, Landlord shall cause the construction of the Tenant Improvements to commence and shall diligently pursue same until completion. Subject to the other provisions of this Tenant Work Letter, Landlord shall use commercially reasonable
efforts to complete the Tenant Improvements on or before the Anticipated Lease Commencement Date. 
 9. Change
Requests. 
 9.1 Approval. No changes to the Approved Budget for Tenant Improvements attached hereto as Exhibit
B-1 and/or to the Approved Preliminary Plan and Scope of Work attached hereto as Exhibit B-2 requested by Tenant (each, a “Change Request”) shall be made without Landlord’s prior written approval, which approval
shall not be unreasonably withheld or delayed, subject to the following: 
 (i) No Change Request shall affect the structure or operating
systems of the Building; 
 (ii) Landlord may require Tenant to pay to Landlord, prior to implementation of the Change Request, the amount
by which the Tenant Improvement Cost, after implementation of the Change Request, is reasonably estimated by Landlord to exceed the Tenant Improvement Allowance, including without limitation, increases in construction costs and other charges payable
hereunder caused by any delay in construction of the Tenant Improvements as a result of a Change Request; 

  
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 (iii) A Change Request shall constitute an agreement by Tenant to any delay in completion of the
Tenant Improvements caused by Landlords reviewing, processing and implementing the Change Request, all of which delays shall be deemed a Tenant Delay; 

(iv) Landlord shall accept only Change Requests signed by Tenant’s representative,
                        . Tenant may from time to time designate a different representative to authorize Change Requests. 

(v) Any delays in completion of the Tenant Improvements caused as a result of a Change Request shall not delay the commencement of the Lease
Term from the date the Lease Term would otherwise have commenced had it not been for the Change Request. Tenant agrees that the Lease and all obligations of Tenant thereunder (including without limitation the obligation to pay rent) shall commence
on the date that the Lease Term would otherwise have commenced had it not been for the Change Request. 
 9.2 Procedure. Except with
respect to the mechanical and electrical systems of the Building, within five (5) business days after receipt of a written Change Request from Tenant, Landlord shall notify Tenant verbally of Landlord’s approval or disapproval of the
Change Request; Landlord shall confirm, in writing, Landlord’s approval or disapproval within seven (7) business days after receipt of Lessee’s written Change Request. All costs paid by Landlord to unaffiliated parties in connection
with review of proposed Change Requests shall be part of the Tenant Improvement Cost. With respect to a Change Request related to the Building’s mechanical and electrical systems, Landlord shall have seven (7) business days to respond
orally and ten (10) business days to confirm its decision in writing. 
 9.3 Notification. At the time of Landlord’s
notification pursuant to Section 9.2, Landlord shall inform Tenant of Landlord’s estimate of the increased costs (if any) of constructing the Tenant Improvements which will be incurred as a result of the Change Request and the delay
which will result from the Change Request. 
 9.4 Period of Review. The period of Landlord’s review of a proposed Change Request
shall be deemed Tenant Delay. 
 9.5 Minor Changes in Work. Landlord shall have the authority, without the consent of Tenant, to
order any changes to the Tenant Improvements required by applicable laws or regulations, and to order minor changes in the Tenant Improvements not involving an increase in cost to Tenant or a delay in the completion of the Tenant Improvements.
Delays caused by Landlord’s compliance with laws or regulations shall not be deemed delays within Landlord’s control, and Landlord shall have no responsibility or liability with respect thereto. 

10. Payment of Contractor. Landlord shall be responsible for making monthly progress payments to Contractor in accordance with
the construction contract therefore, subject to reimbursement by Tenant in the event that any Change Requests shall increase the Tenant Improvement Cost to an amount in excess of the Tenant Improvement Allowance. If the total


  
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Tenant Improvement Cost is in excess of the Tenant Improvement Allowance, Tenant shall reimburse Landlord each month, within twenty (20) days of receipt of bills or invoices representing the
current months’ payment obligation to the Contractor (the “Monthly Payment”), for that portion of the Monthly Payment determined by taking a fraction, the numerator of which is the difference between the Tenant Improvement Cost and
the Tenant Improvement Allowance, and the denominator of which is the Tenant Improvement Cost, and multiplying the Monthly Payment by such fraction. Landlord shall have no obligation to pay Contractor unless and until Landlord shall have received
such sum from Tenant (the “Tenant’s Portion”). Any delays in construction of the Tenant Improvements caused as a result of Tenant’s failure to timely reimburse Landlord for the Tenant’s Portion as provided herein, shall be
deemed to be a Tenant Delay for which Tenant shall be solely responsible. 
 11. Payment of Additional Costs.
Following Substantial Completion of the Tenant Improvements and determination of the total Tenant Improvement Cost, to the extent the Tenant Improvement Cost exceeds the Tenant Improvement Allowance (the “Additional Costs”) and Tenant has
not already paid such Additional Costs as part of Tenant’s Portion, Tenant shall be solely responsible for payment of such Additional Costs. Tenant shall pay to Landlord, within ten (10) days after written notice from Landlord (accompanied
by statement evidencing such Additional Costs incurred), the amount of the Additional Costs. 
 12. Importance of Time
Periods. The time periods set forth in this Tenant Work Letter are to be strictly adhered to and extensions of time shall be granted only when the circumstances are such that it is clear that the party requesting the additional time is
without fault as to the delay. 
 13. Time of the Essence in This Work Letter Agreement.
Unless otherwise indicated, all references herein to a “number of days” shall mean and refer to calendar days. If any item requiring approval is timely disapproved by Landlord, the procedure for preparation of the document and approval
thereof shall be repeated until the document is approved by Landlord. In all instances where Tenant is required to approve or deliver an item, if no written notice of approval is given or the item is not delivered within the stated time period, at
Landlord’s sole option, at the end of such period the item shall automatically be deemed approved or delivered by Tenant and the next succeeding time period shall commence. 

