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Basic Lease Information.

“Building” shall mean the Office Unit in the commercial condominium located at and known as 200 State Street, Boston, Massachusetts; and as further defined in Section 2 hereof.

The “Rentable Square Footage of the Building” is the rentable square footage of the Office Unit and is deemed to be 301,896 square feet.

The “Condominium” is that certain commercial condominium known as 200 State Street Condominium, created by that certain Master Deed dated June 30, 2005, recorded with the Suffolk County Registry of Deeds at Book 37481, Page 1, as amended and restated by that certain Amended and Restated Master Deed dated April 28, 2006, recorded with the Suffolk County Registry of Deeds at Book 39523, Page 221, as the same may be amended and in effect from time to time. The Office Unit is defined in the Master Deed of the Condominium.

“Premises” shall mean the area shown on Exhibit A to this Lease. The Premises are located on the 6th floor of the Building. The “Rentable Square Footage of the Premises” is deemed to be 11,486 square feet on the 6th floor. If the Premises include one or more floors in their entirety, all corridors and restroom facilities located on such full floor(s) shall be considered part of the Premises. Landlord and Tenant stipulate and agree that the Rentable Square Footage of the Building and the Rentable Square Footage of the Premises are correct and shall not be remeasured.

“Base Rent”:

Period

Commencement Date to the day prior to Rent Commencement Date

Lease Year 1

Lease Year 2

Lease Year 3

Lease Year 4

Lease Year 5

Lease Year 6

Lease Year 7

“Tenant’s Pro Rata Share”: Tenant’s Pro Rata Share shall mean the percentage derived by dividing the rentable square feet in the Premises by the total rentable square feet of the Building; in the event that either the rentable square feet of the Premises or the rentable square feet of the Building changes,Tenant’s Pro Rata Share will be appropriately adjusted and, as to the calendar year (or Fiscal Year, with respect to Taxes) in which such change occurs,Tenant’s Pro Rata Share shall be determined on the basis of the number of days during such calendar year or Fiscal Year at each such percentage. As of the date hereof, Tenant’s Pro Rata Share shall be deemed to be 3.80%

“Base Year” for Taxes: Fiscal Year (defined below) 2017 (i.e., July 1, 2016 to June 30, 2017).

“Base Year” for Expenses: calendar year 2017.

For purposes hereof, “Fiscal Year” shall mean (with respect to the Base Year for Taxes) the period of July 1, 2016 to June 30, 2017 and each period of July 1 to June 30 thereafter.

“Term”: The Term shall commence on the date that Landlord delivers possession of the Premises to Tenant free of all occupants and tenants in accordance with Article 3 of this Lease (the “Commencement Date”) and, unless terminated early in accordance with this Lease, end seven (7) years following the Rent Commencement Date, subject to extension as provided in this Lease (the” Termination Date”). The “Rent Commencement Date” shall be the earlier of (i)seven (7) months following the date on which Tenant has completed Tenant’sWork (described in Exhibit C) and commences to occupy the Premises for its Permitted Use (the “Business Occupancy Date”) or (ii) June 1, 2017. If the Rent Commencement Date is not the first day of a calendar month, then the first “Lease Year” (consisting of the first 12 calendar months following the Rent Commencement Date) and the Term shall be expanded to include the partial month following the Rent Commencement Date so that the first Lease Year shall expire at the end of the 12^th full calendar month following the month in which the Rent Commencement Date occurs. The second and succeeding “LeaseYear(s)” shall be periods of twelve (12) full calendar months following the end of the first Lease Year. Promptly after the determination of the Business Occupancy Date, Landlord and Tenant shall enter into a commencement date letter agreement in the form of Exhibit C-1 attached hereto

Tenant allowances: An amount equal to $574,300.00, as further described in the attached Exhibit C.

“Security Deposit”: $300,000.00 (which amount shall be reduced as set forth in Article 6) in the form of a letter of credit in accordance with Article 6.

