exv10w6w18







Exhibit 10.6.18




TENTH AMENDMENT TO LEASE





	1.	 	PARTIES






	 	1.1	 	THIS AGREEMENT made the 8th day of May, 2009 is by and between 5
INDEPENDENCE SPE LLC (hereinafter “Landlord”) whose address is c/o Mack-Cali Realty
Corporation, 343 Thornall Street, P.O. Box 7817, Edison, New Jersey 08818-7817 and
HARRIS INTERACTIVE INC., (hereinafter “Tenant”) whose address is 135 Corporate Woods,
Rochester, New York 14623-1457.






	2.	 	STATEMENT OF FACTS






	 	2.1	 	Bellemead Development Corporation and Total Research Corporation, predecessor
in interest to Tenant, heretofore entered into a certain lease dated December 2, 1985,
as amended on July 31, 1986, January 5, 1987, November 27, 1990, December 27, 1995,
December 12, 1996, February 19, 1998, June 15, 1998, September 28, 1999, December 15,
2000, February 20, 2004 and September 24, 2008 (said lease as it was and may hereafter
be amended is hereinafter called the “Lease”) with respect to approximately 29,112
gross rentable square feet (the “Existing Premises”) in a portion of the
building commonly known as 5 Independence Way, Princeton, New Jersey (the “Building”);
and
	 
	 	2.2	 	Landlord and Tenant entered into the Ninth Amendment to Lease and Partial
Surrender Agreement dated September 24, 2008 whereby Tenant desired to reduce the
Existing Premises by approximately 5,627 gross rentable square feet of the Building
(“Surrender Premises”), so that the Premises shall therefore consist of approximately
23,485 gross rentable square feet (“Retained Premises”).
	 
	 	2.3	 	The Effective Date applicable to the Retained Premises is the day Landlord, at
Landlord’s sole cost and expense, completes construction of a demising wall between the
Surrender Premises and the Retained Premises; and
	 
	 	2.4	 	It has been determined in accordance with the provisions of Article 3(c) of the
Ninth Amendment to Lease and Partial Surrender Agreement that January 1, 2009 is the
Effective Date of the Term applicable to the Retained Premises.






	3.	 	AGREEMENT






          NOW, THEREFORE, in consideration of the Premises and the covenants hereinafter set
forth, Landlord and Tenant agree as follows:




	 	3.1	 	The above recitals are incorporated herein by reference.
	 
	 	3.2	 	All capitalized and non-capitalized terms used in this Agreement which are not
separately defined herein but are defined in the Lease shall have the meaning given to
any such term in the Lease.
	 
	 	3.3	 	The Effective Date of the Term applicable to the Retained Premises is January 1, 2009 and
the Expiration Date thereof is December 31, 2018.
	 
	 	3.4	 	This Agreement is executed by the parties hereto for the purpose of providing a
record of the Effective and Expiration Dates of the Retained Premises, adjusting the
Term of the Lease and Minimum Rent amount accordingly.
	 
	 	3.5	 	Tenant hereby represents to Landlord that (i) there exists no default under the
Lease either by Tenant, or to its knowledge, by Landlord; and (ii) there exists no
offset, defense or counterclaim to Tenant’s obligation under the Lease.




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	 	3.6	 	Except as amended herein, the Lease (as previously amended) shall remain in
full force and effect as if the same were set forth in full herein and Landlord and
Tenant hereby ratify and confirm all the terms and conditions thereof.
	 
	 	3.7	 	This Agreement shall be binding upon and inure to the benefit of the parties
hereto and their respective legal representatives, successors and permitted assigns.
	 
	 	3.8	 	Each party agrees that it will not raise or assert as a defense to any obligation under the
Lease or this Agreement or make any claim that the Lease or this Agreement is invalid or
unenforceable due to any failure of this document to comply with ministerial requirements
including, but not limited to, requirements for corporate seals, attestations, witnesses,
notarizations, or other similar requirements, and each party hereby waives the right to assert
any such defense or make any claim of invalidity or unenforceability due to any of the
foregoing.






          IN WITNESS THEREOF, Landlord and Tenant have hereunto set their hands and seals the
date and year first above written and acknowledge one to the other they possess
the requisite authority to enter into this transaction and to sign this Agreement.



LANDLORD:




5 INDEPENDENCE SPE LLC

By: Gale SLG NJ Mezz LLC, sole member

           By: Gale SLG NJ Operating Partnership L.P., sole member

                    
By: Gale SLG NJ GP LLC, general partner

                              
By: Mack-Green-Gale LLC, sole member

                                        
By: Mack-Cali Ventures L.L.C., managing member

                                                  By:
Mack-Cali Realty, L.P., sole member

                                                                      By: Mack-Cali Realty Corporation, general partner




	 	 	 	 	 	 	 
	 

	 	By:
	 	/s/ Mitchell E. Hirsch
 

Michael A. Grossman
	 	 
	 

	 	 	 	Executive Vice President	 	 






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	TENANT:
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	HARRIS INTERACTIVE INC.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	By:	 	/s/ Deborah Rieger-Paganis	 	 	 	By:	 	/s/ Marc H. Levin	 	 
	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	Name:
	 	Deborah Rieger-Paganis
 

          
       
   (please print)
	 	 
	 	 	 	Name:
	 	Marc Levin
 

          
       
   (please print)
	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	Title:
	 	Interim CFO
 

          
       
   (please print)
	 	 
	 	 	 	Title:
	 	SVP and General Counsel
 

          
       
   (please print)
	 	 







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