14. Tenant’s Lease Default. Notwithstanding any provision to the contrary contained in the Lease or this
Tenant Work Letter, if any default by Tenant under the Lease or this Tenant Work Letter (including, without limitation, any failure by Tenant to fund any part of Tenant’s Portion) occurs at any time on or before the Substantial Completion of
the Tenant Improvements, then (i) in addition to all other rights and remedies granted to Landlord pursuant to the Lease, Landlord shall have the right to withhold payment of all or any portion of the Tenant Improvement Allowance and/or
Landlord may, without any liability whatsoever, cause the cessation of construction of the Tenant Improvements (in which case, Tenant shall be responsible for any delay in the Substantial Completion of the Tenant Improvements and any costs
occasioned thereby), and (ii) all other obligations of Landlord under the terms of the Lease and this Tenant Work Letter shall be forgiven until such time as such default is cured pursuant to the terms of the Lease. 

  
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 15. Contractor’s Warranties and Guaranties. Landlord hereby assigns to Tenant
all warranties and guaranties by Contractor relating to the Tenant Improvements, and Tenant hereby waives all claims against Landlord relating to, or arising out of the construction of, the Tenant Improvements. 

  
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 EXHIBIT B-1 

601 GATEWAY BOULEVARD 

APPROVED BUDGET FOR TENANT IMPROVEMENTS  
  





 

  
 EXHIBIT B-1 

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 EXHIBIT B-1 

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 EXHIBIT B-1 

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 EXHIBIT B-2 

601 GATEWAY BOULEVARD 

APPROVED PRELIMINARY PLAN AND SCOPE OF WORK 
  





 

  
 EXHIBIT B-2 

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 EXHIBIT C 

601 GATEWAY BOULEVARD 

NOTICE OF LEASE TERM DATES 
  

 

											
	Date:	 	 	  		  		 		  	
						
	To:	 	 	  		  	Copy to:	 	____________	  	
		 	 	  		  		 	____________	  	
		 	 	  		  		 	____________	  	
		 	 	  		  		 	____________	  	
					
	Re:	 	Office Lease	  		 		  	
	Dated:  	 	 	  		  		 		  	

 Between: Gateway Center LLC, a Delaware limited liability company, Lessor or Landlord, and
            , a             , Lessee or Tenant 

In accordance with the subject document we wish to advise you and/or confirm your tenancy of Suite
            on the             floor of [APPROPRIATE BUILDING] Gateway Boulevard, South San Francisco, CA 94080, and that the
following terms and conditions are accurate and in full force and effect: 
  

													
	Net rentable square feet	 	
                 
	  		  	Lease term	 	 	  	
	Lease commencement date	 	  
	  		  	Lease expiration date  	 	 	  	
	Base rent schedule	 	From	 	To:	  		  		 		  	
		 		 	  
	  		  	Monthly Rent:	 		  	
		 		 		  		  	$                	 		  	

 Rent checks are 
  

					
	 Payable to:
  

[APPROPRIATE ENTITY]
	  	 Mailed to:
  

[APPROPRIATE ADDRESS]
	  	All other inquiries to:
 Boston Properties

Lobby Level, Suite One
 Four Embarcadero Center

San Francisco, CA 94111
 Telephone: 415-772-0700

Fax: 415-982-1780


 If the Lease Commencement Date is other than the first day of the month, the first billing will contain a pro rata adjustment.
Each billing thereafter, with the exception of the final billing, shall be for the full amount of the monthly installment as provided for in the Lease. 

  
 EXHIBIT C 

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 We request that you sign this letter where indicated below, confirming the information provided
above, and return it to our representative below within five days of receipt. A return envelope is provided. Our failure to receive your executed Notice within such time period will indicate your acceptance that the information set forth is correct.
A second letter is enclosed for your files. 
  

							
	Boston Properties, L.P.	 		 		 	
		 		 	Agreed to and Accepted:	 	

  

													
	  
	  	  
	  		  	  
	  		  	  

	By: Lease Administrator’s name	  	Date        	  		  	By: 	  	 	  		  	Date        
	Lease Administration	  		  		  	Its:	  	 	  		  	

  

			
	copy:	  	Property Manager, Property Accountant
	via:	  	Certified Mail


  
 EXHIBIT C 

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 EXHIBIT D 

601 GATEWAY BOULEVARD 

LANDLORD’ S RENT PAYMENT INSTRUCITONS 
  

 
 



 

  
 EXHIBIT D 

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 EXHIBIT E 

601 GATEWAY BOULEVARD 

FORM OF W-9 FROM LANDLORD 
  





 