“Guarantor”: None

“Brokers”: Landmark Real Estate Advisors (Tenant’s broker) and Newmark Grubb Knight Frank (Landlord’s broker)

“Permitted Use”: general office use, and uses incidental thereto consistent with general business offices in first-class office buildings in downtown Boston, Massachusetts, and for no other purpose..

“Notice Addresses”:

With a copy to:

Tenant’s Attorney

By US Mail

By Overnight Courier

By Wire

415-243-7596

“Business Day(s)” are Monday through Friday of each week, exclusive of New Year’s Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day (“Holidays”). Landlord may designate up to 3 additional Holidays, provided that the additional Holidays are commonly recognized by other office buildings in the area where the Building is located.

[Intentionally Omitted]

“Law(s)” means all applicable statutes, codes, ordinances, orders, rules and regulations of any municipal or governmental entity.

“Normal Business Hours” for the Building are 8:00 A.M. to 6:00 P.M. on Business Days and 8:00 A.M. to 1:00 P.M. on Saturdays.

Lease Grant.

Possession.

Subject to Landlord’s obligations under Section 9.B., and subject to satisfaction of all Delivery Conditions (as hereinafter defined) the Premises will be delivered by Landlord in “as is” condition.

If Tenant takes possession of the Premises before the Commencement Date, such possession shall be subject to the terms and conditions of this Lease. However, except for the cost of services requested by Tenant (e.g. freight elevator usage after Normal Business Hours, electricity and fire alarm/smoke detector disconnects), Tenant shall not be required to pay Rent for any days of possession before the Rent Commencement Date during which Tenant is in possession of the Premises whether for the purpose of performing improvements or installing furniture, equipment or other personal property or, after the Business Occupancy Date, occupying the Premises for its Permitted Use.

“Delivery Conditions” shall mean and include the following terms and conditions: (i) the Premises are vacant, broom clean, with all personal property of any prior tenant (other than the Retained FF&E, as defined in Exhibit F) and otherwise in condition such that Tenant can immediately occupy the Premises and perform Tenant’s Work; (ii) all Building systems, utilities and facilities serving the Premises, including, without limitation, heating, ventilation and air conditioning, electricity, water, plumbing and sewerage systems shall be in good working order, condition and repair and adequate in all respects for Tenant’s use; and (iii) all means of access to the Premises, including, without limitation, the Building elevators and other facilities reasonably necessary for Tenant to undertake the Tenant Work, shall be free of obstruction, intact and in good working order.

Rent.

Payments. As consideration for this Lease, Tenant shall pay Landlord, without any setoff or deduction except to the extent otherwise provided in this Lease, the total amount of Base Rent and Additional Rent due for the Term. “Additional Rent” means all sums (exclusive of Base Rent) that Tenant is required to pay Landlord pursuant to the terms of this Lease. Additional Rent and Base Rent are sometimes collectively referred to as “Rent”. Tenant shall pay and be liable for all rental, sales and use taxes (but excluding income taxes), if any, imposed upon or measured by Rent under applicable Law. Monthly installments of Base Rent and recurring monthly charges of Additional Rent shall be due and payable in advance on the first day of each calendar month without notice or demand. All

