REPRESENTS AND WARRANTS TO LANDLORD THAT TENANT HAS
DEALT WITH NO BROKER, AGENT OR OTHER INTERMEDIARY IN CONNECTION WITH THIS FIRST
AMENDMENT OTHER THAN CB RICHARD ELLIS ("LANDLORD'S BROKER") AND PENN'S GRANT
("TENANT'S BROKER"), AND THAT INSOFAR AS TENANT KNOWS, NO OTHER BROKER, AGENT OR
OTHER INTERMEDIARY NEGOTIATED THIS FIRST AMENDMENT. TENANT AGREES TO INDEMNIFY,
DEFEND AND HOLD LANDLORD AND ITS PARTNERS, EMPLOYEES, AGENTS, THEIR OFFICERS AND
PARTNERS, HARMLESS FROM AND AGAINST ANY CLAIMS MADE BY ANY BROKER, AGENT OR
OTHER INTERMEDIARY OTHER THAN LANDLORD'S BROKER OR TENANT'S BROKER, WITH RESPECT
TO A CLAIM FOR BROKER'S COMMISSION OR FEE OR SIMILAR COMPENSATION BROUGHT BY ANY
PERSON IN CONNECTION WITH THIS FIRST AMENDMENT, PROVIDED THAT LANDLORD HAS NOT
IN FACT RETAINED SUCH BROKER, AGENT OR OTHER INTERMEDIARY. LANDLORD AGREES TO
PAY ALL COMMISSIONS PAYABLE TO LANDLORD'S BROKER AND TENANT'S BROKER PURSUANT TO
SEPARATE AGREEMENTS BETWEEN LANDLORD AND LANDLORD'S BROKER AND LANDLORD AND
TENANT'S BROKER.
12.
REAFFIRMATION OF WARRANT OF ATTORNEY. TENANT HEREBY RATIFIES,
CONFIRMS AND REAFFIRMS IN ALL RESPECTS AND WITHOUT CONDITION, THE RIGHT OF
LANDLORD TO CONFESS JUDGMENT AGAINST TENANT IN ACCORDANCE WITH THE TERMS OF THE
LEASE.
13.
COUNTERPARTS. THIS FIRST AMENDMENT MAY BE EXECUTED IN ONE OR MORE
COUNTERPARTS, EACH OF WHICH SHALL BE DEEMED AN ORIGINAL HEREOF, BUT ALL OF WHICH
SHALL CONSTITUTE ONE AND THE SAME FIRST AMENDMENT.
14.
CONFIRMATION OF LEASE. EXCEPT AS OTHERWISE SET FORTH IN THIS FIRST
AMENDMENT, THE LEASE SHALL REMAIN IN FULL FORCE AND EFFECT IN ACCORDANCE WITH
ITS ORIGINAL TERMS AND BE BINDING ON LANDLORD AND TENANT, THEIR RESPECTIVE
HEIRS, EXECUTORS, ADMINISTRATORS, SUCCESSORS AND ASSIGNS.
[Signatures on next page]
IN WITNESS WHEREOF, the parties hereto have executed this First Amendment as of
the day and year first above written.
LANDLORD:
HORSHAM PROPERTY ASSOCIATES, LP,
a Pennsylvania limited partnership
By:
Witness:
/s/ Illegible
By:
/s/ William A. White
Name:
William A. White
Title:
Managing Member of the General Partner of the General Partner
TENANT:
OPTIUM CORPORATION,
a Delaware corporation
Witness:
/s/ Christopher Brown
By:
/s/ David Renner
Name:
David Renner
Title:
Chief Financial Officer