  
 EXHIBIT E 

-1- 








 EXHIBIT F-1 

601 GATEWAY BOULEVARD 

FORM OF STATEMENT 
  





 

  
 EXHIBIT F-1 

-1- 








  
 



 

  
 EXHIBIT F-1 

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 EXHIBIT F-2 

601 GATEWAY BOULEVARD 

FORM OF SUPPLEMENTAL STATEMENT 
  





 

  
 EXHIBIT F-1 

-3- 








 EXHIBIT G 

601 GATEWAY BOULEVARD 

RULES AND REGULATIONS 

1. Signs. Except as specifically provided in this Lease to which these rules and regulations are attached, no sign, placard, picture,
advertisement, name or notice shall be installed or displayed on any part of the outside or inside of the Building or on the Common Areas or other areas of the Project without Landlord’s prior written consent. Landlord may remove, at
Tenant’s expense and without notice, any sign installed or displayed in violation of this rule. All signs or lettering on doors and walls must be approved by Landlord, and shall be printed, painted, affixed or inscribed or modified at
Tenant’s expense by a person approved by Landlord. Without Landlord’s written consent, Tenant shall not use the name of the Building or the Project in connection with or in promoting or advertising the business of Tenant except as
Tenant’s address. Landlord hereby agrees to provide Tenant with the Building’s standard graphics at the entrance to the Premises and in the elevator lobby. 

2. Window Treatments. Tenant shall not place anything against or near glass partitions or doors or windows which may appear unsightly
from outside the Premises. Tenant shall be held responsible for any damage to the glass coating within the Premises. If Landlord objects in writing to any curtains, blinds, shades, screens or hanging plants or other similar objects attached to or
used in connection with any window or door of the Premises, or placed on any windowsill, which are visible from the exterior of the Premises, Tenant shall immediately discontinue such use. 

3. Common Areas. The sidewalks, entrances, halls, corridors, elevators and stairways of the Building and the Project shall not be
obstructed or used as a waiting or lounging place by Tenant and the Tenant’s Parties. All entrance doors leading from the Premises to the hallways are to be kept closed at all times. The outside areas immediately adjoining the Premises shall be
kept clear at all times by Tenant, and Tenant shall not place or permit any obstructions, garbage, refuse, merchandise or displays in such areas. The halls, passages, exits, entrances, elevators, escalators and stairways are not open to the general
public, but are open, subject to reasonable regulations, to Tenant’s Parties. Landlord shall, in all cases, retain the right to control and prevent access thereto of all persons whose presence in the judgment of Landlord would be prejudicial to
the safety of the Project or any part thereof provided that nothing herein contained shall be construed to prevent such access to persons with whom any tenant normally deals in the ordinary course of its business, unless such persons are engaged in
illegal or unlawful activities. Neither Tenant nor any Tenant Parties shall go upon the roof of the Building. 
 4. Directory. The
directory of the Building will be provided for the display of the name and location of tenants, and Landlord reserves the right to exclude any other names therefrom. Tenant shall be allocated its pro rata share of lines on the Building directory
board in the main lobby. 
 5. Cleanliness. Tenant shall not exhibit carelessness or indifference to the good order and cleanliness
of the Premises. 

  
 EXHIBIT G 

-1- 








 6. Keys. Landlord will furnish Tenant, free of charge, with two keys to each exterior door
lock in the Premises. All duplicate keys shall be purchased only from Landlord. Landlord may charge a reasonable fee for any additional keys. Tenant shall not make or have made additional keys, and Tenant shall not alter any lock or install a new
additional lock or bolt on any door of its Premises. Tenant, upon the termination of its tenancy, shall deliver to Landlord the keys to all doors and pay Landlord for any lost keys. 

7. Security Devices. If Tenant requires telephonic, burglar alarm or similar services, it shall first obtain and comply with
Landlord’s instructions for their installation. 
 8. Freight Elevators. The Building service elevator shall be available for
use by all tenants in the Building, subject to such reasonable scheduling by Landlord. No equipment, materials, furniture, packages, supplies, merchandise or other property will be received in the Building or carried in the elevators except between
such hours and in such elevators as may be designated by Landlord. Tenant’s initial move-in and subsequent deliveries of bulky items, such as furniture, safes and similar items shall be made after obtaining Landlord’s written consent and
shall be made during the hours of 12:00 a.m. to 5:00 a.m. and 6:00 p.m. to 11:59 p.m., Monday through Friday, or at any time on Saturday or Sunday, unless otherwise agreed in writing by Landlord. Deliveries during normal office hours shall be
limited to normal office supplies and other small items. No deliveries shall be made which impede or interfere with other tenants or the operation of the Building. 