Expense Excess and Tax Excess. Tenant shall pay Tenant’s Pro Rata Share of the amount, if any, by which Expenses (defined in Section 4.C.) for each calendar year during the Term (commencing with calendar year 2018) exceed Expenses for the Base Year (the “Expense Excess”) and also the amount, if any, by which Taxes (defined in Section 4.D.) for each Fiscal Year during the Term (commencing with Fiscal Year 2018) exceed Taxes for the Base Year (the “Tax Excess”). If Expenses and/or Taxes in any calendar year or Fiscal Year decrease below the amount of Expenses and/or Taxes for the Base Year, Tenant’s Pro Rata Share of Expenses and/or Taxes, as the case may be, for that calendar year or Fiscal Year shall be $0. Landlord shall provide Tenant with a good faith estimate of the Expense Excess and of the Tax Excess for each calendar year or Fiscal Year during the Term. On or before the first day of each month following the conclusion of the applicable Base Year, Tenant shall pay to Landlord a monthly installment equal to one-twelfth of Tenant’s Pro Rata Share of Landlord’s estimate of the Expense Excess and one-twelfth of Tenant’s Pro Rata Share of Landlord’s estimate of the Tax Excess. If Landlord determines that its good faith estimate of the Expense Excess or of the Tax Excess was incorrect by a material amount, Landlord may provide (but not more than once in any calendar year) Tenant with a revised estimate, as the case may be. After its receipt of the revised estimate, Tenant’s monthly payments shall be based upon the revised estimate. If Landlord does not provide Tenant with an estimate of the Expense Excess by January 1 of a calendar year, or the Tax Excess by the start of each new Fiscal Year, Tenant shall continue to pay monthly installments based on the previous calendar year’s or Fiscal Year’s estimate(s), as the case may be, until Landlord provides Tenant with the new estimate. Upon delivery of the new estimate, an adjustment shall be made for any month for which Tenant paid monthly installments based on the previous calendar or Fiscal Year’s estimate(s). Tenant shall pay Landlord the amount of any underpayment within 30 days after receipt of the new estimate. Any overpayment shall be refunded to Tenant within 30 days or, at Tenant’s election, credited against the next due future installment(s) of Additional Rent.

Expenses Defined. “Expenses” means all reasonable and customary costs and expenses incurred in each calendar year in connection with operating, maintaining, repairing, and managing the Building, which shall be calculated in a commercially reasonable manner consistently applied from year to year, including, but not limited to:

Labor costs, including, wages, salaries, social security and employment taxes, medical and other types of insurance, uniforms, training, and retirement and pension plans, but excluding such labor costs for personnel above the grade of building manager and other supervisors.

Management fees paid to a third party manager (provided the same are comparable to management fees generally charged for first class office buildings in Boston), the cost of equipping and maintaining a management office (including the fair rental value of said management office), accounting and bookkeeping services, legal fees not attributable to leasing or collection activity, and other administrative costs. Landlord, by itself or through an affiliate, shall have the right to directly perform or provide any services under this Lease (including management services if a third party has not been hired or paid to provide management services), provided that the cost of any such services shall not exceed the cost that would have been incurred had Landlord entered into an arms-length contract for such services with an unaffiliated entity of comparable skill and experience.

The cost of services, including amounts paid to service providers and the rental and purchase cost of parts, supplies, tools and equipment.

Premiums and deductibles paid by Landlord for insurance, including workers compensation, fire and extended coverage, earthquake, general liability, rental loss, elevator, boiler and other insurance customarily carried from time to time by owners of comparable office buildings.

The costs to operate, repair and maintain and replace all systems and equipment and components of the Building, including the structural portions of the Building, the roof and roof coverings of the Building, the exterior walls and windows and the mechanical, gas, steam, electrical, sanitary, HVAC, elevator, plumbing and life-safety systems of the Building and the costs incurred in connection with the parking garage servicing the Building, provided that none of the foregoing costs are capital expenses or costs for capital improvements, repairs, or replacements under generally accepted accounting principles.

Electrical Costs (defined below) and charges for water, gas, steam and sewer, but excluding those charges for which Landlord is reimbursed by tenants. “Electrical Costs” means: (a) charges paid by Landlord for electricity provided to the Building Common Areas; and (b) costs incurred in connection with an energy management program for the Building. Electrical Costs shall be adjusted as follows: (i) amounts received by Landlord as reimbursement for above standard electrical consumption shall be deducted from Electrical Costs; (ii) the cost of electricity incurred to provide overtime HVAC to specific tenants (as reasonably estimated by Landlord) shall be deducted from Electrical Costs; and (iii) the cost of electricity to individual tenant spaces in the Building shall be deducted from Electrical Costs.

