Standard Office Lease



 Exhibit 10.30 
 STANDARD OFFICE LEASE 
 BY AND BETWEEN 
 ARDEN REALTY LIMITED PARTNERSHIP, 
 a Maryland limited partnership,

 AS LANDLORD, 
 AND 
 ENTROPIC COMMUNICATIONS, INC., 
 a Delaware corporation, 
 AS TENANT 
 SUITE 200 
 ARDEN TOWERS AT SORRENTO - SOUTH 







 TABLE OF CONTENTS 
  

							
	 	 	 	  	 	  	PAGE
	 ARTICLE 1
	 		  	BASIC LEASE PROVISIONS	  	1
				
	 ARTICLE 2
	 		  	TERM/PREMISES	  	2
				
	 ARTICLE 3
	 		  	RENTAL	  	2
				
		 	 (a)
	  	    Basic Rental	  	2
				
		 	 (b)
	  	    Increase in Direct Costs	  	2
				
		 	 (c)
	  	    Definitions	  	3
				
		 	 (d)
	  	    Determination of Payment	  	4
				
		 	 (e)
	  	    Audit Right	  	5
				
	 ARTICLE 4
	 		  	SECURITY DEPOSIT	  	5
				
	 ARTICLE 5
	 		  	HOLDING OVER	  	6
				
	 ARTICLE 6
	 		  	OTHER TAXES	  	6
				
	 ARTICLE 7
	 		  	USE	  	7
				
	 ARTICLE 8
	 		  	CONDITION OF PREMISES	  	7
				
	 ARTICLE 9
	 		  	REPAIRS AND ALTERATIONS	  	8
				
		 	 (a)
	  	    Landlord’s Obligations	  	8
				
		 	 (b)
	  	    Tenant’s Obligations	  	8
				
		 	 (c)
	  	    Alterations	  	8
				
		 	 (d)
	  	    Insurance; Liens	  	9
				
		 	 (e)
	  	    Costs and Fees; Removal	  	9
				
	 ARTICLE 10
	 		  	LIENS	  	9
				
	 ARTICLE 11
	 		  	PROJECT SERVICES	  	9
				
		 	 (a)
	  	    Basic Services	  	9
				
		 	 (b)
	  	    Excess Usage	  	10
				
		 	 (c)
	  	    Additional Electrical Service	  	10
				
		 	 (d)
	  	    HVAC Balance	  	10
				
		 	 (e)
	  	    Telecommunications	  	10
				
		 	 (f)
	  	    After-Hours Use	  	11
				
		 	 (g)
	  	    Reasonable Charges	  	11
				
		 	 (h)
	  	    Sole Electrical Representative	  	11
				
	 ARTICLE 12
	 		  	RIGHTS OF LANDLORD	  	11
				
		 	 (a)
	  	    Right of Entry	  	11
				
		 	 (b)
	  	    Maintenance Work	  	11
				
		 	 (c)
	  	    Rooftop	  	12

  

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 TABLE OF CONTENTS 
 (CONTINUED) 
  

							
	 	 	 	  	 	  	PAGE
	 ARTICLE 13
	 		  	INDEMNITY; EXEMPTION OF LANDLORD FROM LIABILITY	  	12
				
		 	 (a)
	  	    Indemnity	  	12
				
		 	 (b)
	  	    Exemption of Landlord from Liability	  	12
				
		 	 (c)
	  	    Security	  	12
				
	 ARTICLE 14
	 		  	INSURANCE	  	13
				
		 	 (a)
	  	    Tenant’s Insurance	  	13
				
		 	 (b)
	  	    Form of Policies	  	13
				
		 	 (c)
	  	    Landlord’s Insurance	  	14
				
		 	 (d)
	  	    Waiver of Subrogation	  	14
				
		 	 (e)
	  	    Compliance with Law	  	14
				
	 ARTICLE 15
	 		  	ASSIGNMENT AND SUBLETTING	  	14
				
	 ARTICLE 16
	 		  	DAMAGE OR DESTRUCTION	  	16
				
	 ARTICLE 17
	 		  	SUBORDINATION	  	17
				
	 ARTICLE 18
	 		  	EMINENT DOMAIN	  	18
				
	 ARTICLE 19
	 		  	DEFAULT	  	18
				
	 ARTICLE 20
	 		  	REMEDIES	  	19
				
	 ARTICLE 21
	 		  	TRANSFER OF LANDLORD’S INTEREST	  	21
				
	 ARTICLE 22
	 		  	BROKER	  	21
				
	 ARTICLE 23
	 		  	PARKING	  	21
				
	 ARTICLE 24
	 		  	WAIVER	  	22
				
	 ARTICLE 25
	 		  	ESTOPPEL CERTIFICATE	  	22
				
	 ARTICLE 26
	 		  	LIABILITY OF LANDLORD	  	23
				
	 ARTICLE 27
	 		  	INABILITY TO PERFORM	  	23
				
	 ARTICLE 28
	 		  	HAZARDOUS WASTE	  	23
				
	 ARTICLE 29
	 		  	SURRENDER OF PREMISES; REMOVAL OF PROPERTY	  	25
				
	 ARTICLE 30
	 		  	MISCELLANEOUS	  	26
				
		 	 (a)
	  	    SEVERABILITY; ENTIRE AGREEMENT	  	26
				
		 	 (b)
	  	    Attorneys’ Fees; Waiver of Jury Trial	  	26
				
		 	 (c)
	  	    Time of Essence	  	27
				
		 	 (d)
	  	    Headings; Joint and Several	  	27
				
		 	 (e)
	  	    Reserved Area	  	27

  

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 TABLE OF CONTENTS 
 (CONTINUED) 
  

							
	 	 	 	  	 	  	PAGE
		 	 (f)
	  	    NO OPTION	  	27
				
		 	 (g)
	  	    Use of Project Name; Improvements	  	27
				
		 	 (h)
	  	    Rules and Regulations	  	27
				
		 	 (i)
	  	    Quiet Possession	  	27
				
		 	 (j)
	  	    Rent	  	28
				
		 	 (k)
	  	    Successors and Assigns	  	28
				
		 	 (l)
	  	    Notices	  	28
				
		 	 (m)
	  	    Persistent Delinquencies	  	28
				
		 	 (n)
	  	    Right of Landlord to Perform	  	28
				
		 	 (o)
	  	    Access, Changes in Project, Facilities, Name	  	28
				
		 	 (p)
	  	    Signing Authority	  	29
				
		 	 (q)
	  	    Identification of Tenant	  	29
				
		 	 (r)
	  	    Intentionally Omitted	  	30
				
		 	 (s)
	  	    Survival of Obligations	  	30
				
		 	 (t)
	  	    Confidentiality	  	30
				
		 	 (u)
	  	    Governing Law	  	30
				
		 	 (v)
	  	    Office of Foreign Assets Control	  	30
				
		 	 (w)
	  	    Financial Statements	  	30
				
		 	 (x)
	  	    Exhibits	  	30
				
		 	 (y)
	  	    Independent Covenants	  	30
				
		 	 (z)
	  	    Counterparts	  	31
				
	 ARTICLE 31
	 		  	SIGNAGE/DIRECTORY	  	31

 Exhibit “A” Premises 
 Exhibit “B” Rules and Regulations 
  

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 INDEX 
  

			
	 	  	Page(s)
	 Additional Rent
	  	2
	 Alterations
	  	8
	 Base Year
	  	1
	 Basic Rental
	  	1
	 Brokers
	  	1
	 Commencement Date
	  	1
	 Direct Costs
	  	3
	 Estimate
	  	4
	 Estimate Statement
	  	4
	 Estimated Excess
	  	4
	 Event of Default
	  	18
	 Excess
	  	4
	 Expiration Date
	  	1
	 Force Majeure
	  	23
	 Hazardous Material
	  	24
	 Initial Installment of Basic Rental
	  	1
	 Insurance Costs
	  	3
	 Landlord
	  	1
	 Landlord Parties
	  	12
	 Laws
	  	25
	 Lease
	  	1
	 Lease Year
	  	2
	 Miscellaneous Costs
	  	4
	 Operating Costs
	  	3
	 Parking Passes
	  	1
	 Partnership Tenant
	  	29
	 Permitted Use
	  	1
	 Premises
	  	1
	 Project
	  	1
	 Real Property
	  	3
	 Security Deposit
	  	1
	 Square Footage
	  	1
	 Statement
	  	4
	 Tax Costs
	  	3
	 Tenant
	  	1
	 Tenant Improvements
	  	8
	 Tenant’s Proportionate Share
	  	1
	 Term
	  	1
	 Transfer
	  	15
	 Transfer Premium
	  	16
	 Transferee
	  	16
	 Utility Costs
	  	3

  

 (i) 








 STANDARD OFFICE LEASE 
 This Standard Office Lease (“Lease”) is made and entered into as of this
29th day of September, 2005, by and between ARDEN REALTY LIMITED PARTNERSHIP, s Maryland limited partnership
(“Landlord”), and ENTROPIC COMMUNICATIONS, INC., a Delaware corporation(“Tenant”). 
 Landlord hereby
leases to Tenant and Tenant hereby leases from Landlord the premises described as Suite No. 200, as designated on the plan attached hereto and incorporated herein as Exhibit “A” (“Premises”), of the project
(“Project”) now known as Arden Towers at Sorrento - South whose address is 9276 Scranton Road, San Diego, California for the Term and upon the terms and conditions hereinafter set forth, and Landlord and Tenant hereby agree as
follows: 
 ARTICLE 1 
 BASIC LEASE PROVISIONS 
  

					
			
	 A.
	  	Term:	  	One (1) year.
			
		  	Commencement Date:	  	June 1, 2006.
			
		  	Expiration Date:	  	May 31, 2007.
			
	 B.
	  	Square Footage:	  	14,951 rentable (13,602 usable) square feet.
			
	 C.
	  	Basic Rental:	  	

  

							
	 Period
	 	 Annual
 Basic Rental
	 	 Monthly
 Basic Rental
	 	 Monthly Basic Rental
 Per Rentable Square Foot

	 *6/1/06-5/31/07
	 	$439,559.40	 	$36,629.95	 	$2.45



	*	In addition Tenant shall pay for electricity supplied to the Premises as described in Section 11(a) below. 

  

					
	D.	 	Base Year:	  	2006
			
	E.	 	Tenant’s Proportionate Share:	  	12.18%.
			
	F.	 	Security Deposit:	  	A security deposit of $36,629.00 shall be due and payable by Tenant to Landlord upon Tenant’s execution of this Lease.
			
	G.	 	Permitted Use:	  	General office use.
			
	H.	 	Brokers:	  	Irving Hughes Group represents Tenant.
			
	I.	 	Parking Passes:	  	Tenant shall rent forty-one (41) unreserved surface parking passes and fourteen (14) unreserved covered parking passes, at the rate provided in Article 23 hereof.
			
	J.	 	Initial Installment of Basic Rental:	  	The first full month’s Basic Rental of $36,620.05 shall be due and payable by Tenant to Landlord upon Tenant’s execution of this Lease.








 ARTICLE 2 
 TERM/PREMISES 
 The Term of this Lease
shall commence on the Commencement Date as set forth in Article 1.A. of the Basic Lease Provisions and shall end on the Expiration Date set forth in Article 1.A. of the Basic Lease Provisions. For purposes of this Lease, the term “Lease
Year” shall mean each consecutive twelve (12) month period during the Term, with the first (1st) Lease Year commencing on the Commencement Date. Landlord and Tenant hereby stipulate that the Premises contains the number of square feet specified in Article 1.B. of the Basic Lease Provisions, except that the rentable and
usable square feet of the Premises and the Project are subject to verification from time to time by Landlord’s architect/space planner. In the event that Landlord’s architect/space planner determines that the amounts thereof shall be
different from those set forth in this Lease, all amounts, percentages and figures appearing or referred to in this Lease based upon such incorrect amount (including, without limitation, the amount of the Basic Rental and Tenant’s Proportionate
Share) shall be modified in accordance with such determination. If such determination is made, it will be confirmed in writing by Landlord to Tenant. Landlord may deliver to Tenant a Commencement Letter in a form substantially similar to that
attached hereto as Exhibit “C”, which Tenant shall execute and return to Landlord within five (5) days of receipt thereof. Failure of Tenant to timely execute and deliver the Commencement Letter shall constitute acknowledgement by
Tenant that the statements included in such notice are true and correct, without exception. 
 ARTICLE 3 
 RENTAL 
 (a) Basic Rental. Tenant agrees to pay to Landlord during the Tenant hereof, at Landlord’s office or to such other person or at such other place as directed from time to time by written notice to
Tenant from Landlord, the initial monthly and annual sums as set forth in Article 1.C. of the Basic Lease Provisions, payable in advance on the first (1st) day of each calendar month, without demand, setoff or deduction, and in the event this Lease commences or the date of expiration of this Lease occurs other than on the first (1st) day or last day of a calendar month, the rent for such month shall be prorated. Notwithstanding the foregoing, the first
full month’s Basic Rental shall be paid to Landlord in accordance with Article 1.J. of the Basic Lease Provisions. 
 (b)
Increase in Direct Costs. The term “Base Year” means the calendar year set forth in Article 1.D. of the Basic Lease Provisions. If, in any calendar year during the Term of this Lease, the “Direct Costs” (as
hereinafter defined) paid or incurred by Landlord shall be higher than the Direct Costs for the Base Year, Tenant shall pay an additional sum for each such subsequent calendar year equal to the product of the amount set forth in Article 1.E. of the
Basic Lease Provisions multiplied by such increased amount of “Direct Costs.” In the event either the Premises and/or the Project is expanded or reduced, then Tenant’s Proportionate Share shall be appropriately adjusted, and as to the
calendar year in which such change occurs, Tenant’s Proportionate Share for such calendar year shall be determined on the basis of the number of days during that particular calendar year that such Tenant’s Proportionate Share was in
effect. In the event this Lease shall terminate on any date other than the last day of a calendar year, the additional sum payable hereunder by Tenant during the calendar year in which this Lease terminates shall be prorated on the basis of the
relationship which the number of days which have elapsed from the commencement of said calendar year to and including said date on which this Lease terminates bears to three hundred sixty five (365). Any and all amounts due and payable by Tenant
pursuant to this Lease (other than Basic Rental) shall be deemed “Additional Rent” and Landlord shall be entitled to exercise the same rights and remedies upon default in these payments as Landlord is entitled to exercise with
respect to defaults in monthly Basic Rental payments. 
  

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 (c) Definitions. As used herein the term “Direct Costs” shall mean the sum
of the following: 
 (i) “Tax Costs”, which shall mean any and all real estate taxes and other similar charges on real
property or improvements, assessments, water and sewer charges, and all other charges assessed, reassessed or levied upon the Project and appurtenances thereto and the parking or other facilities thereof, or the real property thereunder
(collectively the “Real Property”) or attributable thereto or on the rents, issues, profits or income received or derived therefrom which are assessed, reassessed or levied by the United States, the State of California or any local
government authority or agency or any political subdivision thereof, and shall include Landlord’s reasonable legal fees, costs and disbursements incurred in connection with proceedings for reduction of Tax Costs or any part thereof provided,
however, if at any time after the date of this Lease the methods of taxation now prevailing shall be altered so that in lieu of or as a supplement to or a substitute for the whole or any part of any Tax Costs, there shall be assessed, reassessed or
levied (a) a tax, assessment, easement, levy, imposition or charge wholly or partially as a net income, capital or franchise levy or otherwise on the rents, issues, profits or income derived therefrom, or (b) a tax, assessment,
reassessment, levy (including but not limited to any municipal, state or federal levy), imposition or charge measured by or based in whole or in part upon the Real Property and imposed upon Landlord, then except to the extent such items are payable
by Tenant under Article 6 below, such taxes, assessments, reassessments or levies or the part thereof so measured or based, shall be deemed to be included in the term “Direct Costs.” In no event shall Tax Costs included in Direct Costs for
any year subsequent to the Base Year be less than the amount of Tax Costs included in Direct Costs for the Base Year. In addition, when calculating Tax Costs for the Base Year, special assessments shall only be deemed included in Tax costs for the
Base Year to the extent that such special assessments are included in Tax Costs for the applicable subsequent calendar year during the Term. 
 (ii) “Operating Costs”, which shall mean all costs and expenses incurred by Landlord in connection with the maintenance, operation, replacement, ownership and repair of the Project, the equipment, the intrabuilding
cabling and wiring, adjacent walks, malls and landscaped and common areas and the parking structure, areas and facilities of the Project, including, but not limited to, salaries, wages, medical, surgical and general welfare benefits and pension
payments, payroll taxes, fringe benefits, employment taxes, workers’ compensation, uniforms and dry cleaning thereof for all persons who perform duties connected with the operation, maintenance and repair of the Project, its equipment, the
intrabuilding cabling and wiring and the adjacent walks and landscaped areas, including janitorial, gardening, security, parking, operating engineer, elevator, painting, plumbing, electrical, carpentry, heating, ventilation, air conditioning, window
washing, hired services, a reasonable allowance for depreciation of the cost of acquiring or the rental expense of personal property used in the maintenance, operation and repair of the Project, accountant’s fees incurred in the preparation of
rent adjustment statements, legal fees, real estate tax consulting lees, personal property taxes on property used in the maintenance and operation of the Project, fees, costs, expenses or dues payable pursuant to the terms of any covenants,
conditions or restrictions or owners’ association pertaining to the Project, capital expenditures incurred to effect economies of operation of, or stability of services to, the Project and capital expenditures required by government
regulations, laws, or ordinances including, but not limited to the Americans with Disabilities Act; costs incurred (capital or otherwise) on a regular recurring basis every three (3) or more years for certain maintenance projects (e.g., parking
lot slurry coat or replacement of lobby and elevator cab carpeting); the cost of all charges for electricity, gas, water and other utilities finished to the Project, including any taxes thereon (collectively, “Utility Costs”); the
cost of all charges for fire and extended coverage, liability and all other insurance in connection with the Project carried by Landlord (collectively “Insurance Costs”); the cost of all building and cleaning supplies and materials;
the cost of all charges for cleaning, maintenance and service contracts and other services with independent contractors and administration fees; a property management fee (which fee may be imputed if Landlord has internalized management or otherwise
acts as its own property manager) and license, 