9. Floor Load. Tenant shall not place a load upon any floor of the Premises which exceeds the load per square foot which such floor was
designed to carry and which is allowed by law. Prior to delivery of any heavy object to the Building, Tenant shall notify Landlord of such object’s specifications and contemplated location in order that Landlord may take action to prevent
structural load damage to the Building. Landlord shall have the right to prescribe the weight, size and position of all equipment, materials, furniture or other property brought into the Building. Heavy objects shall, if considered necessary by
Landlord, stand on such platforms as determined by Landlord to be necessary to properly distribute the weight, which platforms shall be provided at Tenant’s sole cost and expense. Tenant shall be responsible for all structural engineering
required to determine structural load. Business machines and mechanical equipment belonging to Tenant which cause noise or vibration that may be transmitted to the structure of the Building or to any space therein to such degree as to be
objectionable to Landlord or to any tenants in the Building, shall be placed and maintained by Tenant, at Tenant’s sole cost and expense, on vibration eliminators or other devices sufficient to eliminate noise or vibration. The persons employed
to move such equipment in or out of the Building must be acceptable to Landlord. Landlord will not be responsible for loss of, or damage to, any such equipment or other property from any cause, and all damage done to the Building by maintaining or
moving such equipment or other property shall be repaired at the expense of Tenant. 
 10. No Waste. Tenant shall not use any method
of heating and air conditioning other than that supplied by Landlord. Further, Tenant shall not waste electricity, water or air conditioning and agrees to cooperate fully with Landlord to assure the most effective operation of the Building’s
heating and air conditioning and to comply with any governmental energy-saving rules, laws or regulations of which Tenant has actual notice. Tenant shall keep corridor doors closed, and shall close window coverings at the end of each business day.


  
 EXHIBIT G 

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 11. Building Identification. Landlord reserves the right, exercisable without notice and
without liability to Tenant, to change the name and address of the Building and/or any other part of the Project. 
 12. Building
Access. Landlord reserves the right to exclude from the Building between the hours of 12:00 a.m. to 7:00 a.m. and 6:00 p.m. to 11:59 p.m., Monday through Friday, and on Saturday, Sunday and holidays, any person not having a Building issue key
and is not identified on the daily access list. Tenant shall be responsible for all persons for whom it requests passes and shall be liable to Landlord for all acts of such persons. Landlord may prevent access to the Project or any part thereof in
case of invasion, mob, riot, public excitement or other commotion. Landlord may exclude or expel from the Project or any part thereof any person who, in Landlord’s judgment, is intoxicated or under the influence of liquor or drugs or is in
violation of any of the rules and regulations of the Project. Landlord shall not be liable for damages for any error with regard to the admission to or exclusion from the Project or any part thereof of any person. 

13. Building Security. Before Tenant and the Tenant Parties leave the Premises each day, Tenant shall (a) close and lock the doors
of its Premises, (b) shut off all water faucets and other utilities, (c) draw or lower window coverings, and (d) turn out all lights. Tenant shall be responsible for any damage or injuries sustained by other tenants or occupants of
the Building or by Landlord for noncompliance with this rule. 
 14. Outside Services. Tenant shall not obtain for use on the
Premises, drinking water, food, beverage, towel or other similar services or accept barbering or bootblacking service upon the Premises, except as such hours and under such regulations as may be fixed by Landlord. Canvassing, soliciting and
distribution of handbills or any other written material, and peddling in the Building are prohibited, and Tenant shall cooperate to prevent such activities. 

15. Lavatories. The toilet rooms, toilets, urinals, wash bowls and other apparatus shall not be used for any purpose other than that
for which they were constructed and no foreign substance of any kind whatsoever shall be thrown therein. The expense of any breakage, stoppage or damage resulting from the violation of this rule shall be borne by the tenant who, or whose Tenant
Parties, shall have caused it. 
 16. Solicitation. Tenant shall not make any room-to-room solicitation of business from other
tenants in the Project or any part thereof. 
 17. Electronic Devices. Tenant shall not install any radio or television antenna,
loudspeaker or other devices on the roof or exterior walls of the Building. Tenant shall not interfere with radio or television broadcasting or reception from or in the Building or elsewhere. 

  
 EXHIBIT G 

-3- 








 18. Trash Disposal. Tenant shall store all its trash and garbage within the Premises or in
other facilities provided by Landlord. Tenant shall not place in any trash box or receptacle any material which cannot be disposed of in the ordinary and customary manner of trash and garbage disposal. All garbage and refuse disposal shall be made
in accordance with directions issued from time to time by Landlord. 
 19. Prohibited Uses. The Premises shall not be used for
(a) the keeping of any bicycles, motorcycles or animals of any kind, or (b) lodging, or (c) for manufacturing of any kind; nor shall the Premises be used for any illegal purpose. No cooking or heating of food is permitted on the
Premises, excepting therefrom microwave ovens and equipment for brewing coffee, tea, hot chocolate and similar beverages. Such cooking and heating devices and their use should be approved by Underwriters Laboratories in accordance with all
applicable insurance regulations and federal, state, county and city laws, codes, ordinances, rules and regulations. Tenant shall not install, maintain or operate upon the Premises any vending machines without the written consent of Landlord, which
consent shall not be unreasonably withheld. 
 20. Prohibited Equipment. Tenant shall not use in any space or in the public
halls of the Project any hand truck except those equipped with rubber tires and side guards or such other material- handling equipment as Landlord may approve. Tenant shall not bring any other vehicles of any kind into the Building. 