The amortized cost of capital improvements (as distinguished from replacement parts or components installed in the ordinary course of business that are not in themselves capital improvements, repairs or replacements under generally accepted accounting principles) made to the Building which are: (a) performed primarily to reduce operating expense costs of the Building; or (b) required to comply with any Laws that are enacted, or first interpreted to apply to the Building, after the date of this Lease. The cost of any such capital improvements shall be amortized by Landlord over the improvement’s useful life, as reasonably determined by Landlord in accordance with generally accepted accounting principles consistently applied. The amortized cost of capital improvements may, at Landlord’s option, include actual or imputed interest at the rate that Landlord would reasonably be required to pay to finance the cost of the capital improvement.

Payments, fees or charges assessed to the owner of the Office Unit under the Condominium Documents (including, without limitation, any Condominium Charges, as hereinafter defined) and/or under any easement, license, operating agreement, declaration, restrictive covenant or any instrument pertaining to the sharing of costs by the Office Unit. Whereas the Office Unit is part of the Condominium, Condominium

Taxes Defined. “Taxes” shall mean: (1) all real estate taxes and other assessments on the Building including, but not limited to, assessments for special improvement districts and building improvement districts, taxes and assessments levied in substitution or supplementation in whole or in part of any such taxes and assessments and the Building’s share of any real estate taxes and assessments under any reciprocal easement agreement, common area agreement or similar agreement as to the Building; (2) all personal property taxes for property that is owned by Landlord and used in connection with the operation, maintenance and repair of the Building; and (3) all reasonable costs and fees incurred in connection with seeking reductions in any tax liabilities described in (1) and (2), including, without limitation, any costs incurred by Landlord for compliance, review and appeal of tax liabilities. Without limitation, Taxes shall not include any income, capital levy, franchise, capital stock, gift, estate or inheritance tax. If a betterment assessment is payable in installments, Taxes for the year shall include the amount of the installment and any interest due and payable during that year. For all other real estate taxes, Taxes for that year shall, at Landlord’s election, include either the amount accrued, assessed or otherwise imposed for the year or the amount due and payable for that year, provided that Landlord’s election shall be applied consistently throughout the Term. If a change in Taxes is obtained for any year of the Term during which Tenant paid Tenant’s Pro Rata Share of any Tax Excess, then Taxes for that year will be retroactively adjusted and Landlord shall provide Tenant with a credit, if any, based on the adjustment. Likewise, if a change is obtained for Taxes for the Base Year, Taxes for the Base Year shall be restated and the Tax Excess for all subsequent years shall be recomputed. Tenant shall pay Landlord the amount of Tenant’s Pro Rata Share of any such increase in the Tax Excess within 30 days after Tenant’s receipt of a statement from Landlord.