  

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permit and inspection fees relating to the Project. In the event, during any calendar year, the project is less than ninety-five percent (95%) occupied
at all times, Operating Costs shall be adjusted to reflect the Operating Costs of the Project as though ninety-five percent (95%) were occupied at all times, and the increase or decrease in the sums owed hereunder shall be based upon such
Operating Costs as so adjusted. The term “Miscellaneous Costs” shall mean all Operating Costs other than Utility Costs and Insurance Costs. Notwithstanding anything to the contrary set forth in this Article 3, in no event shall
(A) Utility Costs included in Direct Costs for any year subsequent to the Base Year be less than the amount of Utility Costs for the Base Year, (B) Insurance Costs included in Direct Costs for any year subsequent to the Base Year be less
than the amount of Insurance Costs for the Base Year, or (C) Miscellaneous Costs included in Direct Costs for any year subsequent to the Base Year be less than the amount of Miscellaneous Costs for the Base Year. In addition, notwithstanding
anything to the contrary set forth in this Article 3, when calculating Operating Costs for the Base Year, unless Operating Costs for the applicable subsequent calendar year include the applicable following items, Operating Costs shall exclude
(a) increases due to extraordinary circumstances including, but not limited to, labor-related boycotts and strikes, utility rate hikes, utility conservation surcharges, or other surcharges, insurance premiums resulting from terrorism coverage,
catastrophic events and/or the management of environmental risks, and (b) amortization of any capital items including, but not limited to, capital improvements, capital repairs and capital replacements (including such amortized costs where the
actual improvement, repair or replacement was made in prior years). 
 (d) Determination of Payment. 
 (i) If for any calendar year ending or commencing within the Term, Tenant’s Proportionate Share of Direct Costs for such calendar year exceeds
Tenant’s Proportionate Share of Direct Costs for the Base Year, then Tenant shall pay to Landlord, in the manner set forth in Sections 3(d)(ii) and (iii), below, and as Additional Rent, an amount equal to the excess (the
“Excess”). 
 (ii) Landlord shall 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 Direct Costs for the then-current calendar year shall be and the estimated Excess (the “Estimated
Excess”) as calculated by comparing Tenant’s Proportionate Share of Direct Costs for such calendar year, which shall be based upon the Estimate, to Tenant’s Proportionate Share of Direct Costs for the Base Year. The failure of
Landlord to timely furnish the Estimate Statement for any calendar year shall not preclude Landlord from subsequently enforcing its rights to collect any Estimated Excess under this Article 3, once such Estimated Excess has been determined by
Landlord. If pursuant to the Estimate Statement an Estimated Excess is calculated for the then-current calendar year, Tenant shall pay, with its next installment of Monthly Basic Rental due, a fraction of the Estimated Excess for the then-current
calendar year (reduced by any amounts paid pursuant to the last sentence of this Section 3(d)(ii)). Such fraction shall have as its numerator the number of months which have elapsed in such current calendar year to the month of such payment,
both months inclusive, and shall have twelve (12) as its denominator. Until a new Estimate Statement is furnished, Tenant shall pay monthly, with the Monthly Basic Rental 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. 
 (iii) In addition, Landlord shall
endeavor to give to Tenant as soon as reasonably practicable following the end of each calendar year, a statement (the “Statement”) which shall state the Direct Costs incurred or accrued for such preceding calendar year, and which
shall indicate the amount, if any, of the Excess. Upon receipt of the Statement for each calendar year during the Term, if amounts paid by Tenant as Estimated Excess are less than the actual Excess as specified on the Statement, Tenant shall pay,
with its next installment of monthly Basic Rental due, the full amount of the Excess for such calendar year, less the amounts, if any, paid during such calendar year as Estimated Excess. If, however, 

  

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the Statement indicates that amounts paid by Tenant as Estimated Excess are greater than the actual Excess as specified on the Statement, such overpayment
shall be credited against Tenant’s next installments of Estimated Excess. The failure of Landlord to timely furnish the Statement for any calendar year shall not prejudice Landlord from enforcing its rights under this Article 3, once such
Statement has been delivered. Even though the Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Proportionate Share of the Direct Costs for the calendar year in which this Lease terminates,
if an Excess is present, Tenant shall immediately pay to Landlord an amount as calculated pursuant to the provisions of this Section 3(d). The provisions of this Section 3(d)(iii) shall survive the expiration or earlier termination of the
Term. 
 (iv) If the Project is a part of a multi-building development, those Direct Costs attributable to such development as a whole
(and not attributable solely to any individual building therein) shall be allocated by Landlord to the Project and to the other buildings within such development on an equitable basis. 
 (e) Audit Right. Within one hundred twenty (120) days after receipt of a Statement by Tenant (“Review Period”), if
Tenant disputes the amount set forth in the Statement, Tenant’s employees or an independent certified public accountant (which accountant is a member of a nationally or regionally recognized accounting firm and is not retained on a contingency
fee basis), designated by Tenant, may, after reasonable notice to Landlord and at reasonable times, inspect Landlord’s records at Landlord’s offices, provided that Tenant is not then in default after expiration of all applicable cure
periods and provided further that Tenant and such accountant or representative shall, and each of them shall use their commercially reasonable efforts to cause their respective agents and employees to, maintain all information contained in
Landlord’s records in strict confidence. Notwithstanding the foregoing, Tenant shall only have the right to review Landlord’s records one (1) time during any twelve (12) month period. Tenant’s failure to dispute the amounts
set forth in any Statement within the Review Period shall be deemed to be Tenant’s approval of such Statement and Tenant, thereafter, waives the right or ability to dispute the amounts set forth in such Statement. If after such inspection, but
within thirty (30) days after the Review Period, Tenant notifies Landlord in writing that Tenant still disputes such amounts, a certification as to the proper amount shall be made in accordance with Landlord’s standard accounting
practices, at Tenant’s expense, by an independent certified public accountant selected by Landlord and who is a member of a nationally or regionally recognized accounting firm. Landlord shall cooperate in good faith with Tenant and the
accountant to show Tenant and the accountant the information upon which the certification is to be based. However, if such certification by the accountant proves that the Direct Costs set forth in the Statement were overstated by more than ten
percent (10%), then the cost of the accountant and the cost of such certification shall be paid for by Landlord. Promptly following the parties receipt of such certification, the parties shall make such appropriate payments or reimbursements, as the
case may be, to each other, as are determined to be owing pursuant to such certification. 
 ARTICLE 4 
 SECURITY DEPOSIT 
 Tenant has
deposited with Landlord the sum set forth in Article 1.F. of the Basic Lease Provisions as security for the full and faithful performance of every provision of this Lease to be performed by Tenant. If Tenant breaches any provision of this Lease,
including but not limited to the payment of rent, Landlord may use all or any part of this security deposit for the payment of any rent or any other sums in default, or to compensate Landlord for any other loss or damage which Landlord may suffer by
reason of Tenant’s default. If any portion of said deposit is so used or applied, Tenant shall, within five (5) days after written demand therefor, deposit cash with Landlord in an amount sufficient to restore the security deposit to its
full amount. Tenant agrees that Landlord shall not be required to keep the security deposit in 

  

 -5- 








 
trust, segregate it or keep it separate from Landlord’s general funds, but Landlord may commingle the security deposit with its general funds and Tenant
shall not be entitled to interest on such deposit. At the expiration of the Term, and provided there exists no default by Tenant hereunder, the security deposit or any balance thereof shall be returned to Tenant (or, at Landlord’s option, to
Tenant’s “Transferee”, as such term is defined in Article 15 below), provided that subsequent to the expiration of this Lease, Landlord may retain from said security deposit (i) an amount reasonably estimated by Landlord to cover
potential Direct Cost reconciliation payments due with respect to the calendar year in which this Lease terminates or expires (such amount so retained shall not, in any event, exceed ten percent (10%) of estimated Direct Cost payments due from
Tenant for such calendar year through the date of expiration or earlier termination of this Lease and any amounts so retained and not applied to such reconciliation shall be returned to Tenant within thirty (30) days after Landlord’s
delivery of the Statement for such calendar year), (ii) any and all amounts reasonably estimated by Landlord to cover the anticipated costs to be incurred by Landlord to remove any signage provided to Tenant under this Lease, to remove cabling
and other items required to be removed by Tenant under Section 29(b) below and to repair any damage caused by such removal (in which case any excess amount so retained by Landlord shall be returned to Tenant within thirty (30) days after
such removal and repair), and (iii) any and all amounts permitted by law or this Article 4. Tenant hereby waives the provisions of Section 1950.7 of the California Civil Code and all other provisions of law, now or hereafter in effect,
which provide that Landlord may claim from a security deposit only those sums reasonably necessary to remedy defaults in the payment of rent, to repair damage caused by Tenant or to clean the Premises, it being agreed that Landlord may, in addition,
claim those sums specified in this Article 4 above and/or those sums reasonably necessary to compensate Landlord for any other loss or damage, foreseeable or unforeseeable, caused by the acts or omissions of Tenant or any officer, employee, agent,
contractor or invitee of Tenant. 
 ARTICLE 5 
 HOLDING OVER 
 Should Tenant, without Landlord’s written consent, hold over after
termination of this Lease, Tenant shall become a tenant at sufferance upon each and all of the terms herein provided as may be applicable to such a tenancy and any such holding over shall not constitute an extension of this Lease. During such
holding over, Tenant shall pay in advance, monthly, Basic Rental at a rate equal to two (2) times the rate in effect for the last month of the Term of this Lease, in addition to, and not in lieu of, all other payments required to be made by
Tenant hereunder including but not limited to Tenant’s Proportionate Share of any increase in Direct Costs. Nothing contained in this Article 5 shall be construed as consent by Landlord to any holding over of the Premises 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 earlier termination of the Term. If Tenant fails to surrender the Premises upon the
expiration or termination of this Lease, Tenant agrees to indemnify, defend and hold Landlord harmless from all costs, loss, expense or liability, including without limitation, claims made by any succeeding tenant and real estate brokers claims and
attorney’s fees and costs. 
 ARTICLE 6 
 OTHER TAXES 
 Tenant shall pay, prior to delinquency, all taxes assessed against or levied
upon trade fixtures, furnishings, equipment and all other personal property of Tenant located in the Premises. In the event any or all of Tenant’s trade fixtures, furnishings, equipment and other personal property shall be assessed and taxed
with property of Landlord, or if the cost or value of any leasehold improvements in the Premises exceeds the cost or value of a Project-standard buildout as determined by Landlord and, as a result, real 

  

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property taxes for the Project are increased, Tenant shall pay to Landlord, within ten (10) days after delivery to Tenant by Landlord of a written
statement setting forth such amount, the amount of such taxes applicable to Tenant’s property or above-standard improvements. Tenant shall assume and pay to Landlord at the time Basic Rental next becomes due (or if assessed after the expiration
of the Term, then within ten (10) days), any excise, sales, use, rent, occupancy, garage, parking, gross receipts or other taxes (other than net income taxes) which may be assessed against or levied upon Landlord on account of the letting of
the Premises or the payment of Basic Rental or any other sums due or payable hereunder, and which Landlord may be required to pay or collect under any law now in effect or hereafter enacted. In addition to Tenant’s obligation pursuant to the
immediately preceding sentence, Tenant shall pay directly to the party or entity entitled thereto all business license fees, gross receipts taxes and similar taxes and impositions which may from time to time be assessed against or levied upon
Tenant, as and when the same become due and before delinquency. Notwithstanding anything to the contrary contained herein, any sums payable by Tenant under this Article 6 shall not be included in the computation of “Tax Costs.” 

ARTICLE 7 
 USE

 Tenant shall use and occupy the Premises only for the use set forth in Article 1.G. of the Basic Lease Provisions and shall not
use or occupy the Premises or permit the same to be used or occupied for any other purpose without the prior written consent of Landlord, which consent may be given or withheld in Landlord’s sole and absolute discretion, and Tenant agrees that
it will use the Premises in such a manner so as not to interfere with or infringe upon the rights of other tenants or occupants in the Project. Tenant shall, at its sole cost and expense, promptly comply with all laws, statutes, ordinances,
governmental regulations or requirements now in force or which may hereafter be in force relating to or affecting (i) the condition, use or occupancy of the Premises or the Project (excluding structural changes to the Project not related to
Tenant’s particular use of the Premises), and (ii) improvements installed or constructed in the Premises by or for the benefit of Tenant. Tenant shall not permit more than six (6) people per one thousand (1,000) rentable square
feet of the Premises to occupy the Premises at any time. Tenant shall not do or permit to be done anything which would invalidate or increase the cost of any fire and extended coverage insurance policy covering the Project and/or the property
located therein and Tenant shall comply with all rules, orders, regulations and requirements of any organization which sets out standards, requirements or recommendations commonly referred to by major fire insurance underwriters, and Tenant shall
promptly upon demand reimburse Landlord for any additional premium charges for any such insurance policy assessed or increased by reason of Tenant’s failure to comply with the provisions of this Article. 
 ARTICLE 8 
 CONDITION OF
PREMISES 
 Tenant hereby agrees that the Premises shall be taken “as is”, “with all faults”, “without any
representations or warranties”, and Tenant hereby agrees and warrants that it has investigated and inspected the condition of the Premises and the suitability of same for Tenant’s purposes, and Tenant does hereby waive and disclaim any
objection to, cause of action based upon, or claim that its obligations hereunder should be reduced or limited because of the condition of the Premises or the Project or the suitability of same for Tenant’s purposes. Tenant acknowledges that
neither Landlord nor any agent nor any employee of Landlord has made any representations or warranty with respect to the Premises or the Project or with respect to the suitability of either for the conduct of Tenant’s business and Tenant
expressly warrants and represents that Tenant has relied solely on its own investigation and inspection of the Premises and the Project in its decision to enter into this Lease and let the Premises in the above- 

  

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described condition. The existing leasehold improvements in the Premises as of the date of this Lease may be collectively referred to herein as the
“Tenant Improvements.” The taking of possession of the Premises by Tenant shall conclusively establish that the Premises and the Project were at such time in satisfactory condition. Tenant hereby waives subsection 1 of
Section 1932 and Sections 1941 and 1942 of the Civil Code of California or any successor provision of law. 
 ARTICLE 9

 REPAIRS AND ALTERATIONS 
 (a) Landlord’s Obligations. Landlord shall maintain the structural portions of the Project, including the foundation, floor/ceiling slabs, roof, curtain wall, exterior glass, columns, beams, shafts,
stairs, stairwells, elevator cabs and common areas, and shall also maintain and repair the basic mechanical, electrical, life safety, plumbing, sprinkler systems and heating, ventilating and air-conditioning systems (provided, however, that
Landlord’s obligation with respect to any such systems shall be to repair and maintain those portions of the systems located in the core of the Project or in other areas outside of the Premises, but Tenant shall be responsible to repair and
maintain any distribution of such systems throughout the Premises). 
 (b) Tenant’s Obligations. Except as expressly
provided as Landlord’s obligation in this Article 9, Tenant shall keep the Premises in good condition and repair. All damage or injury to the Premises or the Project resulting from the act or negligence of Tenant, its employees, agents or
visitors, guests, invitees or licensees or by the use of the Premises, shall be promptly repaired by Tenant at its sole cost and expense, to the satisfaction of Landlord; provided, however, that for damage to the Project as a result of casualty or
for any repairs that may impact the mechanical, electrical, plumbing, heating, ventilation or air-conditioning systems of the Project, Landlord shall have the right (but not the obligation) to select the contractor and oversee all such repairs.
Landlord may make any repairs which are not promptly made by Tenant after Tenant’s receipt of written notice and the reasonable opportunity of Tenant to make said repair within five (5) business days from receipt of said written notice,
and charge Tenant for the cost thereof, which cost shall be paid by Tenant within five (5) days from invoice from Landlord. Tenant shall be responsible for the design and function of all non-standard improvements of the Premises, whether or not
installed by Landlord at Tenant’s request. Tenant waives all rights to make repairs at the expense of Landlord, or to deduct the cost thereof from the rent. 
 (c) Alterations. Tenant shall make no alterations, installations, changes or additions in or to the Premises or the Project (collectively, “Alterations”) without Landlord’s prior
written consent. Any Alterations approved by Landlord must be performed in accordance with the terms hereof, using only contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and
dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant at its sole cost and expense. Tenant shall at its sole cost and expense obtain all necessary approvals and permits pertaining to
any Alterations approved by Landlord. Tenant shall cause all Alterations to be performed in a good and workmanlike manner, in conformance with all applicable federal, state, county and municipal laws, rules and regulations, pursuant to a valid
building permit, and in conformance with Landlord’s construction rules and regulations. If Landlord, in approving any Alterations, specifies a commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior
to such date. Tenant hereby agrees to indemnify, defend, and hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at
the request of Tenant in connection with any Alterations. 
  