21. Safety Procedures. Tenant shall comply with all safety, fire protection and evacuation procedures and regulations established by
Landlord or any governmental agency. 
 22. Premises Security. Tenant assumes full responsibility for protecting its space
from theft, robbery and pilferage, which includes keeping doors locked and other means of entry to the Premises closed and secure. Landlord shall not in any way be responsible to Tenants or any Tenant Party, for any loss of property from the
Premises or public areas or for any damage to any property thereon from any cause whatsoever. 
 23. Building Management.
Tenant’s requirements will be attended to only upon appropriate application to the Building management office by an authorized individual. Employees of Landlord shall not perform any work or do anything outside of their regular duties unless
under special instructions from Landlord, and no employee of Landlord will admit any person (Tenant or otherwise) to any office without specific instructions from Landlord. 

24. Waiver. Landlord may waive any one or more of these Rules and Regulations for the benefit of Tenant or any other tenant, but no
such waiver by Landlord shall be construed as a waiver of such Rules and Regulations in favor of Tenant or any other tenant, nor prevent Landlord from thereafter enforcing any such Rules and Regulations against any or all of the tenants of the
Building. 
 25. Integration. These Rules and Regulations are in addition to, and shall not be construed to in any way modify
or amend, in whole or in part, the terms, covenants, agreements and conditions of the Lease. 

  
 EXHIBIT G 

-4- 








 26. Additional Regulations. Landlord reserves the right to make such other and reasonable
rules and regulations as, in its judgment, may from time to time be needed for safety and security, for care and cleanliness of the Project of any part thereof and for the preservation of good order therein. Tenant agrees to abide by all such Rules
and Regulations hereinabove stated and any additional rules and regulations which are adopted and delivered to Tenant in writing. 
 27.
Observance of Rules. Tenant shall be responsible for the observance of all of the foregoing rules by Tenant’s employees, agents, clients, customers, invitees, licensees and guests. 

28. Parking Facilities. The following rules and regulations shall govern use of the parking facilities within the Common Areas
appurtenant to the Project (such parking facilities being collectively referred to hereinafter as the “Parking Area”). 

28.1 Persons using the Parking Area shall obey all signs and shall park only in areas designated for vehicle parking within painted stall
lines. Tenant’s parking spaces shall be used only for parking vehicles no longer than full-sized passenger automobiles. Tenant shall not permit any vehicle that belongs to or is controlled by Tenant, its agents, employees, invitees, licensees
and visitors, to be loaded, unloaded or parked in areas other than those designated by Landlord or its parking operator for such activities. No maintenance, washing, waxing or cleaning of vehicles shall be permitted in the Parking Area. Unless
otherwise instructed, each person using the Parking Area shall park and lock his or her own vehicle. Neither Landlord nor its parking operator shall be liable for damage to any vehicle, injury to any person or loss of any property, all of which
risks are assumed by the person using the Parking Area. Parking pursuant to this Lease is intended as a license only, and no bailment is intended or created hereby. Tenant shall abide by those rules promulgated by Landlord which provide for tandem
parking. No overnight or extended term storage of any vehicles or other object shall be permitted. 
 28.2 Persons using the Parking Area
shall comply with any parking identification system established by Landlord or its parking operator. Such a system may include the validation of visitor parking, at the validation rate applicable to visitor parking from time to time as set by
Landlord or its parking operator. Parking stickers or other identification devices supplied by Landlord shall remain the property of Landlord. Such devices shall not be transferable, and any such device in the possession of an unauthorized holder
may be retained by Landlord and declared void. Upon the loss or obliteration of a parking identification device, Tenant shall pay such reasonable replacement charge as may be established by Landlord or its parking operator. Upon the termination of
parking privileges, all parking identification devices supplied by Landlord shall be returned to Landlord. Landlord may refuse the sale of monthly stickers or other parking identification devices to any tenant or person and/or his agents or
representatives who willfully refuse to comply with these Rules and Regulations and all unposted city, state or federal ordinances, laws, or agreements. Loss or theft of parking identification devices from automobiles must be reported to the garage
manager immediately, and a lost or stolen report must be filed by the customer at that time. Landlord may exclude any car from the parking facilities that does not have an identification device. Any parking identification devices reported lost or
stolen found on any unauthorized car will be confiscated and the illegal holder will be subject to prosecution. Lost or stolen devices found by the purchaser must be reported to the parking facility office immediately to avoid confusion. 

  
 EXHIBIT G 

-5- 








 28.3 The speed limit within all parking areas shall be five (5) miles per hour. 

28.4 Landlord reserves the right to modify, redesign or redesignate uses permitted in the Parking Area or any portion thereof, to relocate
parking spaces from floor to floor, from one portion of the Parking Area to another or to reasonably adjacent offsite locations, and to allocate parking spaces between compact and standard sizes from time to time, as long as the same comply with
applicable laws and ordinances. Reserved parking spaces shall be clearly and prominently marked as such by Landlord. But neither Landlord nor its parking operator shall be liable or responsible for the failure of persons to observe such markings or
to obey other rules and regulations, agreements, laws or ordinances applicable to the Parking Area. Without limiting the generality of the foregoing, Landlord shall not be obligated to tow any violator’s vehicle, or to declare a default under
or terminate the lease of any other tenant of the Building, on account of any such failure. If for any reason Landlord is unable to provide to Tenant all or any portion of its parking spaces or Tenant is unreasonably denied access thereto during the
initial term of this Lease or any renewal or extension hereof, such fact shall not be a default by Landlord or permit Tenant to terminate this Lease, either in whole or in part, but Tenant’s obligation to pay rental for any parking space which
is not provided by Landlord shall be abated for so long as Tenant does not have the use of such parking space, in full settlement of all claims that Tenant might otherwise have against Landlord by reason of Landlord’s failure or inability to
provide Tenant with such parking space. 
 Tenant shall be responsible for the compliance with all of the foregoing rules and regulations by Tenant and
Tenant Parties. Landlord may refuse to permit any person who violates any such rules and regulations to have access to the Project or any part thereof. Landlord reserves the right from time to time to modify the rules and regulations set forth
herein, including, without limitation, to adopt and modify such rules and regulations applicable to the Parking Area, as it deems necessary for the proper operation. 