Audit Rights. Tenant may, within 90 days after receiving Landlord’s statement of Expenses, give Landlord written notice (“Review Notice”) that Tenant intends to review Landlord’s records of the Expenses for that calendar year. Within a reasonable time after receipt of the Review Notice, Landlord shall make all pertinent records available for inspection that are reasonably necessary for Tenant to conduct its review. If any records are maintained at a location other than the office of the Building, Tenant may either inspect the records at such other location or pay for the reasonable cost of copying and shipping the records. If Tenant retains an agent to review Landlord’s records, the agent must be with a licensed CPA firm, or other reasonably qualified third party with expertise in and familiarity with general industry practice with respect to the operation of and accounting for a first class office building, provided said third party’s compensation shall in no way be contingent upon or correspond to the financial savings to Tenant resulting from such review. Tenant shall be solely responsible for all costs, expenses and fees incurred for the audit, provided, however, that if said audit determines that Expenses for the Building for the year in question were overstated by 5% or more, then Landlord shall reimburse Tenant, within 30 days after receipt of paid invoices from Tenant, for reasonable amounts paid by Tenant to its auditing agent for such audit. Within 60 days after the records are made available to Tenant, Tenant shall have the right to give Landlord written notice (an “Objection Notice”) stating in reasonable detail any objection to Landlord’s statement of Expenses for that year. If Tenant fails to give Landlord an Objection Notice within the 60 day period or fails to provide Landlord with a Review Notice within the 90 day period described above, Tenant shall be deemed to have approved Landlord’s statement of Expenses and shall be barred from raising any claims regarding the Expenses for that year. Tenant, however, shall always have the right to audit and examine the Expenses for the Base Year. If Tenant provides Landlord with a timely Objection Notice, Landlord and Tenant shall work together in good faith to resolve any issues raised in Tenant’s Objection Notice. If Landlord and Tenant determine that Expenses for the calendar year are less than reported, Landlord shall provide Tenant with a credit against the next installment of Rent in the amount of the overpayment by Tenant, provided that if the Term expires before such determination, Landlord shall promptly refund any overpayment to Tenant. Likewise, if Landlord and Tenant determine that Expenses for the calendar year are greater than reported, Tenant shall pay Landlord the amount of any underpayment within 30 days. The records obtained by Tenant shall be treated as confidential and, as a condition to Tenant’s audit rights, Tenant and its examiners shall be required to execute and deliver to Landlord a confidentiality agreement in form reasonably acceptable to Landlord and Tenant. In no event shall Tenant be permitted to examine Landlord’s records or to dispute any statement of Expenses unless Tenant has paid and continues to pay all Rent when due.

Compliance with Laws; Use.

Security Deposit.

Services to be Furnished by Landlord.

Landlord agrees to furnish Tenant with the following services: (1) Water service for use in the lavatories on each floor on which the Premises are located and for use in any kitchenette area approved by Landlord (but Tenant shall be responsible for providing hot water service to any such kitchenette area); (2) Heat and air conditioning (HVAC) in season during Normal Business Hours, at such temperatures and in such amounts as are standard for comparable Class A buildings in downtown Boston or at such higher standards as required by governmental authority; (3) Maintenance and repair of the Building as described in Section 9.B.; (4) Janitor service on Business Days in accordance with the cleaning specifications attached hereto as Exhibit E, or such other reasonably comparable specifications designated by Landlord from time to time. If Tenant’s use, floor covering or other improvements require special services in excess of the standard services for the Building, Tenant shall pay the additional cost attributable to the special services; (5) Elevator service; (6) Electricity to the Premises for general office use, in accordance with and subject to the terms and conditions in Article 10; (7) access to the Building and the Premises (by elevator) for Tenant and its employees 24 hours per day, 7 days per week every day of the year; subject to the terms of the Lease; (8) Security for the Building, including the stationing of security guards in the Building lobby 24 hours per day, 7 days a week; and (9) such other services as Landlord reasonably determines are necessary or appropriate for the Building and that are typical with first class office buildings. Tenant, upon such advance notice as is reasonably required by Landlord (which in no event shall be greater than 24 hour advance notice), shall have the right to receive HVAC service during hours other than Normal Business Hours. Landlord represents that the current charge for after-hours HVAC is $75.00 per hour per floor. Landlord agrees that any increases in such after-hours HVAC service charge shall be limited to increases in Landlord’s actual, reasonable costs of supplying the after-hours HVAC services. Tenant shall pay Landlord the standard charge for the additional service as reasonably determined by Landlord from time to time.