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 (d) Insurance; Liens. Prior to the commencement of any Alterations, Tenant shall provide
Landlord with evidence that Tenant carries “Builder’s All Risk” insurance in an amount approved by Landlord covering the construction of such Alterations, and such other insurance as Landlord may reasonably require, it being
understood that all such Alterations shall be insured by Tenant pursuant to Article 14 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. 
 (e) Costs and Fees; Removal. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, by
written notice to Tenant given prior to the end of the Term, require Tenant at Tenant’s expense to remove all partitions, counters, railings, cabling and other Alterations installed by Tenant, and to repair any damage to the Premises and the
Project caused by such removal. Any and all costs attributable to or related to the applicable building codes of the city in which the Project is located (or any other authority having jurisdiction over the Project) arising from Tenant’s plans,
specifications, improvements, Alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 9, Landlord shall be entitled to receive an
administrative/coordination fee (which fee shall vary depending upon whether or not Tenant orders the work directly from Landlord) sufficient to compensate Landlord for all overhead, general conditions, fees and other costs and expenses arising from
Landlord’s involvement with such work. 
 ARTICLE 10 
 LIENS 
 Tenant shall keep the Premises and the Project free from any
mechanics’ liens, vendors liens or any other liens arising out of any work performed, materials furnished or obligations incurred by Tenant, and Tenant agrees to defend, indemnify and hold Landlord harmless from and against any such lien or
claim or action thereon, together with costs of suit and reasonable attorneys’ fees and costs incurred by Landlord in connection with any such claim or action. Before commencing any work of alteration, addition or improvement to the Premises,
Tenant shall give Landlord at least ten (10) business days’ written notice of the proposed commencement of such work (to afford Landlord an opportunity to post appropriate notices of non-responsibility). In the event that there shall be
recorded against the Premises or the Project or the property of which the Premises is a part any claim or lien arising out of any such work performed, materials furnished or obligations incurred by Tenant and such claim or lien shall not be removed
or discharged within ten (10) days of filing, Landlord shall have the right but not the obligation to pay and discharge said lien without regard to whether such lien shall be lawful or correct, or to require that Tenant promptly deposit with
Landlord in cash, lawful money of the United States, one hundred fifty percent (150%) of the amount of such claim, which sum may be retained by Landlord until such claim shall have been removed of record or until judgment shall have been
rendered on such claim and such judgment shall have become final, at which time Landlord shall have the right to apply such deposit in discharge of the judgment on said claim and any costs, including attorneys’ fees and costs incurred by
Landlord, and shall remit the balance thereof to Tenant. 
 ARTICLE 11 
 PROJECT SERVICES 
 (a) Basic Services. Landlord agrees to furnish
to the Premises, at a cost to be included in Operating Costs, from 8:00 a.m. to 6:00 p.m. Mondays through Fridays and 9:00 a.m. to 1:00 p.m. on 

  

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Saturdays, excepting local and national holidays, air conditioning and heat all in such reasonable quantities as in the judgment of Landlord is reasonably
necessary for the comfortable occupancy of the Premises. In addition, Landlord shall provide electric current for normal lighting and normal office machines, elevator service and water on the same floor as the Premises for lavatory and drinking
purposes in such reasonable quantities as in the judgment of Landlord is reasonably necessary for general office use and in compliance with applicable codes. To the extent reasonably determined by Landlord to be practicable, all such electricity
(including, without limitation, electricity in order to power the heating, ventilation and air conditioning system serving the Premises) shall be separately metered or submetered and Tenant shall make payment directly to the entity providing such
electricity if such separate meters are installed. If, however, separate meters are not installed and the Premises are submetered or are jointly metered, then Landlord shall determine and Tenant shall pay the amount reasonably determined by Landlord
to be Tenant’s equitable share of the monthly charge for such electricity, as Additional Rent. Janitorial and maintenance services shall be furnished five (5) days per week, excepting local and national holidays. Tenant shall comply with
all rules and regulations which Landlord may establish for the proper functioning and protection of the common area air conditioning, heating, elevator, electrical, intrabuilding cabling and wiring and plumbing systems. Landlord shall not be liable
for, and there shall be no rent abatement as a result of, any stoppage, reduction or interruption of any such services caused by governmental rules, regulations or ordinances, riot, strike, labor disputes, breakdowns, accidents, necessary repairs or
other cause. Except as specifically provided in this Article 11, Tenant agrees to pay for all utilities and other services utilized by Tenant and any additional building services furnished to Tenant which are not uniformly furnished to all tenants
of the Project, at the rate generally charged by Landlord to tenants of the Project for such utilities or services. 
 (b) Excess
Usage. Tenant will not, without the prior written consent of Landlord, use any apparatus or device in the Premises which will in any way increase the amount of electricity or water usually furnished or supplied for use of the Premises as general
office space; nor connect any apparatus, machine or device with water pipes or electric current (except through existing electrical outlets in the Premises), for the purpose of using electric current or water. 
 (c) Additional Electrical Service. If Tenant shall require electric current in excess of that which Landlord is obligated to furnish under
Section 11(a) above, Tenant shall first obtain the written consent of Landlord, which Landlord may refuse in its sole and absolute discretion. 
 (d) HVAC Balance. If any lights, machines or equipment (including but not limited to computers and computer systems and appurtenances) are used by Tenant in the Premises which materially affect the temperature otherwise
maintained by the air conditioning system, or generate substantially more heat in the Premises than would be generated by the building standard lights and usual office equipment, Landlord shall have the right to install any machinery and equipment
which Landlord reasonably deems necessary to restore temperature balance, including but not limited to modifications to the standard air conditioning equipment, and the cost thereof, including the cost of installation and any additional cost of
operation and maintenance occasioned thereby, shall be paid by Tenant to Landlord upon demand by Landlord. 
 (e)
Telecommunications. Upon request from Tenant from time to time, Landlord will provide Tenant with a listing of telecommunications and media service providers serving the Project, and Tenant shall have the right to contract directly with
the providers of its choice. If Tenant wishes to contract with or obtain service from any provider which does not currently serve the Project or wishes to obtain from an existing carrier services which will require the installation of additional
equipment, such provider must, prior to providing service, enter into a written agreement with Landlord setting forth the terms and conditions of the access to be granted to such provider. In considering the installation of any new or additional
telecommunications cabling or equipment at the Project, Landlord will consider all 

  

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relevant factors in a reasonable and non-discriminatory manner, including, without limitation, the existing availability of services at the Project, the
impact of the proposed installations upon the Project and its operations and the available space and capacity for the proposed installations. Landlord may also consider whether the proposed service may result in interference with or interruption of
other services at the Project or the business operations of other tenants or occupants of the Project. In no event shall Landlord be obligated to incur any costs or liabilities in connection with the installation or delivery of telecommunication
services or facilities at the Project. All such installations shall be subject to Landlord’s prior approval and shall be performed in accordance with the terms of Article 9. If Landlord approves the proposed installations in accordance with the
foregoing, Landlord will deliver its standard form agreement upon request and will use commercially reasonable efforts to promptly enter into an agreement on reasonable and non-discriminatory terms with a qualified, licensed and reputable carrier
confirming the terms of installation and operation of telecommunications equipment consistent with the foregoing. 
 (f)
After-Hours Use. If Tenant requires heating, ventilation and/or air conditioning during times other than the times provided in Section 11(a) above, Tenant shall give Landlord such advance notice as Landlord shall reasonably require
and shall pay Landlord’s standard charge for such after-hours use. 
 (g) Reasonable Charges. Landlord may impose a
reasonable charge for any utilities or services (other than electric current and heating, ventilation and/or air conditioning which shall be governed by Sections 11(c) and (f) above) utilized by Tenant in excess of the amount or type that
Landlord reasonably determines is typical for general office use. 
 (h) Sole Electrical Representative. Tenant agrees that
Landlord shall be the sole and exclusive representative with respect to, and shall maintain exclusive control over, the reception, utilization and distribution of electrical power, regardless of point or means of origin, use or generation.

 ARTICLE 12 
 RIGHTS OF LANDLORD 
 (a) Right of Entry. Landlord and its agents shall have the right to enter the
Premises at all reasonable times for the purpose of cleaning the Premises, examining or inspecting the same, serving or posting and keeping posted thereon notices as provided by law, or which Landlord deems necessary for the protection of Landlord
or the Project, showing the same to prospective tenants, lenders or purchasers of the Project, in the case of an emergency, and for making such alterations, repairs, improvements or additions to the Premises or to the Project as Landlord may deem
necessary or desirable. If Tenant shall not be personally present to open and permit an entry into the Premises at any time when such an entry by Landlord is necessary or permitted hereunder, Landlord may enter by means of a master key, or may
forcibly enter in the case of an emergency, in each event without liability to Tenant and without affecting this Lease. 
 (b)
Maintenance Work. Landlord reserves the right from time to time, but subject to payment by and/or reimbursement from Tenant as otherwise provided herein: (i) to install, use, maintain, repair, replace, relocate and control for
service to the Premises and/or other parts of the Project pipes, ducts, conduits, wires, cabling, appurtenant fixtures, equipment spaces and mechanical systems, wherever located in the Premises or the Project, (ii) to alter, close or relocate
any facility in the Premises or the common areas or otherwise conduct any of the above activities for the purpose of complying with a general plan for fire/life safety for the Project or otherwise, and (iii) to comply with any federal, state or
local law, rule or order. Landlord shall attempt to perform any such work with the least inconvenience to Tenant as is reasonably practicable, but in no event shall Tenant be permitted to withhold or reduce Basic 

  

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Rental or other charges due hereunder as a result of same, make any claim for constructive eviction or otherwise make any claim against Landlord for
interruption or interference with Tenant’s business and/or operations. 
 (c) Rooftop. If Tenant desires to use the
rooftop of the Project for any purpose, including the installation of communication equipment to be used from the Premises, such rights will be granted in Landlord’s sole discretion and Tenant must negotiate the terms of any rooftop access with
Landlord or the rooftop management company or lessee holding rights to the rooftop from time to time. Any rooftop access granted to Tenant will be at prevailing rates and will be governed by the terms of a separate written agreement or an amendment
to this Lease. 
 ARTICLE 13 
 INDEMNITY; EXEMPTION OF LANDLORD FROM LIABILITY 
 (a) Indemnity. Tenant shall
indemnify, defend and hold Landlord, Arden Realty, Inc., Arden Realty Limited Partnership, their subsidiaries, partners, affiliates and their respective officers, directors, employees and contractors (collectively, “Landlord
Parties”) harmless from any and all claims arising from Tenant’s use of the Premises or the Project or from the conduct of its business or from any activity, work or thing which may be permitted or suffered by Tenant in or about the
Premises or the Project and shall further indemnify, defend and hold Landlord and the Landlord Parties harmless from and against any and all claims arising from any breach or default in the performance of any obligation on Tenant’s part to be
performed under this Lease or arising from any negligence or willful misconduct of Tenant or any of its agents, contractors, employees or invitees, patrons, customers or members in or about the Project and from any and all costs, attorneys’
fees and costs, expenses and liabilities incurred in the defense of any claim or any action or proceeding brought thereon, including negotiations in connection therewith. Tenant hereby assumes all risk of damage to property or injury to persons in
or about the Premises from any cause, and Tenant hereby waives all claims in respect thereof against Landlord and the Landlord Parties, excepting where the damage is caused solely by the gross negligence or willful misconduct of Landlord or the
Landlord Parties. 
 (b) Exemption of Landlord from Liability. Landlord and the Landlord Parties shall not be liable for injury
to Tenant’s business, or loss of income therefrom, however occurring (including, without limitation, from any failure or interruption of services or utilities or as a result of Landlord’s negligence), or, except in connection with damage
or injury resulting from the gross negligence or willful misconduct of Landlord or the Landlord Parties, for damage that may be sustained by the person, goods, wares, merchandise or property of Tenant, its employees, invitees, customers, agents, or
contractors, or any other person in, on or about the Premises directly or indirectly caused by or resulting from any cause whatsoever, including, but not limited to, fire, steam, electricity, gas, water, or rain which may leak or flow from or into
any part of the Premises, or from the breakage, leakage, obstruction or other defects of the pipes, sprinklers, wires, appliances, plumbing, air conditioning, light fixtures, or mechanical or electrical systems, or from intrabuilding cabling or
wiring, whether such damage or injury results from conditions arising upon the Premises or upon other portions of the Project or from other sources or places and regardless of whether the cause of such damage or injury or the means of repairing the
same is inaccessible to Tenant. Landlord and the Landlord Parties shall not be liable to Tenant for any damages arising from any willful or negligent action or inaction of any other tenant of the Project. 
 (c) Security. Tenant acknowledges that Landlord’s election whether or not to provide any type of mechanical surveillance or security
personnel whatsoever in the Project is solely within Landlord’s discretion; Landlord and the Landlord Parties shall have no liability in connection with the provision, or lack, of such services, and Tenant hereby agrees to hold Landlord and the
Landlord Parties 

  

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harmless with regard to any such potential claim. Landlord and the Landlord Parties shall not be liable for losses due to theft, vandalism, or like causes.
Tenant shall defend, indemnify, and hold Landlord and the Landlord Parties harmless from any such claims made by any employee, licensee, invitee, contractor, agent or other person whose presence in, on or about the Premises or the Project is
attendant to the business of Tenant. 
 ARTICLE 14 
 INSURANCE 
 (a) Tenant’s Insurance. Tenant, shall at all times during the
Term of this Lease, and at its own cost and expense, procure and continue in force the following insurance coverage: (i) Commercial General Liability Insurance, written on an occurrence basis, with a combined single limit for bodily injury and
property damages of not less than Two Million Dollars (S2,000,000) per occurrence and Three Million Dollars ($3,000,000) in the annual aggregate, including products liability coverage if applicable, owners and contractors protective coverage,
blanket contractual coverage including both oral and written contracts, and personal injury coverage, covering the insuring provisions of this Lease and the performance of Tenant of the indemnity and exemption of Landlord from liability agreements
set forth in Article 13 hereof; (ii) a policy of standard fire, extended coverage and special extended coverage insurance (all risks), including a vandalism and malicious mischief endorsement, sprinkler leakage coverage and earthquake sprinkler
leakage where sprinklers are provided in an amount equal to the full replacement value new without deduction for depreciation of all (A) Tenant Improvements, Alterations, fixtures and other improvements in the Premises, including but not
limited to all mechanical, plumbing, heating, ventilating, air conditioning, electrical, telecommunication and other equipment, systems and facilities, and (B) trade fixtures, furniture, equipment and other personal property installed by or at
the expense of Tenant; (iii) Worker’s Compensation coverage as required by law; and (iv) business interruption, loss of income and extra expense insurance covering any failure or interruption of Tenant’s business equipment
(including, without limitation, telecommunications equipment) and covering all other perils, failures or interruptions sufficient to cover a period of interruption of not less than twelve (12) months. Tenant shall carry and maintain during the
entire Term (including any option periods, if applicable), at Tenant’s sole cost and expense, increased amounts of the insurance required to be carried by Tenant pursuant to this Article 14 and such other reasonable types of insurance coverage
and in such reasonable amounts covering the Premises and Tenant’s operations therein, as may be reasonably required by Landlord. 
 (b) Form of Policies. The aforementioned minimum limits of policies and Tenant’s procurement and maintenance thereof shall in no event limit the liability of Tenant hereunder. The Commercial General Liability Insurance
policy shall name Landlord, the Landlord Parties, Landlord’s property manager, Landlord’s lender(s) and such other persons or firms as Landlord specifies from time to time, as additional insureds with an appropriate endorsement to the
policy(s). All such insurance policies carried by Tenant shall be with companies having a rating of not less than A-VIII in Best’s Insurance Guide. Tenant shall furnish to Landlord, from the insurance companies, or cause the insurance companies
to furnish, certificates of coverage. No such policy shall be cancelable or subject to reduction of coverage or other modification or cancellation except after thirty (30) days prior written notice to Landlord by the insurer. All such policies
shall be endorsed to agree that Tenant’s policy is primary and that any insurance carried by Landlord is excess and not contributing with any Tenant insurance requirement hereunder. Tenant shall, at least twenty (20) days prior to the
expiration of such policies, furnish Landlord with renewals or binders. Tenant agrees that if Tenant does not take out and maintain such insurance or furnish Landlord with renewals or binders in a timely manner, Landlord may (but shall not be
required to) procure said insurance on Tenant’s behalf and charge Tenant the cost thereof, which amount shall be payable by Tenant upon demand with interest (at the rate set forth in Section 20(e) 

  

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below) from the date such sums are expended. Tenant shall have the right to provide such insurance coverage pursuant to blanket policies obtained by Tenant,
provided such blanket policies expressly afford coverage to the Premises and to Tenant as required by this Lease. 
 (c)
Landlord’s Insurance. Landlord may, as a cost to be included in Operating Costs, procure and maintain at all times during the Term of this Lease, a policy or policies of insurance covering loss or damage to the Project in the amount
of the full replacement costs without deduction for depreciation thereof, providing protection against all perils included within the classification of fire and extended coverage, vandalism coverage and malicious mischief, sprinkler leakage, water
damage, and special extended coverage on the building. Additionally, Landlord may carry: (i) Bodily Injury and Property Damage Liability Insurance and/or Excess Liability Coverage Insurance; and (ii) Earthquake and/or Flood Damage
Insurance; and (iii) Rental Income Insurance; and (iv) any other forms of insurance Landlord may deem appropriate or any lender may require. The costs of all insurance carried by Landlord shall be included in Operating Costs. 