  
 EXHIBIT G 

-6- 








 EXHIBIT H 

601 GATEWAY BOULEVARD 

FORM OF TENANT’S ESTOPPEL CERTIFICATE 

The undersigned, as Tenant under that certain Office Lease (the “Lease”) made and entered into as of
                    , 20    by and between
                    , as Landlord, and the undersigned, as Tenant, for Premises on
the                    floor(s) of the office building located at            , certifies
as follows: 
 1. Attached hereto as Exhibit A is a true and correct copy of the Lease and all amendments and modifications thereto. The
documents contained in Exhibit A represent the entire agreement between the parties as to the Premises. 
 2. The undersigned
currently occupies the Premises described in the Lease, the Lease Term commenced on                     , and the Lease Term expires on
                    , and the undersigned has no option to terminate or cancel the Lease or to purchase all or any part of the Premises, the Building
and/or the Project. 
 3. Base Rent became payable on
                    . 
 4. The Lease is
in full force and effect and has not been modified, supplemented or amended in any way except as provided in Exhibit A. 
 5. Tenant
has not transferred, assigned, or sublet any portion of the Premises nor entered into any license or concession agreements with respect thereto except as follows: 

6. In the event that Tenant receives a written notice from Landlord’s mortgagee pursuant to Section 18.2 of the Lease, such
mortgagee shall not be bound by any modification of the Lease entered into after Tenant receipt of such notice, including, without limitation, those modifications shown on Exhibit A attached hereto, without the prior written consent of
Landlord’s mortgagee to such modifications. 
 7. All monthly installments of Base Rent, all Additional Rent and all monthly
installments of estimated Additional Rent have been paid when due through                     . The current monthly installment of Base Rent is
$                    . 
 8. To the
actual knowledge of                     , the employee of Tenant with the most knowledge of the Lease and the operation thereof (the
“Tenant’s Representative”), after undertaking reasonable investigation, all conditions of the Lease to be performed by Landlord necessary to the enforceability of the Lease have been satisfied and Landlord is not in default
thereunder. In addition, the undersigned Tenant has not delivered any notice to Landlord regarding a default by Landlord under the Lease other than the following:
                     
 ___________________________ 

  
 EXHIBIT H 

-1- 








 9. No rental has been paid more than thirty (30) days in advance and no security has been
deposited with Landlord except the Security Deposit in the amount of $                    as provided in the Lease. 

10. As of the date hereof, to the actual knowledge of Tenant’s Representative after undertaking reasonable investigation, there are no
existing defenses or offsets, or claims or any basis for a claim that the undersigned has against Landlord other than the following: 

                          
                                         
 . 
 11. If Tenant is a corporation, limited liability company, partnership or limited liability partnership, each individual executing
this Estoppel Certificate on behalf of Tenant hereby represents and warrants that Tenant is a duly formed and existing entity qualified to do business in California and that Tenant has full right and authority to execute and deliver this Estoppel
Certificate and that each person signing on behalf of Tenant is authorized to do so. 
 12. There are no actions pending against the
undersigned under the bankruptcy or similar laws of the United States or any state. 
 13. Other than in compliance with all applicable laws
and incidental to the ordinary course of the use of the Premises, the undersigned has not used or stored any hazardous substances in the Premises. 

14. All tenant improvement work to be performed by Landlord under the Lease has been completed in accordance with the Lease and has been
accepted by the undersigned and all reimbursements and allowances due to the undersigned under the Lease in connection with any tenant improvement work have been paid in full other than the following: 

                          
                                         
 . 
 The undersigned acknowledges that this Estoppel Certificate may be delivered to Landlord or to a prospective mortgagee or
prospective purchaser, and acknowledges that said prospective mortgagee or prospective purchaser will be relying upon the statements contained herein in making the loan or acquiring the property of which the Premises are a part and that receipt by
it of this certificate is a condition of making such loan or acquiring such property. 
 Executed at
                    on the         day of
                    , 20    . 
  