(d) Waiver of Subrogation. Landlord and Tenant each agree to require their respective insurers issuing the insurance described in
Sections 14(a)(ii), 14(a)(iv) and the first sentence of Section 14(c), waive any rights of subrogation that such companies may have against the other party. Tenant hereby waives any right that Tenant may have against Landlord and Landlord
hereby waives any right that Landlord may have against Tenant as a result of any loss or damage to the extent such loss or damage is insurable under such policies. 
 (e) Compliance with Law. Tenant agrees that it will not, at any time, during the Term of this Lease, carry any stock of goods or do anything in or about the Premises that will in any way tend to increase
the insurance rates upon the Project. Tenant agrees to pay Landlord forthwith upon demand the amount of any increase in premiums for insurance that may be carried during the Term of this Lease, or the amount of insurance to be carried by Landlord on
the Project resulting from the foregoing, or from Tenant doing any act in or about the Premises that does so increase the insurance rates, whether or not Landlord shall have consented to such act on the part of Tenant. If Tenant installs upon the
Premises any electrical equipment which causes an overload of electrical lines of the Premises, Tenant shall at its own cost and expense, in accordance with all other Lease provisions (specifically including, but not limited to, the provisions of
Article 9, 10 and 11 hereof), make whatever changes are necessary to comply with requirements of the insurance underwriters and any governmental authority having jurisdiction thereover, but nothing herein contained shall be deemed to constitute
Landlord’s consent to such overloading. Tenant shall, at its own expense, comply with all insurance requirements applicable to the Premises including, without limitation, the installation of fire extinguishers or an automatic dry chemical
extinguishing system. 
 ARTICLE 15 
 ASSIGNMENT AND SUBLETTING 
 Tenant shall have no power to, either voluntarily, involuntarily,
by operation of law or otherwise, sell, assign, transfer or hypothecate this Lease, or sublet the Premises or any part thereof, or permit the Premises or any part thereof to be used or occupied by anyone other than Tenant or Tenant’s employees
without the prior written consent of Landlord, which consent shall not be unreasonably withheld. If Tenant is a corporation, unincorporated association, partnership or limited liability company, the sale, assignment, transfer or hypothecation of any
class of stock or other ownership interest in such corporation, association, partnership or limited liability company in excess of twenty-five percent (25%) in the aggregate shall be deemed a “Transfer” within the meaning and
provisions of this Article 15. Tenant may transfer its interest pursuant to this Lease only upon the following express conditions, which conditions are agreed by Landlord and Tenant to be reasonable: 
  

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 (a) That the proposed Transferee (as hereafter defined) shall be subject to the prior written
consent of Landlord, which consent will not be unreasonably withheld but, without limiting the generality of the foregoing, it shall be reasonable for Landlord to deny such consent if: 
 (i) The use to be made of the Premises by the proposed Transferee is (a) not generally consistent with the character and nature of all other
tenancies in the Project, or (b) a use which conflicts with any so-called “exclusive” then in favor of, or for any use which might reasonably be expected to diminish the rent payable pursuant to any percentage rent lease with another
tenant of the Project or any other buildings which arc in the same complex as the Project, or (c) a use which would be prohibited by any other portion of this Lease (including but not limited to any Rules and Regulations then in effect);

 (ii) The financial responsibility of the proposed Transferee is not reasonably satisfactory to Landlord or in any event not at
least equal to those which were possessed by Tenant as of the date of execution of this Lease; 
 (iii) The proposed Transferee is
either a governmental agency or instrumentality thereof; 
 (iv) 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 (A) occupies space in the Project at the time of the request for consent, or (B) is negotiating with Landlord or has negotiated with Landlord
during the six (6) month period immediately preceding the date of the proposed Transfer, to lease space in the Project; or 
 (v)
The rent charged by Tenant to such Transferee during the term of such Transfer, calculated using a present value analysis, is less than the rent being quoted by Landlord at the time of such Transfer for comparable space in the Project for a
comparable term, calculated using a present value analysis. 
 (b) Upon Tenant’s submission of a request for Landlord’s
consent to any such Transfer, Tenant shall pay to Landlord Landlord’s then standard processing fee and reasonable attorneys’ fees and costs incurred in connection with the proposed Transfer, which the parties hereby stipulate to be
$1,500.00, unless Landlord provides to Tenant evidence that Landlord has incurred greater costs in connection with the proposed Transfer; 
 (c) That the proposed Transferee shall execute an agreement pursuant to which it shall agree to perform faithfully and be bound by all of the terms, covenants, conditions, provisions and agreements of this Lease applicable to that
portion of the Premises so transferred; and 
 (d) That an executed duplicate original of said assignment and assumption agreement or
other transfer on a form reasonably approved by Landlord, shall be delivered to Landlord within five (5) days after the execution thereof, and that such transfer shall not be binding upon Landlord until the delivery thereof to Landlord and the
execution and delivery of Landlord’s consent thereto. It shall be a condition to Landlord’s consent to any subleasing, assignment or other transfer of part or all of Tenant’s interest in the Premises (“Transfer”) that
(i) upon Landlord’s consent to any Transfer, Tenant shall pay and continue to pay seventy-five percent (75%) of any “Transfer Premium” (defined below), received by Tenant from the transferee; (ii) any sublessee of part
or all of Tenant’s interest in the Premises shall agree 

  

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that in the event Landlord gives such sublessee notice that Tenant is in default under this Lease, such sublessee shall thereafter make all sublease or other
payments directly to Landlord, which will be received by Landlord without any liability whether to honor the sublease or otherwise (except to credit such payments against sums due under this Lease), and any sublessee shall agree to attorn to
Landlord or its successors and assigns at their request should this Lease be terminated for any reason, except that in no event shall Landlord or its successors or assigns be obligated to accept such attornment; (iii) any such Transfer and
consent shall be effected on forms supplied by Landlord and/or its legal counsel; (iv) Landlord may require that Tenant not then be in default hereunder in any respect; and (v) Tenant or the proposed subtenant or assignee (collectively,
“Transferee”) shall agree to pay Landlord, upon demand, as Additional Rent, a sum equal to the additional costs, if any, incurred by Landlord for maintenance and repair as a result of any change in the nature of occupancy caused by
such subletting or assignment. “Transfer Premium” shall mean all rent, Additional Rent or other consideration payable by a Transferee in connection with a Transfer in excess of the Basic Rental and Direct Costs payable by Tenant
under this Lease during the term of the Transfer and if such Transfer is for less than all of the Premises, the Transfer Premium shall be calculated on a rentable square foot basis. “Transfer Premium” shall also include, but not be limited
to, key money, bonus money or other cash consideration paid by a Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to the Transferee and any payment in excess of
fair market value for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to the Transferee in connection with such Transfer. Any Transfer of this Lease which is not in compliance with the provisions of this Article 15 shall
be voidable by written notice from Landlord and shall, at the option of Landlord, terminate this Lease. In no event shall the consent by Landlord to any Transfer be construed as relieving Tenant or any Transferee from obtaining the express written
consent of Landlord to any further Transfer, or as releasing Tenant from any liability or obligation hereunder whether or not then accrued and Tenant shall continue to be fully liable therefor. No collection or acceptance of rent by Landlord from
any person other than Tenant shall be deemed a waiver of any provision of this Article 15 or the acceptance of any Transferee hereunder, or a release of Tenant (or of any Transferee of Tenant). Notwithstanding anything to the contrary in this Lease,
if Tenant or any proposed Transferee claims that Landlord has unreasonably withheld or delayed its consent under this Article 15 or otherwise has breached or acted unreasonably under this Article 15, their sole remedies shall be a declaratory
judgment and an injunction for the relief sought without any monetary damages, and Tenant hereby waives 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. 
 Notwithstanding anything to the contrary contained in this
Article 15, Landlord shall have the option, by giving written notice to Tenant within thirty (30) days after Landlord’s receipt of a request for consent to a proposed Transfer, to terminate this Lease as to the portion of the Premises that
is the subject of the proposed Transfer. If this Lease is so terminated with respect to less than the entire Premises, the Basic Rental and Tenant’s Proportionate Share shall be prorated based on the number of rentable square feet retained by
Tenant as compared to the total number of rentable square feet previously contained in the Premises, and this Lease as so amended shall continue thereafter in full force and effect, and upon the request of either party, the parties shall execute
written confirmation of the same. 
 ARTICLE 16 
 DAMAGE OR DESTRUCTION 
 If the Project is damaged by fire or other insured casualty and the
insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available
therefor and provided such repairs can, in Landlord’s sole opinion, be completed within two 

  

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hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or
other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the
Premises being unusable for a period equal to one (1) day or less). However, if the damage is due to the fault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless
and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under
Section 14(a)(ii)(A) above; provided, however, that if the cost of repair of improvements within the Premises by Landlord exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by
Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord’s repair of such damage. If repairs cannot, in Landlord’s opinion, be completed within two hundred seventy (270) days after the necessity for repairs as a
result of such damage becomes known to Landlord without the payment of overtime or other premiums, Landlord may, at its option, either (i) make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent
shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord
learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this Lease if the Project shall be damaged
by fire or other casualty or cause, whether or not the Premises are affected, if the damage is not fully covered, except for deductible amounts, by Landlord’s insurance policies. Finally, if the Premises or the Project is damaged to any
substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall have the option to terminate this Lease by giving written notice to Tenant of the
exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Lease. Except as provided in this Article 16,
there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant’s business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in
or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture, furnishings, trade fixtures or equipment,
and that Landlord shall not be obligated to repair any damage thereto or replace the same. Tenant acknowledges that Tenant shall have no right to any proceeds of insurance carried by Landlord relating to property damage. With respect to any damage
which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Lease, irrevocably waives and releases its rights under the provisions of Sections 1932 and 1933 of the California Civil Code.

 ARTICLE 17 
 SUBORDINATION 
 This Lease is subject and subordinate to all ground or underlying leases, mortgages and deeds of
trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed
of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which
Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages
or deeds of trust which may hereafter be executed covering the Premises, 

  

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the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or
to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in
question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this
Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the
subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the
purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after
request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any
mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default.
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. 
 ARTICLE 18 
 EMINENT DOMAIN 
 If the whole of the Premises or the Project or so much
thereof as to render the balance unusable by Tenant shall be taken under power of eminent domain, or is sold, transferred or conveyed in lieu thereof, this Lease shall automatically terminate as of the date of such condemnation, or as of the date
possession is taken by the condemning authority, at Landlord’s option. No award for any partial or entire taking shall be apportioned, and Tenant hereby assigns to Landlord any award which may be made in such taking or condemnation, together
with any and all rights of Tenant now or hereafter arising in or to the same or any part thereof; provided, however, that nothing contained herein shall be deemed to give Landlord any interest in or to require Tenant to assign to Landlord any award
made to Tenant for the taking of personal property and trade fixtures belonging to Tenant and removable by Tenant at the expiration of the Term hereof as provided hereunder or for the interruption of, or damage to, Tenant’s business. In the
event of a partial taking described in this Article 18, or a sale, transfer or conveyance in lieu thereof, which does not result in a termination of this Lease, the rent shall be apportioned according to the ratio that the part of the Premises
remaining useable by Tenant bears to the total area of the Premises. Tenant hereby waives any and all rights it might otherwise have pursuant to Section 1265.130 of the California Code of Civil Procedure. 
 ARTICLE 19 
 DEFAULT

 Each of the following acts or omissions of Tenant or of any guarantor of Tenant’s performance hereunder, or occurrences,
shall constitute an “Event of Default”: 
 (a) Failure or refusal to pay Basic Rental, Additional Rent or any other
amount to be paid by Tenant to Landlord hereunder within three (3) calendar days after notice that the same is due or payable hereunder; said three (3) day period shall be in lieu of, and not in addition to, the notice requirements of
Section 1161 of the California Code of Civil Procedure or any similar or successor law; 
  

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 (b) Except as set forth in items (a) above and (c) through and including (g) below,
failure to perform or observe any other covenant or condition of this Lease to be performed or observed within thirty (30) days following written notice to Tenant of such failure. Such thirty (30) day notice shall be in lieu of, and not in
addition to, any required under Section 1161 of the California Code of Civil Procedure or any similar or successor law; 
 (c)
Abandonment or vacating or failure to accept tender of possession of the Premises or any significant portion thereof; 
 (d) The
taking in execution or by similar process or law (other than by eminent domain) of the estate hereby created; 
 (e) The filing by
Tenant or any guarantor hereunder in any court pursuant to any statute of a petition in bankruptcy or insolvency or for reorganization or arrangement for the appointment of a receiver of all or a portion of Tenant’s property; the filing against
Tenant or any guarantor hereunder of any such petition, or the commencement of a proceeding for the appointment of a trustee, receiver or liquidator for Tenant, or for any guarantor hereunder, or of any of the property of either, or a proceeding by
any governmental authority for the dissolution or liquidation of Tenant or any guarantor hereunder, if such proceeding shall not be dismissed or trusteeship discontinued within thirty (30) days after commencement of such proceeding or the
appointment of such trustee or receiver; or the making by Tenant or any guarantor hereunder of an assignment for the benefit of creditors. Tenant hereby stipulates to the lifting of the automatic stay in effect and relief from such stay for Landlord
in the event Tenant files a petition under the United States Bankruptcy laws, for the purpose of Landlord pursuing its rights and remedies against Tenant and/or a guarantor of this Lease; 
 (f) Tenant’s failure to cause to be released any mechanics liens filed against the Premises or the Project within twenty (20) days after
the date the same shall have been filed or recorded; or 
 (g) Tenant’s failure to observe or perform according to the provisions
of Articles 7, 14, 17 or 25 within two (2) business days after notice from Landlord. 
 All defaults by Tenant of any covenant or
condition of this Lease shall be deemed by the parties hereto to be material. 
 ARTICLE 20 
 REMEDIES 
 (a) Upon the
occurrence of an Event of Default under this Lease as provided in Article 19 hereof, Landlord may exercise all of its remedies as may be permitted by law, including but not limited to the remedy provided by Section 1951.4 of the California
Civil Code, and including without limitation, terminating this Lease, reentering the Premises and removing all persons and property therefrom, which property may be stored by Landlord at a warehouse or elsewhere at the risk, expense and for the
account of Tenant. If Landlord elects to terminate this Lease, Landlord shall be entitled to recover from Tenant the aggregate of all amounts permitted by law, including but not limited to (i) the worth at the time of award of the amount of any
unpaid rent which had 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 

  

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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 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, tenant improvement expenses, 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 20(a) 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 items (i) and (ii), above, the “worth at the time of award” shall be computed by allowing interest at the rate set forth in item (e), below, but in no case greater than the
maximum amount of such interest permitted by law. As used in item (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%). 
 (b) Nothing in this Article 20 shall be deemed to affect Landlord’s right to indemnification for
liability or liabilities arising prior to the termination of this Lease for personal injuries or property damage under the indemnification clause or clauses contained in this Lease. 
 (c) Notwithstanding anything to the contrary set forth herein, Landlord’s re-entry to perform acts of maintenance or preservation of or in
connection with efforts to relet the Premises or any portion thereof, or the appointment of a receiver upon Landlord’s initiative to protect Landlord’s interest under this Lease shall not terminate Tenant’s right to possession of the
Premises or any portion thereof and, until Landlord does elect to terminate this Lease, this Lease shall continue in full force and effect and Landlord may enforce all of Landlord’s rights and remedies hereunder including, without limitation,
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. 
 (d) All rights, powers and remedies of Landlord hereunder and under any
other agreement now or hereafter in force between Landlord and Tenant shall be cumulative and not alternative and shall be in addition to all rights, powers and remedies given to Landlord by law, and the exercise of one or more rights or remedies
shall not impair Landlord’s right to exercise any other right or remedy. 
 (e) Any amount due from Tenant to Landlord hereunder
which is not paid when due shall bear interest at the lower of twelve percent (12%) per annum or the maximum lawful rate of interest from the due date until paid, unless otherwise specifically provided herein, but the payment of such interest
shall not excuse or cure any default by Tenant under this Lease. In addition to such interest: (i) if Basic Rental is not paid on or before the fifth (5th) day of the calendar month for which the same is due, a late charge equal to five
percent (5%) of the amount overdue or $100, whichever is greater, shall be immediately due and owing and shall accrue for each calendar month or part thereof until such rental, including the late charge, is paid in full, which late charge
Tenant hereby agrees is a reasonable estimate of the damages Landlord shall suffer as a result of Tenant’s late payment and (ii) an additional charge of $25 shall be assessed for any check given to Landlord by or on behalf of Tenant which
is not honored by the drawee thereof; which damages include Landlord’s additional administrative and other costs associated with such late payment and unsatisfied checks and the parties agree that it would be 

  

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impracticable or extremely difficult to fix Landlord’s actual damage in such event. Such charges for interest and late payments and unsatisfied checks
are separate and cumulative and are in addition to and shall not diminish or represent a substitute for any or all of Landlord’s rights or remedies under any other provision of this Lease. 
 ARTICLE 21 
 TRANSFER OF
LANDLORD’S INTEREST 
 In the event of any transfer or termination of Landlord’s interest in the Premises or the Project by
sale, assignment, transfer, foreclosure, deed-in-lieu of foreclosure or otherwise whether voluntary or involuntary, Landlord shall be automatically relieved of any and all obligations and liabilities on the part of Landlord from and after the date
of such transfer or termination, including furthermore without limitation, the obligation of Landlord under Article 4 and California Civil Code 1950.7 above to return the security deposit, provided said security deposit is transferred to said
transferee. Tenant agrees to attorn to the transferee upon any such transfer and to recognize such transferee as the lessor under this Lease and Tenant shall, within five (5) days after request, execute such further instruments or assurances as
such transferee may reasonably deem necessary to evidence or confirm such attornment. 
 ARTICLE 22 
 BROKER 
 In connection with
this Lease, Tenant warrants and represents that it has had dealings only with firm(s) set forth in Article I.H. of the Basic Lease Provisions and that it knows of no other person or entity who is or might be entitled to a commission, finder’s
fee or other like payment in connection herewith and does hereby indemnify and agree to hold Landlord, its agents, members, partners, representatives, officers, affiliates, stockholders, employees, successors and assigns harmless from and against
any and all loss, liability and expenses that Landlord may incur should such warranty and representation prove incorrect, inaccurate or false. 
 ARTICLE 23 
 PARKING 
 Tenant shall rent from Landlord, commencing on the Commencement Date, the number of unreserved parking passes set forth in Article 1.1. of the Basic Lease Provisions, which parking passes shall pertain to the Project
parking facility. There shall be no charge for Tenant’s lease of unreserved surface parking passes; however, as to unreserved covered parking passes, Tenant shall pay to Landlord Fifty and No/100 Dollars ($50.00) per unreserved covered parking
pass per month. In addition, Tenant shall be responsible for the full amount of any taxes imposed by any governmental authority in connection with the renting of such parking passes by Tenant or the use of the parking facility by Tenant.
Tenant’s continued right to use the parking passes 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 where the parking passes are
located, 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 

  

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construction, alteration or improvements. Landlord may, from time to time, relocate any reserved parking spaces (if any) rented by Tenant to another location
in the Project parking facility. Landlord may delegate its responsibilities hereunder to a parking operator or a lessee of the parking facility in which case such parking operator or lessee shall have all the rights of control attributed hereby to
the Landlord. The parking passes rented by Tenant pursuant to this Article 23 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. 
 ARTICLE 24 
 WAIVER

 No waiver by Landlord of any provision of this Lease shall be deemed to be a waiver of any other provision hereof or of any
subsequent breach by Tenant of the same or any other provision. No provision of this Lease may be waived by Landlord, except by an instrument in writing executed by Landlord. Landlord’s consent to or approval of any act by Tenant requiring
Landlord’s consent or approval shall not be deemed to render unnecessary the obtaining of Landlord’s consent to or approval of any subsequent act of Tenant, whether or not similar to the act so consented to or approved. No act or thing
done by Landlord or Landlord’s agents during the Term of this Lease shall be deemed an acceptance of a surrender of the Premises, and no agreement to accept such surrender shall be valid unless in writing and signed by Landlord. 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. Any payment by Tenant or receipt by Landlord of an amount less than the total amount then due hereunder shall be deemed to be in partial payment only thereof
and not a waiver of the balance due or an accord and satisfaction, notwithstanding any statement or endorsement to the contrary on any check or any other instrument delivered concurrently therewith or in reference thereto. Accordingly, Landlord may
accept any such amount and negotiate any such check without prejudice to Landlord’s right to recover all balances due and owing and to pursue its other rights against Tenant under this Lease, regardless of whether Landlord makes any notation on
such instrument of payment or otherwise notifies Tenant that such acceptance or negotiation is without prejudice to Landlord’s rights. 
 ARTICLE 25 
 ESTOPPEL CERTIFICATE 
 Tenant shall, at any time and from time to time, upon not less than ten (10) days’ prior written notice from Landlord, execute, acknowledge and
deliver to Landlord a statement in writing certifying the following information, (but not limited to the following information in the event further information is requested by Landlord): (i) that this Lease is unmodified and in full force and
effect (or, if modified, stating the nature of such modification and certifying that this Lease, as modified, is in full force and effect); (ii) the dates to which the rental and other charges are paid in advance, if any; (iii) the amount
of Tenant’s security deposit, if any; and (iv) acknowledging that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, and no events or conditions then in existence which, with the passage of
time or notice or both, would constitute a default on the part of Landlord hereunder, or specifying such defaults, events or conditions, if any are claimed. It is expressly understood and agreed that any such statement may be relied upon by any
prospective purchaser or encumbrancer of all or any portion of the Real Property. Tenant’s failure to deliver such statement within such time shall constitute 

  

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an admission by Tenant that all statements contained therein are true and correct. Tenant hereby irrevocably appoints Landlord as Tenant’s
attorney-in-fact and in Tenant’s name, place and stead to execute any and all documents described in this Article 25 if Tenant fails to do so within the specified time period. 
 ARTICLE 26 
 LIABILITY OF LANDLORD 
 Notwithstanding anything in this Lease to the contrary, any remedy of Tenant for the collection of a judgment (or other judicial process) requiring the
payment of money by Landlord in the event of any default by Landlord hereunder or any claim, cause of action or obligation, contractual, statutory or otherwise by Tenant against Landlord or the Landlord Parties concerning, arising out of or relating
to any matter relating to this Lease and all of the covenants and conditions or any obligations, contractual, statutory, or otherwise set forth herein, shall be limited solely and exclusively to an amount which is equal to the lesser of (i) the
interest of Landlord in and to the Project, and (ii) the interest Landlord would have in the Project if the Project were encumbered by third party debt in an amount equal to ninety percent (90%) of the then current value of the Project (as
such value is reasonably determined by Landlord). No other property or assets of Landlord or any Landlord Party shall be subject to levy, execution or other enforcement procedure for the satisfaction of Tenant’s remedies under or with respect
to this Lease, Landlord’s obligations to Tenant, whether contractual, statutory or otherwise, the relationship of Landlord and Tenant hereunder, or Tenant’s use or occupancy of the Premises. 
 ARTICLE 27 
 INABILITY TO
PERFORM 
 This Lease and the obligations of Tenant hereunder shall not be affected or impaired because Landlord is unable to fulfill
any of its obligations hereunder or is delayed in doing so, if such inability or delay is caused by reason of any prevention, delay, stoppage due to strikes, lockouts, acts of God, or any other cause previously, or at such time, beyond the
reasonable control or anticipation of Landlord (collectively, a “Force Majeure”) and Landlord’s obligations under this Lease shall be forgiven and suspended by any such Force Majeure. 
 ARTICLE 28 
 HAZARDOUS
WASTE 
 (a) Tenant shall not cause or permit any Hazardous Material (as defined in Section 28(d) below) to be brought,
kept or used in or about the Project by Tenant, its agents, employees, contractors, or invitees. Tenant indemnifies Landlord and the Landlord Parties from and against any breach by Tenant of the obligations stated in the preceding sentence, and
agrees to defend and hold Landlord and the Landlord Parties harmless from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities, or losses (including, without limitation, diminution in value of the Project, damages
for the loss or restriction or use of rentable or usable space or of any amenity of the Project, damages arising from any adverse impact or marketing of space in the Project, and sums paid in settlement of claims, attorneys’ fees and costs,
consultant fees, and expert fees) which arise during or after the Term of this Lease as a result of such breach. This indemnification of Landlord and the Landlord. Parties by Tenant includes, without limitation, costs incurred in connection with any
investigation of site conditions or any cleanup, remedial, removal, or restoration work required by any federal, state, or local governmental agency or political subdivision because of Hazardous Material present in the soil or ground water on or
under the Project. 

  

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Without limiting the foregoing, if the presence of any Hazardous Material on the Project caused or permitted by Tenant results in any contamination of the
Project, then subject to the provisions of Articles 9, 10 and 11 hereof, Tenant shall promptly take all actions at its sole expense as are necessary to return the Project to the condition existing prior to the introduction of any such Hazardous
Material and the contractors to be used by Tenant for such work must be approved by Landlord, which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-term or short-term effect on
the Project and so long as such actions do not materially interfere with the use and enjoyment of the Project by the other tenants thereof; provided however, Landlord shall also have the right, by written notice to Tenant, to directly undertake any
such mitigation efforts with regard to Hazardous Materials in or about the Project due to Tenant’s breach of its obligations pursuant to this Section 28(a), and to charge Tenant, as Additional Rent, for the costs thereof. 
 (b) Landlord and Tenant acknowledge that Landlord may become legally liable for the costs of complying with Laws (as defined in Section 28(e)
below) relating to Hazardous Material which are not the responsibility of Landlord or the responsibility of Tenant, including the following: (i) Hazardous Material present in the soil or ground water on the Project of which Landlord has no
knowledge as of the effective date of this Lease; (ii) a change in Laws which relate to Hazardous Material which make that Hazardous Material which is present on the Real Property as of the effective date of this Lease, whether known or unknown
to Landlord, a violation of such new Laws; (iii) Hazardous Material that migrates, flows, percolates, diffuses, or in any way moves on to, or under, the Project after the effective date of this Lease; or Hazardous Material present on or under
the Project as a result of any discharge, dumping or spilling (whether accidental or otherwise) on the Project by other lessees of the Project or their agents, employees, contractors, or invitees, or by others. Accordingly, Landlord and Tenant agree
that the cost of complying with Laws relating to Hazardous Material on the Project for which Landlord is legally liable and which are paid or incurred by Landlord shall be an Operating Cost (and Tenant shall pay Tenant’s Proportionate Share
thereof in accordance with Article 3) unless the cost of such compliance as between. Landlord and Tenant, is made the responsibility of Tenant pursuant to Section 28(a) above. To the extent any such Operating Cost relating to Hazardous Material
is subsequently recovered or reimbursed through insurance, or recovery from responsible third parties or other action, Tenant shall be entitled to a proportionate reimbursement to the extent it has paid its share of such Operating Cost to which such
recovery or reimbursement relates. 
 (c) It shall not be unreasonable for Landlord to withhold its consent to any proposed Transfer
if (i) the proposed transferee’s anticipated use of the Premises involves the generation, storage, use, treatment, or disposal of Hazardous Material; (ii) the proposed Transferee has been required by any prior landlord, lender, or
governmental authority to take remedial action in connection with Hazardous Material contaminating a property if the contamination resulted from such Transferee’s actions or use of the property in question; or (iii) the proposed Transferee
is subject to an enforcement order issued by any governmental authority in connection with the use, disposal, or storage of a Hazardous Material. 
 (d) As used herein, the term “Hazardous Material” means any hazardous or toxic substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California or the United
States Government. The term “Hazardous Material” includes, without limitation, any material or substance which is (i) defined as “Hazardous Waste,” “Extremely Hazardous Waste,” or “Restricted Hazardous
Waste” under Sections 25115, 25117 or 25122.7, or listed pursuant to Section 25140, of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as a “Hazardous Substance”
under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act), (iii) defined as a “Hazardous Material,” “Hazardous Substance,” or
“Hazardous Waste” under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a “Hazardous Substance” under
Section 25281 of 

  

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the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos,
(vii) listed under Article 9 or defined as Hazardous or extremely hazardous pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (viii) designated as a “Hazardous Substance”
pursuant to Section 311 of the Federal Water Pollution Control Act (33 U.S.C. § 1317), (ix) defined as a “Hazardous Waste” pursuant to Section 1004 of the Federal Resource Conservation and Recovery Act, 42 U.S.C. §
6901 et seq. (42 U.S.C. § 6903), or (x) defined as a “Hazardous Substance” pursuant to Section 101 of the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. § 9601 et seq. (42. U.S.C. §
9601). 
 (e) As used herein, the term “Laws” means any applicable federal, state or local law, ordinance, or
regulation relating to any Hazardous Material affecting the Project, including, without limitation, the laws, ordinances, and regulations referred to in Section 28(d) above. 
 ARTICLE 29 
 SURRENDER OF PREMISES; REMOVAL OF PROPERTY

 (a) The voluntary or other surrender of this Lease by Tenant to Landlord, or a mutual termination hereof, shall not work a
merger, and shall at the option of Landlord, operate as an assignment to it of any or all subleases or subtenancies affecting the Premises. 
 (b) Upon the expiration of the Term of this Lease, or upon any earlier termination of this Lease, Tenant shall quit and surrender possession of the Premises to Landlord in good order and condition, reasonable wear and tear and
repairs which are Landlord’s obligation excepted, and shall, without expense to Landlord, remove or cause to be removed from the Premises all debris and rubbish, all furniture, equipment, business and trade fixtures, free-standing cabinet work,
moveable partitioning, telephone and data cabling and other articles of personal property owned by Tenant or installed or placed by Tenant at its own expense in the Premises, and all similar articles of any other persons claiming under Tenant
(unless Landlord exercises its option to have any subleases or subtenancies assigned to it), and Tenant shall repair all damage to the Premises resulting from the removal of such items from the Premises. 
 (c) Whenever Landlord shall reenter the Premises as provided in Article 20 hereof, or as otherwise provided in this Lease, any property of Tenant
not removed by Tenant upon the expiration of the Term of this Lease (or within forty-eight (48) hours after a termination by reason of Tenant’s default), as provided in this Lease, shall be considered abandoned and Landlord may remove any
or all of such items and dispose of the same in any manner or store the same in a public warehouse or elsewhere for the account and at the expense and risk of Tenant, and if Tenant shall fail to pay the cost of storing any such property after it has
been stored for a period of thirty (30) days or more, Landlord may sell any or all of such property at public or private sale, in such manner and at such times and places as Landlord, in its sole discretion, may deem proper, without notice to
or demand upon Tenant, for the payment of all or any part of such charges or the removal of any such property, and shall apply the proceeds of such sale as follows: first, to the cost and expense of such sale, including reasonable attorneys’
fees and costs for services rendered; second, to the payment of the cost of or charges for storing any such property; third, to the payment of any other sums of money which may then or thereafter be due to Landlord from Tenant under any of the terms
hereof; and fourth, the balance, if any, to Tenant. 
 (d) All fixtures, equipment, leasehold improvements, Alterations and/or
appurtenances attached to or built into the Premises prior to or during the Term, whether by Landlord or Tenant and whether at the expense of Landlord or Tenant, or of both, shall be and remain part of the Premises and shall not be removed by Tenant
at the end of the Term unless otherwise expressly provided for in this 

  

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Lease or unless such removal is required by Landlord. Such fixtures, equipment, leasehold improvements, Alterations, additions, improvements and/or
appurtenances shall include but not be limited to: all floor coverings, drapes, paneling, built-in cabinetry, molding, doors, vaults (including vault doors), plumbing systems, security systems, electrical systems, lighting systems, silencing
equipment, communication systems, all fixtures and outlets for the systems mentioned above and for all telephone, radio, telegraph and television purposes, and any special flooring or ceiling installations. 
 ARTICLE 30 
 MISCELLANEOUS

 (a) SEVERABILITY; ENTIRE AGREEMENT. ANY PROVISION OF THIS LEASE WHICH SHALL PROVE TO BE INVALID, VOID, OR ILLEGAL
SHALL IN NO WAY AFFECT, IMPAIR OR INVALIDATE ANY OTHER PROVISION HEREOF AND SUCH OTHER PROVISIONS SHALL REMAIN IN FULL FORCE AND EFFECT. THIS LEASE AND THE EXHIBITS AND ANY ADDENDUM ATTACHED HERETO CONSTITUTE THE ENTIRE AGREEMENT BETWEEN THE PARTIES
HERETO WITH REGARD TO TENANT’S OCCUPANCY OR USE OF ALL OR ANY PORTION OF THE PROJECT, AND NO PRIOR AGREEMENT OR UNDERSTANDING PERTAINING TO ANY SUCH MATTER SHALL BE EFFECTIVE FOR ANY PURPOSE. NO PROVISION OF THIS LEASE MAY BE AMENDED OR
SUPPLEMENTED EXCEPT BY AN AGREEMENT IN WRITING SIGNED BY THE PARTIES HERETO OR THEIR SUCCESSOR IN INTEREST. THE PARTIES AGREE THAT ANY DELETION OF LANGUAGE FROM THIS LEASE PRIOR TO ITS MUTUAL EXECUTION BY LANDLORD AND TENANT SHALL NOT BE CONSTRUED
TO HAVE ANY PARTICULAR MEANING OR TO RAISE ANY PRESUMPTION, CANON OF CONSTRUCTION OR IMPLICATION INCLUDING, WITHOUT LIMITATION, ANY IMPLICATION THAT THE PARTIES INTENDED THEREBY TO STATE THE CONVERSE, OBVERSE OR OPPOSITE OF THE DELETED LANGUAGE.