 

					
	“Tenant”:
	
	                                    
                                         
                       ,
	
a                         
                                         
                                 

	 By:  
	 	 
		 	 Its:  
	 	 
		
	 By:
	 	 
		 	 Its:
	 	 



  
 EXHIBIT H 

-2- 








 EXHIBIT I 

601 GATEWAY BOULEVARD 

STANDARDS FOR UTILITIES AND SERVICES 

1. Elevators. Provide non-attended passenger elevators to and from the floor(s) on which the Premises are located. Landlord may limit
the number of elevators operating outside normal business hours. 
 2. HVAC. On Monday through Friday, except holidays, from
7:00 a.m. to 6:00 p.m., ventilate the Premises and furnish air conditioning or heating on such days and hours, in temperatures and amounts which in Landlord’s good faith judgment are reasonably required for comfortable occupancy of the Premises
under normal business operations. If Tenant requires air conditioning during other hours, Landlord will furnish same through an access system provided to Tenant at the Premises, if available, or otherwise as specified in a written request of Tenant
delivered to the Building management office before noon on the preceding business day. For this service Tenant will pay Landlord, upon receipt of Landlord’s statement, the charge at an hourly rate determined by Landlord from time to time, which
is currently $192.37 for full HVAC and $85.82 for fans only per hour. Tenant agrees that neither Tenant nor any Tenant Party shall at any time enter mechanical installations or facilities of the Building or adjust, tamper with, touch or otherwise in
any manner affect said installations or facilities. The cost of maintenance and service calls to adjust and regulate the air conditioning system shall be charged to Tenant if the need for maintenance work results from either Tenant’s adjustment
of room thermostats or Tenant’s failure to comply with Landlord’s rules governing the temperature within the Premises. 

3. Lighting. Furnish electric lighting for all public areas and special service areas of the Building as Landlord determines in good
faith to be reasonable and standard, including replacement of Building standard lights, bulbs and tubes. 
 4. Electrical
Service. Subject to the limitation of this Paragraph 4, furnish electrical service to the Premises, including providing and installing all Building standard replacement lighting tubes. If Tenant uses more electrical power than Landlord in good
faith considers reasonable or normal for office use, Tenant will pay Landlord on a monthly basis the cost of such excess power consumed by Tenant. Consumption will be determined, at Landlord’s election, either (a) by a survey performed by
a reputable consultant selected by Landlord, or (b) through separate meters or submeters installed, maintained and read by Landlord at Tenant’s cost. For purposes of this Paragraph 4 only, “month” and “monthly” shall
mean any billing period used by the utility or other power provider supplying electricity. All installations of electrical fixtures, appliances and equipment within the Premises shall be subject to Landlord’s prior approval, and if they affect
the temperature or humidity otherwise maintained, Landlord may, at Tenant’s sole cost and expense (to be paid within (30) days after delivery of written demand supported by invoices or other reasonably satisfactory evidence), install
supplemental air conditioning units. Tenant’s use of electricity shall never exceed Tenant’s share of the capacity of existing feeders to the Building or of the risers, wiring installations and transformers serving the floor(s) containing
the Premises. Landlord shall provide up to 3.5 watts per usable square foot (demand) of riser and floor panel electrical capacity averaged over the floor being serviced. 

  
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 Tenant shall be allocated an approximate 2.0 watts per usable square foot for power and 1.5 watts per usable
square foot for lighting. Any risers or wiring necessary to meet Tenant’s excess electrical requirements will be installed by Landlord on Tenant’s request, at Tenant’s sole cost and expense (to be paid in advance), but only if in
Landlord’s good faith belief they are necessary and will not cause damage to the Building or a dangerous condition, entail excessive or unreasonable alterations, repairs or expense, or disturb other occupants. 

5. Water. Provide toilet facilities, water for lavatory and toilet purposes, cold water for drinking and tepid water for lavatory
purposes, all at points of supply provided for general use of tenants in the Building through fixtures installed by Landlord or by Tenant with Landlord’s consent. 

6. Janitorial. Provide janitorial service to the Premises on business days and other cleaning services as Landlord determines to be
reasonably required. Tenant will pay Landlord the full cost attributable to any extraordinary janitorial or cleaning services which the Premises may require. 

7. Maintenance of Non-Building Standard Items. Maintenance and service costs necessary for non-building standard items in the Premises
shall be the responsibility of Tenant. As used in this paragraph, non-building standard items shall include, without limitation, heat pumps, condenser pumps, sinks and associated drain pipes, faucets, hot water heaters, garbage disposals,
dishwashers, refrigerators, ice makers, air conditioning units, projection screens and associated wiring and switching, incandescent downlight or wallwash fixtures and lamps, floor electrical outlets and power poles. 

8. Security Services. Provide Building security personnel twenty-four (24) hours per day, seven (7) days per week, fifty-two
(52) weeks per year and a card access system which allows access to individual office floors twenty-four (24) hours per day, seven (7) days per week, fifty-two (52) weeks per year, all of which shall be provided by Landlord in
its sole and absolute discretion. Notwithstanding Landlord’s providing security, Tenant waives any claim against Landlord with respect to any loss by theft or any other damage suffered or incurred by Tenant in connection with any entry into the
Premises or any other breach of security with respect to the Premises or the Building, except due to the gross negligence or willful misconduct of Landlord. 

Landlord reserves the right to adopt reasonably, nondiscriminatory modifications and additions to these standards, which Landlord shall
promptly deliver to Tenant in writing. 