 (b) Attorneys’ Fees; Waiver of Jury Trial. 
 (i) In any action to enforce the terms of this Lease, including any suit by Landlord for the recovery of rent or possession of the Premises, the
losing party shall pay the successful party a reasonable sum for attorneys’ fees and costs in such suit and such attorneys’ fees and costs shall be deemed to have accrued prior to the commencement of such action and shall be paid whether
or not such action is prosecuted to judgment. 
 (ii) Should Landlord, without fault on Landlord’s part, be made a party to any
litigation instituted by Tenant or by any third party against Tenant, or by or against any person holding under or using the Premises by license of Tenant, or for the foreclosure of any lien for labor or material furnished to or for Tenant or any
such other person or otherwise arising out of or resulting from any act or transaction of Tenant or of any such other person, Tenant covenants to save and hold Landlord harmless from any judgment rendered against Landlord or the Premises or any part
thereof and from all costs and expenses, including reasonable attorneys’ fees and costs incurred by Landlord in connection with such litigation. 
 (iii) When legal services are rendered by an attorney at law who is an employee of a party, attorneys’ fees and costs incurred by that party shall be deemed to include an amount based upon the number of
hours spent by such employee on such matters multiplied by an appropriate billing rate determined by taking into consideration the same factors, including but not limited by, the importance of the matter, time applied, difficulty and results, as are
considered when an attorney not in the employ of a party is engaged to render such service. 
  

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 (iv) EACH PARTY HEREBY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION SEEKING SPECIFIC
PERFORMANCE OF ANY PROVISION OF THIS LEASE, FOR DAMAGES FOR ANY BREACH UNDER THIS LEASE, OR OTHERWISE FOR ENFORCEMENT OF ANY RIGHT OR REMEDY HEREUNDER. 
 (c) Time of Essence. Each of Tenant’s covenants herein is a condition and time is of the essence with respect to the performance of every provision of this Lease. 
 (d) Headings; Joint and Several. The article headings contained in this Lease are for convenience only and do not in any way limit or
amplify any term or provision hereof. The terms “Landlord” and “Tenant” as used herein shall include the plural as well as the singular, the neuter shall include the masculine and feminine genders and the obligations herein
imposed upon Tenant shall be joint and several as to each of the persons, firms or corporations of which Tenant may be composed. 
 (e)
Reserved Area. Tenant hereby acknowledges and agrees that the exterior walls of the Premises and the area between the finished ceiling of the Premises and the slab of the floor of the Project thereabove have not been demised hereby and
the use thereof together with the right to install, maintain, use, repair and replace pipes, ducts, conduits, wiring and cabling leading through, under or above the Premises or throughout the Project in locations which will not materially interfere
with Tenant’s use of the Premises and serving other parts of the Project are hereby excepted and reserved unto Landlord. 
 (f)
NO OPTION. THE SUBMISSION OF THIS LEASE BY LANDLORD, ITS AGENT OR REPRESENTATIVE FOR EXAMINATION OR EXECUTION BY TENANT DOES NOT CONSTITUTE AN OPTION OR OFFER TO LEASE THE PREMISES UPON THE TERMS AND CONDITIONS CONTAINED HEREIN OR A
RESERVATION OF THE PREMISES IN FAVOR OF TENANT, IT BEING INTENDED HEREBY THAT THIS LEASE SHALL ONLY BECOME EFFECTIVE UPON THE EXECUTION HEREOF BY LANDLORD AND TENANT AND DELIVERY OF A FULLY EXECUTED LEASE TO TENANT. 
 (g) Use of Project Name; Improvements. Tenant shall not be allowed to use the name, picture or representation of the Project, or words to
that effect, in connection with any business carried on in the Premises or otherwise (except as Tenant’s address) without the prior written consent of Landlord. In the event that Landlord undertakes any additional improvements on the Real
Property including but not limited to new construction or renovation or additions to the existing improvements, Landlord shall not be liable to Tenant for any noise, dust, vibration or interference with access to the Premises or disruption in
Tenant’s business caused thereby. 
 (h) Rules and Regulations. Tenant shall observe faithfully and comply strictly with
the Rules and Regulations attached to this Lease as Exhibit “B” and made a part hereof, and such other Rules and Regulations as Landlord may from time to time reasonably adopt for the safety, care and cleanliness of the Project, the
facilities thereof, or the preservation of good order therein. Landlord shall not be liable to Tenant for violation of any such Rules and Regulations, or for the breach of any covenant or condition in any lease by any other tenant in the Project. A
waiver by Landlord of any Rule or Regulation for any other tenant shall not constitute nor be deemed a waiver of the Rule or Regulation for this Tenant. 
 (i) Quiet Possession. Upon Tenant’s paying the Basic Rental, Additional Rent and other sums provided hereunder and observing and performing all of the covenants, conditions and provisions on
Tenant’s part to be observed and performed hereunder, Tenant shall have quiet possession of the Premises for the entire Term hereof, subject to all of the provisions of this Lease. 
  

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 (j) Rent. All payments required to be made hereunder to Landlord shall be deemed to be
rent, whether or not described as such. 
 (k) Successors and Assigns. Subject to the provisions of Article 15 hereof, all of
the covenants, conditions and provisions of this Lease shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, personal representatives, successors and assigns. 
 (l) Notices. Any notice required or permitted to be given hereunder shall he in writing and may be given. by personal service evidenced by
a signed receipt or sent by registered or certified mail, return receipt requested, or via overnight courier, and shall be effective upon proof of delivery, addressed to Tenant at the Premises or to Landlord at the management office for the Project,
with a copy to Landlord, c/o Arden Realty, Inc., 11601 Wilshire Boulevard, Fourth Floor, Los Angeles, California 90025, Attn: Legal Department. Either party may by notice to the other specify a different address for notice purposes except that, upon
Tenant’s taking possession of the Premises, the Premises shall constitute Tenant’s address for notice purposes. A copy of all notices to be given to Landlord hereunder shall be concurrently transmitted by Tenant to such party hereafter
designated by notice from Landlord to Tenant. Any notices sent by Landlord regarding or relating to eviction procedures, including without limitation three day notices, may be sent by regular mail. 
 (m) Persistent Delinquencies. In the event that Tenant shall be delinquent by more than fifteen (15) days in the payment of rent on
three (3) separate occasions in any twelve (12) month period, Landlord shall have the right to terminate this Lease by thirty (30) days written notice given by Landlord to Tenant within thirty (30) days of the last such
delinquency. 
 (n) Right of Landlord to Perform. All covenants and agreements to be performed by Tenant under any of the terms
of this Lease shall be performed by Tenant at Tenant’s sole cost and expense and without any abatement of rent. If Tenant shall fail to pay any sum of money, other than rent, required to be paid by it hereunder or shall fail to perform any
other act on its part to be performed hereunder, and such failure shall continue beyond any applicable cure period set forth in this Lease, Landlord may, but shall not be obligated to, without waiving or releasing Tenant from any obligations of
Tenant, make any such payment or perform any such other act on Tenant’s part to be made or performed as is in this Lease provided. All sums so paid by Landlord and all reasonable incidental costs, together with interest thereon at the rate of
ten percent (10%) per annum from the date of such payment by Landlord, shall be payable to Landlord on demand and Tenant covenants to pay any such sums, and Landlord shall have (in addition to any other right or remedy of Landlord) the same
rights and remedies in the event of the nonpayment thereof by Tenant as in the case of default by Tenant in the payment of the rent. 
 (o) Access, Changes in Project, Facilities, Name. 
 (i) Every part of the Project except the inside surfaces of
all walls, windows and doors bounding the Premises (including exterior building walls, the rooftop, core corridor walls and doors and any core corridor entrance), and any space in or adjacent to the Premises or within the Project used for shafts,
stacks, pipes, conduits, fan rooms, ducts, electric or other utilities, sinks or other building facilities, and the use thereof, as well as access thereto through the Premises for the purposes of operation, maintenance, decoration and repair, are
reserved to Landlord. 
 (ii) Tenant shall permit Landlord to install, use and maintain pipes, ducts and conduits within the walls,
columns and ceilings of the Premises and throughout the Project. 
 (iii) Landlord reserves the right, without incurring any liability
to Tenant therefor, to make such changes in or to the Project and the fixtures and equipment thereof, as well as in or to the street entrances, halls, passages, elevators, stairways and other improvements thereof, as it may deem necessary or
desirable. 
  

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 (iv) Landlord may adopt any name for the Project and Landlord reserves the right, from time to
time, to change the name and/or address of the Project at any time. 
 (p) Signing Authority. Each individual executing this
Lease on behalf of Tenant represents and warrants that he or she is duly authorized to execute and deliver this Lease on behalf of said entity in accordance with the By-laws of said corporation. 
 (q) Identification of Tenant. 
 (i) If Tenant constitutes more than one person or entity, (A) each of them shall be jointly and severally liable for the keeping, observing and performing of all of the terms, covenants, conditions and provisions of this Lease
to be kept, observed and performed by Tenant, (B) the term “Tenant” as used in this Lease shall mean and include each of them jointly and severally, and (C) the act of or notice from, or notice or refund to, or the signature of,
any one or more of them, with respect to the tenancy of this Lease, including, but not limited to, any renewal, extension, expiration, termination or modification of this Lease, shall be binding upon each and all of the persons or entities executing
this Lease as Tenant with the same force and effect as if each and all of them had so acted or so given or received such notice or refund or so signed. 
 (ii) If Tenant is a partnership (or is comprised of two or more persons, individually and as co-partners of a partnership) or if Tenant’s interest in this Lease shall be assigned to a partnership (or to
two or more persons, individually and as co-partners of a partnership) pursuant to Article 15 hereof (any such partnership and such persons hereinafter referred to in this Section 30(q)(ii) as “Partnership Tenant”), the
following provisions of this Lease shall apply to such Partnership Tenant: 
 (A) The liability of each of the parties comprising
Partnership Tenant shall be joint and several. 
 (B) Each of the parties comprising Partnership Tenant hereby consents in advance
to, and agrees to be bound by, any written instrument which may hereafter be executed, changing, modifying or discharging this Lease, in whole or in part, or surrendering all or any part of the Premises to the Landlord, and by notices, demands,
requests or other communication which may hereafter be given, by the individual or individuals authorized to execute this Lease on behalf of Partnership Tenant under Subparagraph (p) above. 
 (C) Any bills, statements, notices, demands, requests or other communications given or rendered to Partnership Tenant or to any of the parties
comprising Partnership Tenant shall be deemed given or rendered to Partnership Tenant and to all such parties and shall be binding upon Partnership Tenant and all such parties. 
 (D) If Partnership Tenant admits new partners, all of such new partners shall, by their admission to Partnership Tenant, be deemed to have
assumed performance of all of the terms, covenants and conditions of this Lease on Tenant’s part to be observed and performed. 
 (E) Partnership Tenant shall give prompt notice to Landlord of the admission of any such new partners, and, upon demand of Landlord, shall cause each such new partner to execute and deliver to Landlord an agreement in form
satisfactory to Landlord, wherein each such new partner shall assume performance of all of the terms, covenants and conditions of this Lease on 

  

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Partnership Tenant’s part to be observed and performed (but neither Landlord’s failure to request any such agreement nor the failure of any such
new partner to execute or deliver any such agreement to Landlord shall terminate the provisions of clause (D) of this Section 30(q)(ii) or relieve any such new partner of its obligations thereunder). 
 (r) Intentionally Omitted. 
 (s) Survival of Obligations. Any obligations of Tenant occurring prior to the expiration or earlier termination of this Lease shall survive such expiration or earlier termination. 
 (t) 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 and any proposed Transferees.

 (u) Governing Law. This Lease shall be governed by and construed in accordance with the laws of the State of California. No
conflicts of law rules of any state or country (including, without limitation, California conflicts of law rules) shall be applied to result in the application of any substantive or procedural laws of any state or country other than California. All
controversies, claims, actions or causes of action arising between the parties hereto and/or their respective successors and assigns, shall be brought, heard and adjudicated by the courts of the State of California, with venue in the County of
San Diego. Each of the parties hereto hereby consents to personal jurisdiction by the courts of the State of California in connection with any such controversy, claim, action or cause of action, and each of the parties hereto consents to
service of process by any means authorized by California law and consent to the enforcement of any judgment so obtained in the courts of the State of California on the same terms and conditions as if such controversy, claim, action or cause of
action had been originally heard and adjudicated to a final judgment in such courts. Each of the parties hereto further acknowledges that the laws and courts of California were freely and voluntarily chosen to govern this Lease and to adjudicate any
claims or disputes hereunder. 
 (v) Office of Foreign Assets Control. Tenant certifies to Landlord that Tenant is not entering
into this Lease, nor acting, for or on behalf of any person or entity named as a terrorist or other banned or blocked person or entity pursuant to any law, order, rule or regulation of the United States Treasury Department or the Office of Foreign
Assets Control. Tenant hereby agrees to indemnify, defend and hold Landlord and the Landlord Parties harmless from any and all Claims arising from or related to any breach of the foregoing certification. 
 (w) Financial Statements. Within ten (10) days after Tenant’s receipt of Landlord’s written request, Tenant shall provide
Landlord with current financial statements of Tenant and financial statements for the two (2) calendar or fiscal years (if Tenant’s fiscal year is other than a calendar year) prior to the current financial, statement year. Any such
statements shall be prepared in accordance with generally accepted accounting principles and, if the normal practice of Tenant, shall be audited by an independent certified public accountant. 
 (x) Exhibits. The Exhibits attached hereto are incorporated herein by this reference as if fully set forth herein. 
 (y) 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 set off of any of the rent or other amounts owing hereunder against Landlord. 
  

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 (z) Counterparts. This Lease may be executed in counterparts, each of which shall be deemed
an original, but such counterparts, when taken together, shall constitute one agreement. 
 ARTICLE 31 
 SIGNAGE/DIRECTORY 
 Provided
Tenant is not in default hereunder, Tenant, at Tenant’s sole cost and expense to install, shall have the right to one (1) line in the lobby directory during the Term. 
 [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 
  

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 IN WITNESS WHEREOF, the parties have executed this Lease, consisting of the foregoing provisions and
Articles, including all exhibits and other attachments referenced therein, as of the date first above written. 
  

							
	 “LANDLORD”
	 	 ARDEN REALTY LIMITED PARTNERSHIP,
 a
Maryland limited partnership

			
		 	By:	 	 ARDEN REALTY, INC.,
 a Maryland
corporation

		 	Its:	 	Sole General Partner
				
		 		 	By:	 	 /s/ Robert C. Peddicord

		 		 		 	Robert C. Peddicord
		 		 		 	 Its Executive Vice President
 Operations and
Leasing


  

					
	 “TENANT”
	 	 ENTROPIC COMMUNICATIONS, INC.,
 a Delaware
corporation

			
		 	By:	 	 /s/ Kurt Noyes

		 	Print Name:	 	Kurt Noyes
		 	Title:	 	Director of Finance
			
		 	By:	 	 /s/ Patrick Henry

		 	Print Name:	 	Patrick Henry
		 	Title:	 	CEO/President

  

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 EXHIBIT “A” 
 PREMISES 
 

 
 This Exhibit “A” is provided for informational purposes only and is intended to be only an approximation of the
layout of the Premises and shall not be deemed to constitute any representation by Landlord as to the exact layout or configuration of the Premises. 
  

 EXHIBIT “A” 
 -i- 








 EXHIBIT “B” 
 RULES AND REGULATIONS 
 1. No sign, advertisement or notice shall be
displayed, printed or affixed on or to the Premises or to the outside or inside of the Project or so as to be visible from outside the Premises or Project without Landlord’s prior written consent. Landlord shall have the right to remove any
non-approved sign, advertisement or notice, without notice to and at the expense of Tenant, and Landlord shall not be liable in damages for such removal. All approved signs or lettering on doors and walls shall be printed, painted, affixed or
inscribed at the expense of Tenant by Landlord or by a person selected by Landlord and in a manner and style acceptable to Landlord. 
 2.
Tenant shall not obtain for use on the Premises ice, waxing, cleaning, interior glass polishing, rubbish removal, towel or other similar services, or accept barbering or bootblackening, or coffee cart services, milk, soft drinks or other like
services on the Premises, except from persons authorized by Landlord and at the hours and under regulations fixed by Landlord. No vending machines or machines of any description shall be installed, maintained or operated upon the Premises without
Landlord’s prior written consent. 
 3. The sidewalks, halls, passages, exits, entrances, elevators and stairways shall not be
obstructed by Tenant or used for any purpose other than for ingress and egress from Tenant’s Premises. Under no circumstances is trash to be stored in the corridors. Notice must be given to Landlord for any large deliveries. Furniture, freight
and other large or heavy articles, and all other deliveries may be brought into the Project only at times and in the manner designated by Landlord, and always at Tenant’s sole responsibility and risk. Landlord may impose reasonable charges for
use of freight elevators after or before normal business hours. All damage done to the Project by moving or maintaining such furniture, freight or articles shall be repaired by Landlord at Tenant’s expense. Tenant shall not take or permit to be
taken in or out of entrances or passenger elevators of the Project, any item normally taken, or which Landlord otherwise reasonably requires to be taken, in or out through service doors or on freight elevators. Tenant shall move all supplies,
furniture and equipment as soon as received directly to the Premises, and shall move all waste that is at any time being taken from the Premises directly to the areas designated for disposal. 
 4. Toilet rooms, toilets, urinals, wash bowls and other apparatus shall not be used for any purpose other than for which they were constructed and no
foreign substance of any kind whatsoever shall be thrown therein. 
 5. Tenant shall not overload the floor of the Premises or mark, drive
nails, screw or drill into the partitions, ceilings or floor or in any way deface the Premises. Tenant shall not place typed, handwritten or computer generated signs in the corridors or any other common areas. Should there be a need for signage
additional to the Project standard tenant placard, a written request shall be made to Landlord to obtain approval prior to any installation. All costs for said signage shall be Tenant’s responsibility. 
 6. In no event shall Tenant place a load upon any floor of the Premises or portion of any such flooring exceeding the floor load per square foot of area
for which such floor is designed to carry and which is allowed by law, or any machinery or equipment which shall cause excessive vibration to the Premises or noticeable vibration to any other part of the Project. Prior to bringing any heavy safes,
vaults, large computers or similarly heavy equipment into the Project, Tenant shall inform Landlord in writing of the dimensions and weights thereof and shall obtain Landlord’s consent thereto. Such consent shall not constitute a representation
or warranty by Landlord that the safe, vault or other equipment complies, with 

  

 EXHIBIT “B” 
 -1- 








 
regard to distribution of weight and/or vibration, with the provisions of this Rule 6 nor relieve Tenant from responsibility for the consequences of such
noncompliance, and any such safe, vault or other equipment which Landlord determines to constitute a danger of damage to the Project or a nuisance to other tenants, either alone or in combination with other heavy and/or vibrating objects and
equipment, shall be promptly removed by Tenant, at Tenant’s cost, upon Landlord’s written notice of such determination and demand for removal thereof, 
 7. Tenant shall not use or keep in the Premises or Project any kerosene, gasoline or inflammable, explosive or combustible fluid or material, or use any method of healing or air-conditioning other than that supplied
by Landlord, 
 8. Tenant shall not lay linoleum, tile, carpet or other similar floor covering so that the same shall be affixed to the floor
of the Premises in any manner except as approved by Landlord. 
 9. Tenant shall not install or use any blinds, shades, awnings or screens in
connection with any window or door of the Premises and shall not use any drape or window covering facing any exterior glass surface other than the standard drapes, blinds or other window covering established by Landlord. 
 10. Tenant shall cooperate with Landlord in obtaining maximum effectiveness of the cooling system by closing window coverings when the sun’s rays
fall directly on windows of the Premises. Tenant shall not obstruct, alter, or in any way impair the efficient operation of Landlord’s heating, ventilating and air-conditioning system. Tenant shall not tamper with or change the setting of any
thermostats or control valves. 
 11. The Premises shall not be used for manufacturing or for the storage of merchandise except as such
storage may be incidental to the permitted use of the Premises. Tenant shall not, without Landlord’s prior written consent, occupy or permit any portion of the Premises to be occupied or used for the manufacture or sale of liquor or tobacco in
any form, or a barber or manicure shop, or as an employment bureau. The Premises shall not be used for lodging or sleeping or for any improper, objectionable or immoral purpose. No auction shall be conducted on the Premises. 
 12. Tenant shall not make, or permit to be made, any unseemly or disturbing noises, or disturb or interfere with occupants of Project or neighboring
buildings or premises or those having business with it by the use of any musical instrument, radio, phonographs or unusual noise, or in any other way. 
 13. No bicycles, vehicles or animals of any kind shall be brought into or kept in or about the Premises, and no cooking shall be done or permitted by any tenant in the Premises, except that the preparation of coffee,
tea, hot chocolate and similar items for tenants, their employees and visitors shall be permitted. No tenant shall cause or permit any unusual or objectionable odors to be produced in or permeate from or throughout the Premises. The foregoing
notwithstanding, Tenant shall have the right to use a microwave and to heat microwavable items typically heated in an office. No hot plates, toasters, toaster ovens or similar open element cooking apparatus shall be permitted in the Premises.

 14. The sashes, sash doors, skylights, windows and doors that reflect or admit light and air into the halls, passageways or other public
places in the Project shall not be covered or obstructed by any tenant, nor shall any bottles, parcels or other articles be placed on the window sills. 
 15. No additional locks or bolts of any kind shall be placed upon any of the doors or windows by any tenant, nor shall any changes be made in existing locks or the mechanisms thereof unless Landlord is first notified
thereof, gives written approval, and is furnished a key therefor. Each tenant 

  

 EXHIBIT “B” 
 -2- 








 
must, upon the termination of his tenancy, give to Landlord all keys and key cards of stores, offices, or toilets or toilet rooms, either furnished to, or
otherwise procured by, such tenant, and in the event of the loss of any keys so furnished, such tenant shall pay Landlord the cost of replacing the same or of changing the lock or locks opened by such lost key if Landlord shall deem it necessary to
make such change. If more than two keys for one lock are desired, Landlord will provide them upon payment therefor by Tenant. Tenant shall not key or re-key any locks. All locks shall be keyed by Landlord’s locksmith only. 
 16. Landlord shall have the right to prohibit any advertising by any tenant which, in Landlord’s opinion, tends to impair the reputation of the
Project or its desirability as an office building and upon written notice from Landlord any tenant shall refrain from and discontinue such advertising. 
 17. Landlord reserves the right to control access to the Project by all persons after reasonable hours of generally recognized business days and at all hours on Sundays and legal holidays and may at all times control
access to the equipment areas of the Project outside the Premises. Each tenant shall be responsible for all persons for whom it requests after hours access and shall be liable to Landlord for all acts of such persons. Landlord shall have the right
from time to time to establish reasonable rules and charges pertaining to freight elevator usage, including the allocation and reservation of such usage for tenants’ initial move-in to their premises, and final departure therefrom. Landlord may
also establish from time to time reasonable rules and charges for accessing the equipment areas of the Project, including the risers, rooftops and telephone closets. 
 18. Any person employed by any tenant to do janitorial work shall, while in the Project and outside of the Premises, be subject to and under the control and direction of the Office of the Project or its designated
representative such as security personnel (but not as an agent or servant of Landlord, and the Tenant shall be responsible for all acts of such persons). 
 19. All doors opening on to public corridors shall be kept closed, except when being used for ingress and egress. Tenant shall cooperate and comply with any reasonable safety or security programs, including fire
drills and air raid drills, and the appointment of “fire wardens” developed by Landlord for the Project, or required by law. Before leaving the Premises unattended, Tenant shall close and securely lock all doors or other means of entry to
the Premises and shut off all lights and water faucets in the Premises. 
 20. The requirements of tenants will be attended to only upon
application to the Office of the Project. 
 21. Canvassing, soliciting and peddling in the Project are prohibited and each tenant shall
cooperate to prevent the same. 
 22. All office equipment of any electrical or mechanical nature shall be placed by tenants in the Premises
in settings approved by Landlord, to absorb or prevent any vibration, noise or annoyance. 
 23. No air-conditioning unit or other similar
apparatus shall be installed or used by any tenant without the prior written consent of Landlord. Tenant shall pay the cost of all electricity used for air-conditioning in the Premises if such electrical consumption exceeds normal office
requirements, regardless of whether additional apparatus is installed pursuant to the preceding sentence. 
 24. There shall not be used in
any space, or in the public halls of the Project, either by any tenant or others, any hand trucks except those equipped with rubber tires and side guards. 
  

 EXHIBIT “B” 
 -3- 








 25. All electrical ceiling fixtures hung in
offices or spaces along the perimeter of the Project must be fluorescent and/or of a quality, type, design and bulb color approved by Landlord. Tenant shall not permit the consumption in the Premises of more than 2 1/2 watts per net usable square foot in the Premises in respect of office lighting nor shall Tenant permit the
consumption in the Premises of more than 1 1/2 watts per net usable square foot of space in the Premises in
respect of the power outlets therein, at any one time. In the event that such limits are exceeded, Landlord shall have the right to require Tenant to remove lighting fixtures and equipment and/or to charge Tenant for the cost of the additional
electricity consumed. 
 26. Parking. 
 (a) Subject to Landlord’s reasonable security requirements, repairs made by Landlord to the Project and Articles 16 and 18 of the Lease, Tenant shall have access to the Project parking facility twenty-four
(24) hours per day, seven (7) days per week throughout the Term. 
 (b) Automobiles must be parked entirely within the stall lines
on the floor. 
 (c) All directional signs and arrows must be observed. 
 (d) The speed limit shall be 5 miles per hour. 
 (e) Parking is prohibited in areas not striped for parking. 
 (f) Parking cards or any other device or form of identification
supplied by Landlord (or its operator) shall remain the property of Landlord (or its operator). Such parking identification device must be displayed as requested and may not be mutilated in any manner. The serial number of the parking identification
device may not be obliterated. Devices are not transferable or assignable and any device in the possession of an unauthorized holder will be void. There will be a replacement charge to the Tenant or person designated by Tenant of $25.00 for loss of
any parking card. There shall be a security deposit of $25.00 due at issuance for each card key issued to Tenant. 
 (g) The monthly rate for
parking is payable one (1) month in advance and must be paid by the third business day of each month. Failure to do so will automatically cancel parking privileges and a charge at the prevailing daily rate will be due. No deductions or
allowances from the monthly rate will be made for days parker does not use the parking facilities. 
 (h) Tenant may validate visitor parking
by such method or methods as the Landlord may approve, at the validation rate from time to time generally applicable to visitor parking. 
 (i) Landlord (and its operator) may refuse to permit any person who violates the within rules to park in the Project parking facility, and any violation of the rules shall subject the automobile to removal from the Project parking facility
at the parker’s expense. In either of said events, Landlord (or its operator) shall refund a prorata portion of the current monthly parking rate and the sticker or any other form of identification supplied by Landlord (or its operator) will be
returned to Landlord (or its operator). 
 (j) Project parking facility managers or attendants are not authorized to make or allow any
exceptions to these Rules and Regulations. 
 (k) All responsibility for any loss or damage to automobiles or any personal property therein
is assumed by the parker. 
  

 EXHIBIT “B” 
 -4- 








 (l) Loss or theft of parking identification devices from automobiles must be reported to the Project
parking facility manager immediately, and a lost or stolen report must be filed by the parker at that time. 
 (m) The parking facilities are
for the sole purpose of parking one automobile per space. Washing, waxing, cleaning or servicing of any vehicles by the parker or his agents is prohibited. 
 (n) Landlord (and its operator) reserves the right to refuse the issuance of monthly stickers or other parking identification devices to any Tenant and/or its employees who refuse to comply with the above Rules and
Regulations and all City, State or Federal ordinances, laws or agreements. 
 (o) Tenant agrees to acquaint all employees with these Rules
and Regulations. 
 (p) No vehicle shall be stored in the Project parking facility for a period of more than one (1) week. 

27. The Project is a non-smoking Project. Smoking or carrying lighted cigars or cigarettes in the Premises or the Project, including the elevators in
the Project, is prohibited. 
 28. Tenant shall not, without Landlord’s prior written consent (which consent may be granted or withheld
in Landlord’s absolute discretion), allow any employee or agent to carry any type of gun or other firearm in or about any of the Premises or Project. 
  

 EXHIBIT “B” 
 -5- 








 FIRST AMENDMENT TO LEASE 
 (SORRENTO TOWERS-SOUTH) 
 THIS FIRST AMENDMENT TO LEASE (“First
Amendment”) is made and entered into as of the 30th day of May, 2006, by and between TRIZEC CAL HOLDINGS, LLC, a Delaware limited liability company (“Landlord”) and ENTROPIC COMMUNICATIONS, INC., a Delaware corporation
(“Tenant”). 
 RECITALS 
 A. Arden Realty Limited Partnership, a Maryland limited partnership (“Original Landlord”) and Tenant entered into that certain Standard Office Lease dated as of September 29, 2005 (the
“Lease”) whereby Original Landlord leased to Tenant and Tenant leased from Original Landlord certain office space located in that certain building located and addressed at 3276 Scranton Road, San Diego, California (the
“Building”). Landlord is the successor to Original Landlord’s interest in the Lease. 
 B. By this First
Amendment, Landlord and Tenant desire to expand the Premises, extend the Term and to otherwise modify the Lease as provided herein. 
 C.
Unless otherwise defined herein, capitalized terms as used herein shall have the same meanings as given thereto in the Lease. 
 NOW, THEREFORE, in consideration of the foregoing recitals and tile mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby
agree as follows: 
 AGREEMENT 
 1. The Existing Premises. Landlord and Tenant hereby agree that pursuant to the Lease, effective as of the Commencement Date, Landlord will lease to Tenant and Tenant will lease from Landlord that certain office space in the Building
containing 14,951 rentable square feet located on the second (2nd) floor of the Building and known as Suite 200 (the “Existing Premises”), as outlined on Exhibit “A” to the Lease. Article 2 of the Lease shall be
modified by deleting all of Article 2 beginning with the term “except” in the third (3rd) sentence; provided, however, that notwithstanding the foregoing, due to a remeasurement of the Building, effective as of June 1, 2007, the
parties stipulate that the Existing Premises shall contain 15,175 rentable square feet. 
 2. Expansion of the Premises 
 2.1. First Expansion Space. That certain space known as Suite 250 located on the second (2nd) floor of the Building consisting of 4,893
rentable square feet, as outlined on the floor plan attached hereto as Exhibit “A” and made a part hereof, may be referred to herein as the “First Expansion Space.” Effective as of the date that Landlord delivers
possession of the First Expansion Space to Tenant, professionally cleaned in Landlord’s Building-standard manner and with all of the Building’s heating, ventilation, air conditioning, electrical, lighting, plumbing and other systems
serving the First Expansion Space in good working order (such date of delivery in such condition to be referred to herein as the “First Expansion Commencement Date”), Tenant shall lease from Landlord and Landlord shall lease to
Tenant the First Expansion Space. Accordingly, effective upon the First Expansion Commencement Date, the Existing Premises shall be increased to include the First Expansion Space. Landlord and Tenant hereby agree that such addition of the First
Expansion Space to the Existing Premises shall, effective as of the Pint Expansion Commencement Date, increase the number of rentable square feet leased by Tenant in the Building to a total of 19,844 rentable square feet. The First Expansion
Commencement Date is anticipated to be September 1, 2006. Effective as of the First Expansion Commencement Date, all references to the “Premises” shall mean and refer lo the Existing Premises as expanded by the First Expansion
Space. 
 2.2. Second Expansion Space. That certain space known as Suite 270 located on the second (2nd) floor of the Building
consisting of 2,276 rentable square feet, as outlined on the floor plan 








 
attached hereto as Exhibit “A” and made a part hereof, may be referred to herein as the “Second Expansion Space!’ Effective as of
January 1, 2007 (“Second Expansion Commencement Date”), Tenant shall lease from Landlord and Landlord shall lease to Tenant the Second Expansion Space. Accordingly, effective upon the Second Expansion Commencement Date, the Premises
shall be increased to include the Second Expansion Space. Landlord and Tenant hereby agree that such addition of the Second Expansion Space to the Premises shall, effective as of the Second Expansion Commencement Date, increase the number of
rentable square feet leased by Tenant in the Building to a total of 22,120 rentable square feet (to increase to 22,344 rentable square feet on June 1,2007 due to the Building’s remeasurement ns described in Section 1 above). Tenant is
currently a subtenant in the Second Expansion Space pursuant to a sublease which expires on December 31, 2006. Effective as of the Second Expansion Commencement Date, a I1 references to the “Premises” shall mean and refer to the
Existing Premises and the First Expansion Space as expanded by the Second Expansion Space. 
 3. Extended Lease Term. The
Expiration Date shall be extended such that the Lease shall terminate as to the Existing Premises, the First Expansion Space and the Second Expansion Space on May 31, 2010 (“New Termination Date”). The period from June 1,
2007 through the New Termination Date specified above, shall be referred to herein as the “Extended Term.” Tenant shall not have any right to extend the Lease beyond the Extended Term. 
 4. Monthly Basic Rental 
 4.1.
First Expansion Space. From the First Expansion Commencement Date through the New Termination Date, Tenant shall pay in accordance with the provisions of this Section 4.1, monthly Basic Rental for the First Expansion Space only as
follows: 
  

					
	 Period
	  	 Monthly Basic Rental
	  	 Monthly Basic Rental Per
 Rentable Square Foot*

	 First Expansion
 Commencement Date –
 08/31/07
	  	$12,477.15	  	$2.55
	 09/01/07 – 08/31/08
	  	$12,917.52	  	$2.64
	 09/01/08 – 08/31/09
	  	$13,357.89	  	$2.73
	 09/01/09 – 05/31/10
	  	$13,847.19	  	$2.83



	*	In addition, Tenant shall pay for electricity supplied to the First Expansion Space as described in Section 1.1(a) of the Lease. 