  
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 EXHIBIT J 

601 GATEWAY BOULEVARD 

ACCEPTABLE FORMS OF INSURANCE CERTIFICATE 
  





 

  
 EXHIBIT J 

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 EXHIBIT J 

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 EXHIBIT K 

601 GATEWAY BOULEVARD 

FORM OF LETTER OF CREDIT 

(Letterhead of a money center bank 

acceptable to the Landlord) 
  

			
	_______________, 20___        	 	
		
	  
	 	
	  
	 	
	  
	 	
	  
	 	

 Gentlemen: 
 We
hereby establish our Irrevocable Letter of Credit and authorize you to draw on us at sight for the account of IMMUNE DESIGN CORP., a Delaware corporation (“Applicant”), the aggregate amount of THIRTY FIVE THOUSAND FIVE
HUNDRED and 50/100 Dollars ($35,500.50). 
 Funds under this Letter of Credit are available to the beneficiary hereof as follows: 

Any or all of the sums hereunder may be drawn down at any time and from time to time from and after the date hereof by 

 

					
	 GATEWAY CENTER, LLC,
 a Delaware
limited liability company

		
	By:	 	 BOSTON PROPERTIES LIMITED PARTNERSHIP,

a Delaware limited partnership,
 its sole member

			
		 	By:	 	 BOSTON PROPERTIES, INC,
 a Delaware
corporation,
 its general partner


  

			
	By:                                     
                           	 	
	Name:                                     
                      	 	
	Title:                                     
                        	 	

 (“Beneficiary”) when accompanied by this Letter of Credit and a written statement signed by a representative of
Beneficiary, (i) certifying that Beneficiary is otherwise allowed to draw down on this Letter of Credit pursuant to the terms of that certain office lease by and between Beneficiary and Applicant dated November 21, 2013, as amended
(collectively, the “Lease”), (ii) certifying that Beneficiary is entitled to draw down the full amount of this Letter of Credit as the result of the filing of a voluntary petition under the U.S. Bankruptcy Code or a State Bankruptcy


  
 EXHIBIT K 

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Code by the tenant under the Lease, which filing has not been dismissed at the time of this drawing, or (iii) certifying that Beneficiary is entitled to draw down the full amount of this
Letter of Credit as the result of an involuntary petition having been filed under the U.S. Bankruptcy Code or a State Bankruptcy Code against the tenant under the Lease, which filing has not been dismissed at the time of this drawing. 

This Letter of Credit is transferable in its entirety. Should a transfer be desired, such transfer will be subject to the return to us of this
advice, together with written instructions. 
 The amount of each draft must be endorsed on the reverse hereof by the negotiating bank. 

We hereby agree with you that if drafts are presented to the [bank name] under this 

Letter of Credit at or prior to 11:00 a.m.
                time, on a business day, and provided that such drafts presented conform to the terms and conditions of this Letter of Credit, payment shall be initiated
by us in immediately available funds by our close of business on the succeeding business day. 
 If drafts are presented to [bank name]
under this Letter of Credit after 11:00 a.m.             time, on a business day, and provided that such drafts conform with the terms and conditions of this Letter of Credit, payment
shall be initiated by us in immediately available funds by our close of business on the second succeeding business day. As used in this Letter of Credit, “business day” shall mean any day other than a Saturday, Sunday or a day on which
banking institutions in the state of California are authorized or required by law to close. If the expiration date for this Letter of Credit shall ever fall on a day which is not a business day then such expiration date shall automatically be
extended to the date which is the next business day. 
 We hereby engage with you that drafts drawn under and in compliance with the terms
and conditions of this Letter of Credit will be duly honored by us if presented at our offices located at
                                         
           Attention:             ] (or at such other office of the bank as to which you have received written notice
from us by registered mail, courier service or hand delivery, as being the applicable such address) on or before the then current expiration date. We agree to notify you in writing by registered mail, courier service or hand delivery, of any change
in such address. 
 Presentation of a drawing under this Letter of Credit may be made on or prior to the then current expiration date hereof
by hand delivery, courier service, overnight mail, or facsimile. Presentation by facsimile transmission shall be by transmission of the above required sight draft drawn on us together with this Letter of Credit to our facsimile number,
[(                    )                    
attention: the manager, standby letter of credit department,] with telephonic confirmation of our receipt of such facsimile transmission at our telephone number
[(                    )                    
] or to such other facsimile or telephone numbers, as to which you have received written notice from us as being the applicable such number). We agree to notify you in writing, by registered mail, courier service or hand delivery, of any
change in such direction. Any facsimile presentation pursuant to this paragraph shall also state thereon that the original of such sight draft and Letter of Credit are being remitted, for delivery on the next business day, to [bank name] at
the applicable address for presentment pursuant to the paragraph preceding this one. 

  
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 This Letter of Credit shall expire
on                        . 

Notwithstanding the above expiration date of this Letter of Credit, the term of this Letter of Credit shall be automatically renewed for
successive, additional one (1) year periods unless, at least sixty (60) days prior to any such date of expiration, the undersigned shall give written notice to Beneficiary, by certified mail, return receipt requested and at the address set
forth above or at such other address as may be given to the undersigned by Beneficiary, that this Letter of Credit will not be renewed. (FINAL EXPIRATION DATE NOT LESS THAN 120 DAYS FOLLOWING LEASE EXPIRATION DATE) 

This Letter of Credit is governed by the Uniform Customs and Practice for Documentary Credits (1993 Revision), International Chamber of
Commerce Publication 500. 
  

			
	Very truly yours,
	(Name of Issuing Bank)
		
	By: 	 	 


  

  
 EXHIBIT K 

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