 4.2. Second Expansion Space. From the Second Expansion Commencement Date through the new Termination Date, Tenant shall pay in accordance with the
provisions of this Section 4.2, monthly Basic Rental for the Second Expansion Space only as follows: 
  

					
	 Period
	  	 Monthly Basic Rental
	  	 Monthly Basic Rental Per
 Rentable Square Foot*

	 Second Expansion
 Commencement Date –
 08/31/07
	  	$5,803.80	  	$2.55
	 09/01/07 – 08/31/08
	  	$6,008.64	  	$2.64
	 09/01/08 – 08/31/09
	  	$6,213.48	  	$2.73
	 09/01/09 – 05/31/10
	  	$6,441.08	  	$2.83



	*	In addition, Tenant shall pay for electricity supplied to the Second Expansion Space as described in Section 1.1(a) of the Lease. 








 4.3. Existing Premises. During the Extended Term, Tenant shall pay in accordance with the
provisions of this Section 4.3, monthly Basic Rental for the Existing Premises only as follows: 
  

					
	 Period
	  	 Monthly Basic Rental
	  	 Monthly Basic Rental Per
 Rentable Square Foot*

	 06/01/07 – 08/31/07
	  	$38,696.25	  	$2.55
	 09/01/07 – 08/31/08
	  	$40,062.00	  	$2.64
	 09/01/08 – 08/31/09
	  	$41,427.75	  	$2.73
	 09/01/09 – 05/31/10
	  	$42,945.25	  	$2.83



	*	In addition, Tenant shall pay for electricity supplied to the Existing Premises as described in Section 1.1(a) of the Lease. 

 5. Tenant’s Proportionate Share and Base Year. Effective us of the First Expansion Commencement Date and continuing until the dote
immediately preceding the Second Expansion Commencement Date, Tenant’s Proportionate Share of any increase in Direct Costs for the Premises shall be increased to sixteen point two six percent (16.26%). Effective as of the Second Expansion
Commencement Date and continuing through May 3 1, 2007, Tenant’s Proportionate Share of any increase in Direct Costs for the Premises shall be increased to eighteen point one three percent (18.13%). Due to the remeasurement of the
Building as described in Section 1 above, effective as of June 1, 2007 and continuing through the New Termination Date, Tenant’s Proportionate Share of any increase in Direct Costs for the Premises shall be increased to eighteen point
three one percent (18.31%). The Base Year shall remain the calendar year 2006 as to the Existing Premises until June 1, 2007 at which time the Base Year for the Existing Premises shall become calendar year 2007. The Base Year for both the First
Expansion Space and the Second Expansion Space shall be the calendar year 2007. 
 6. Tenant Improvements. Except for Landlord’s
obligation to professionally clean the First Expansion Space and deliver the First Expansion Space to Tenant with all of the Building’s heating. ventilation, air-conditioning, electrical, lighting, plumbing, and other systems serving the First
Expansion Space in good working order, Tenant hereby agrees to accept the Existing Premises, tile First Expansion Space and the Second Expansion Space in their current “as-is” condition and Tenant hereby acknowledges that Landlord shall
not be obligated to provide or pay for any improvement construction work or services related to the improvement of the Existing Premises, the First Expansion Space or the Second Expansion Space. Tenant also acknowledges that the provisions of
Article 8 of the Lease shall apply to the Existing Premises, the First Expansion Space and the Second Expansion Space. 
 7. Parking.
Effective as of the First Expansion Commencement Date and continuing through the New Termination Date, Tenant shall rent from Landlord an additional fourteen (14) unreserved surface parking passes-& an additional five (5) unreserved
covered parking passes for use in the Building’s parking facility. Effective as of the Second Expansion Commencement Date and continuing through the New Termination Date and in addition to the parking passes set forth in the preceding sentence,
Tenant shall rent from Landlord an additional seven (7) unreserved surface parking passes and an additional two (2) unreserved covered parking passes for use in the Building’s parking facility. Tenant’s rental and use of such
additional parking passes shall be in accordance with, and subject to, all provisions of Article 23 of the Lease including, without limitation, payment of the monthly parking rate specified therein. 
 8. Security Deposit. Tenant has previously deposited with Landlord Thirty-Six Thousand Six Hundred Twenty-Nine and 95/100 Dollars ($36,629.95) as
a Security Deposit under the Lease. Concurrently with Tenant’s execution of this First Amendment, Tenant shall deposit with Landlord an 








 
additional Twenty Six Thousand Six Hundred Three and 57/100 Dollars ($26,603.57), for a total Security Deposit under the Lease, as amended herein, of
Sixty-Three Thousand Two Hundred Thirty-Three and 52/100 Dollars ($63,233.52). Landlord shall continue to hold the Security Deposit ns increased herein in accordance with the terms and conditions of Article 4 of the Lease. 
 9. Notice of First Expansion Commencement Date. Landlord may deliver to Tenant a commencement letter in a form substantially similar to that
attached hereto as Exhibit “B” and made a part hereof at any time after the First Expansion Commencement Date. Tenant agrees to execute and return to Landlord said commencement letter within ten ( 10) days after Tenant’s receipt
thereof (provided that Tenant may make any reasonable comments to the commencement letter to ensure its accuracy). 
 10. Brokers.
Each party represents and warrants to the other that no broker, agent or finder negotiated or was instrumental in negotiating or consummating this First Amendment other than The Irving Hughes Group on behalf of Tenant. Each party further agrees to
defend, indemnify and hold harmless the other party from and against any claim for commission or finder’s fee by any person or other entity (other than The Irving Hughes Group, whose commission shall be payable by Landlord pursuant to a
separate written agreement) who claims or alleges that they were retained or engaged by the first patty or at the request of such party in connection with this First Amendment. 
 11. Signing Authority. Each individual executing this First Amendment on behalf of Tenant represents and warrants that he or she is duly
authorized to execute and deliver this First Amendment on behalf of said entity in accordance with the By-laws of said corporation. 
 12.
Defaults. Tenant hereby represents and warrants to Landlord that, as of he date of this First Amendment, Tenant is in full compliance with all terms, covenants and conditions of the Lease and that, to the best of Tenant’s actual current
knowledge, there are no breaches or defaults under the Lease by Landlord or Tenant, and that Tenant knows of no events or circumstances which, given the passage of time, would constitute a default under the Lease by either Landlord or Tenant.

 13. No Further Modification. Except as set forth in this First Amendment, all of the terms and provisions of the Lease shall apply
with respect to the First Expansion Space and the Second Expansion Space and shall remain unmodified and in full force and effect. Effective as of the First Expansion Commencement Date, all references to the “Lease” shall refer to the
Lease as amended by this First Amendment. 
 14. Contingency. This First Amendment is hereby expressly made contingent upon
Landlord’s consummation of a new lease with Fitch, Even, Tabin and Flannery (“Flitch Even”), “ which new lease shall provide for (i) the termination of the existing Fitch Even lease for the First Expansion Space and
(ii) the leasing of space by Fitch Even at 9330 Scranton Road, San Diego, California (the “Contingent Transaction”). Landlord shall notify Tenant upon consummation of the Contingent Transaction. In the event Landlord does not
consummate the Contingent Transaction by June 15,2006, this First Amendment shall be null and void. 
 IN WITNESS WHEREOF, this
First Amendment has been executed as of the day and year first above written. 
  

					
	 “LANDLORD”
	 	 TRIZEC CAL HOLDINGS, LLC,
 a Delaware
limited liability company

			
		 	By:	 	 /s/ William Tresham

		 		 	WILLIAM TRESHAM, EVP/COO
			
		 	By:	 	 /s/ Mark C. Phillips

		 		 	MARK C. PHILLIPS, Assistant Secretary









					
	 “TENANT”
	 	 ENTROPIC COMMUNICATIONS, INC.
 a Delaware
corporation

			
		 	By:	 	 /s/ Kurt Noyes

		 		 	KURT NOYES, Vice President, Finance








 EXHIBIT “A” 
 OUTLINE OF FIRST EXPANSION SPACE 
 AND SECOND EXPANSION SPACE

 This Exhibit “A” is provided for informational purposes only and is intended to be only an approximation of the layout of the First
Expansion Space and the Second Expansion Space and shall not be deemed to constitute any representation by Landlord as to the exact layout or configuration of the First Expansion Space or the Second Expansion Space. 







 EXHIBIT “B” 
 NOTICE OF FIRST EXPANSION COMMENCEMENT DATE 
  

					
	 TO:
	  	  
	    	DATE:                     , 2006
		  	  
	    	
		  	  
	    	
	 Attention:
	  	  
	    	

  

			
	RE:	 	First Amendment dated ,2006, between TRIZEC CAL HOLDINGS, LLC, a Delaware limited liability company (“Landlord”), and ENTROPIC COMMUNICATIONS, INC. a Delaware corporation
(“Tenant”), concerning Suite 250 (the “First Expansion Space”) and Suite 200 (the “Existing Premises”), located at 9276 Scranton Road, San Diego, California.

 Dear Mr. [or Ms.]
                    : 
 In
accordance with the First Amendment described above, Landlord wishes to advise and/or confirm the following (with capitalized but undefined terms below having their meaning set forth in such First Amendment): 
 1. That the Tenant is in possession of the First Expansion Space and the Existing Premises and Tenant acknowledges that under the provisions of the
First Amendment, the First Expansion Commencement Date is , 2006 and the term of the Existing Premises and the First Expansion Space shall expire on May 31, 2010. 
 2. That in accordance with the First Amendment, monthly Basic Rental for the First Expansion Space commenced to accrue on
                    , 2006. 
 AGREED AND
ACCEPTED: 
 TENANT: 
  

			
	 ENTROPIC COMMUNICATIONS, INC.,

	 a Delaware corporation

		
	 By:
	 	  

	 Print Name:
	 	
	 Its:
	 	
		
	 By:
	 	  

	 Print Name:
	 	
	 Its:
	 	








 SECOND AMENDMENT TO LEASE 
 This Second Amendment to Lease (this “Second Amendment”) is dated as of January 26, 2007 (the “Effective Date”), and is made by
and between TRIZEC CAL HOLDINGS, LLC, a Delaware limited liability company (“Landlord”), and ENTROPIC COMMUNICATIONS, INC., a Delaware corporation (“Tenant”). 
 A. Landlord and Tenant are parties to that certain Standard Office Lease dated as of September 9,2005 (the “Original Lease”). The Original
Lease has been amended pursuant to that certain First Amendment to Lease dated as of May 30,2006 (the “First Amendment”). Pursuant to the terms of the Original Lease, Tenant leases from Landlord approximately 14,951 rentable square
feet on the second floor, commonly known as Suite 200 of that certain building located at 9276 Scranton Road, San Diego, California (the “Building”). Pursuant to the First Amendment, Tenant leases from Landlord an additional 4,893
rentable square feet on the second floor commonly known as Suite 250. The Original Lease as amended shall be referred to herein as the “Lease”. 
 B. Tenant has notified Landlord that Tenant desires to lease additional space on the first floor of the Building commonly known as Suite 120 for a temporary period which is less than the remainder of the Term of the
Lease (the “Temporary Space”). 
 C. Landlord and Tenant are making this Second Amendment to confirm the terms of the leasing of
the Temporary Space. 
 D. Initially capitalized terms used in this Second Amendment and not otherwise defined shall have the meanings
assigned to such terms in the Lease. 
 NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, Landlord and Tenant hereby agree as follows: 
 1. Leasing of Temporary Space. Landlord hereby leases
to Tenant and Tenant hereby leases from Landlord the Temporary Space, comprising 1,222 rentable square feet, as shown more particularly on Exhibit A attached hereto and made a part hereof as of the Temporary Space Commencement Date (defined below),
the Premises under the Lease shall be deemed to include the Temporary Space, and Tenant’s leasing of the Temporary Space shall be subject to all of the terms of the Lease (excluding the terms for base rent, the base year, any tenant
improvements or the payment of operating costs, taxes and insurance), except as provided otherwise in this Second Amendment. 
 2.
Temporary Space Term. The Temporary Space shall be leased to Tenant for a term commencing on March 1, 2007 (the “Temporary Space Commencement Date”) and ending on July 3 1,2007 (the “Target Termination
Date”), provided that unless Tenant delivers written notice of termination of the leasing of the Temporary Space to Landlord more than 30 days prior to the Target Termination Date, then Tenant’s tenancy in the Temporary Space shall not
terminate on the Target Termination Date, and from and after such date the leasing of the Temporary Space shall be deemed to be a tenancy month to month, which either party may terminate upon 30 days written notice to the other party. Tenant’s
month to month tenancy of the Temporary Space shall continue until terminated. 
 3. Base Rent on Temporary Space. From and after the
Temporary Space Commencement Date, Tenant shall pay base rent on the Temporary Space at the rate of $3.10 per rentable square foot of the Temporary Space per month, being $3,788.20 per month, prorated for any partial month. Such amount shall be
payable in tile same manner and at the same time as set forth in the Lease for the payment of Base Rent. 
 4. Utilities. During the
term of the leasing of the Temporary Space, Tenant shall reimburse Landlord monthly for the cost of utility use which is attributable to the Temporary Space, or if the Temporary Space is separately metered, Tenant shall pay the utility provider
directly. The square footage of the Temporary Space shall not be included in any calculation of Tenant’s obligations to pay any portion of operating costs, taxes or insurance on that part of the Premises not comprising the Temporary Space.








 5. Condition of Temporary Space. Landlord is leasing the Temporary Space to Tenant absolutely
“as is, where is”, without representation or warranty, and without the obligation to make any improvements to the Temporary Space. Tenant shall be permitted to enter the Temporary Space from and after February 15,2007 for the purpose
of preparing the Temporary Space for occupancy. 
 6. Surrender of Temporary Space. Upon the expiration of the leasing of the
Temporary Space, Tenant shall m n d e r the Temporary Space to Landlord in substantially the same condition as such space was delivered to Tenant, free of Tenant’s personal property, and having removed any data cabling or other systems or
equipment installed by Tenant. Tenant shall restore any damage to the Temporary Space done by Tenant. If Tenant fails to remove any property (including without limitation any data cabling) or restore any damage, Landlord may remove such property of
Tenant or restore such damage and Tenant shall reimburse Landlord for the cost of removal or restoration. 
 7. Brokers. Each party
(each, the “Indemnifying Party”) represents to the other party that it has dealt with no brokers in connection with this First Amendment other than Cushman & Wakefield as Landlord’s broker and Irving Hughes as Tenant’s
broker (collectively, the “Brokers”). The Indemnifying Party hereby agrees to indemnify, defend and hold harmless the other party from claims through the Indemnifying Party by any broker other than the Brokers for a commission or other fee
arising out of this First Amendment. Landlord shall compensate Cushrnan & Wakefield pursuant to a separate agreement between them. 
 8. Ratification. The Lease, as amended by this Second Amendment, is hereby ratified by Landlord and Tenant, and the parties hereby agree that the Lease, as so amended, shall continue in fill force and effect. 
 9. Miscellaneous. The agreements, conditions and provisions herein contained shall apply to and bind the heirs, executors, administrators,
successors and assigns of the parties hereto. If any provisions of this Second Amendment or the Lease shall be determined to be illegal or unenforceable, such determination shall not affect any other provision of the Lease or this Second Amendment
and all such other provisions shall remain in MI force and effect. If there is any inconsistency between the provisions of this Second Amendment and the other provisions of the Lease, the provisions of this Second Amendment shall control with
respect to the subject matter of this Second Amendment. This Second Amendment shall be construed in accordance with the laws of the state of California. This Second Amendment constitutes a part of the Lease and is incorporated by this reference.

 SIGNATURES APPEAR ON FOLLOWING PAGE 
  

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 IN WITNESS WHEREOF, Landlord and Tenant have executed this Second Amendment effective as of the
date first written above. 
  

			
	 LANDLORD:

	
	 TRIZEC CAL HOLDINGS, LLC, 
 a Delaware limited liability company

		
	 By:
	 	 /s/ William Tresham

	 Print Name:
	 	William Tresham
	 Its:
	 	EVP/COO


  

			
	 TENANT:

	
	 ENTROPIC COMMUNICATIONS, INC., 
 a Delaware corporation

		
	 By:
	 	 /s/ Kurt Noyes

		 	KURT NOYES. Vice President Finance


  

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 EXHIBIT A 
 TEMPORARY SPACE 
 attach a diagram of the Temporary Space 
  

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