Landlord’s failure to furnish, or any interruption or termination of, services due to governmental action, the failure of any equipment, or the occurrence of any event or cause beyond the reasonable control of Landlord (a “Service Failure”) shall not render Landlord liable to Tenant, constitute a constructive eviction of Tenant, give rise to an abatement of Rent, nor relieve Tenant from the obligation to fulfill any covenant or agreement and Landlord shall use commercially reasonable efforts to correct such Service Failure. However, if the Premises, or a material portion of the Premises, is made untenantable for a period in excess of 4 consecutive Business Days as a result of the Service Failure, then Tenant, as its sole remedy, shall be entitled to receive an abatement of Rent payable hereunder during the period beginning on the 5th consecutive Business Day of the Service Failure and ending on the day the service has been restored. If the entire Premises has not been rendered untenantable by the Service Failure, the amount of abatement that Tenant is entitled to receive shall be prorated based upon the percentage of the Premises rendered untenantable and not used by Tenant. In no event, however, shall Landlord be liable to Tenant for any loss or damage, including the theft of Tenant’s Property (defined in Article 15), arising out of or in connection with the failure of any security services, personnel or equipment.

Leasehold Improvements.

Repairs and Alterations.

Tenant’s Repair Obligations. Tenant shall, at its sole cost and expense, promptly perform all maintenance and repairs to the Premises that are not Landlord’s express responsibility under this Lease, and shall keep the Premises in good order, condition and repair, damage due to fire, casualty, taking and reasonable wear and tear excepted. For purposes of this Lease, the term “reasonable wear and tear” constitutes that normal, gradual deterioration which occurs due to aging and ordinary use of the Premises despite reasonable and timely maintenance and repair, but in no event shall “reasonable wear and tear” excuse Tenant from its duty to keep the Premises in good maintenance and repair or otherwise usable, serviceable and tenantable. Tenant’s repair

Landlord’s Repair Obligations. Landlord shall, consistent with the standards of a first class office building, keep and maintain in good repair and working order and make repairs to and perform maintenance upon: (1) structural elements of the Building; (2) mechanical (including HVAC), electrical, plumbing and fire/life safety systems serving the Building in general; (3) Common Areas; (4) the roof of the Building; (5) exterior windows of the Building; and (6) elevators serving the Building. Landlord shall promptly make repairs (considering the nature and urgency of the repair) for which Landlord is responsible. Landlord shall use commercially reasonable efforts to minimize any disruption to Tenant’s business in performing its repair obligations.

Alterations. Tenant shall not make alterations, additions or improvements to the Premises or install any Cable in the Premises or other portions of the Building (collectively referred to as “Alterations”) without first obtaining the written consent of Landlord in each instance, which consent shall not be unreasonably withheld or delayed. However, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) it is of a cosmetic nature such as painting, wallpapering, hanging pictures and installing carpeting; (2) it is not visible from the exterior of the Premises or Building; (3) it will not affect the systems or structure of the Building; and (4) it does not require work to be performed inside the walls or above the ceiling of the Premises (other than Cable). However, even though consent is not required, the performance of Cosmetic Alterations shall be subject to all the other provisions of this Section 9.C unless otherwise provided. Prior to starting work (other than for Cosmetic Alterations), Tenant shall furnish Landlord with plans and specifications (if and to the extent necessary for the issuance of building permits) reasonably acceptable to Landlord; names of contractors reasonably acceptable to Landlord (provided

Use of Electrical Services by Tenant.

Electricity used by Tenant in the Premises shall be paid for by Tenant by separate charge billed by the applicable utility company and payable directly by Tenant. Electrical service to the Premises (and separately for both suites constituting the Premises) shall be separately metered at Landlord’s expense and may be furnished by one or more companies providing electrical generation, transmission and distribution services, and the cost of electricity may consist of several different components or separate charges for such services, such as generation, distribution and stranded cost charges.

Tenant’s use of electrical service shall not exceed, either in voltage, rated capacity or overall load, that which Landlord deems to be standard for the Building. If Tenant requests permission to consume excess electrical service, Landlord may refuse to consent or may condition consent upon conditions that Landlord reasonably elects (including, without limitation, the installation of utility

In order to assist Landlord in complying with any governmental energy reporting requirements for the Building, Tenant, if requested by Landlord, shall provide Landlord with information that relates to Tenant’s separately metered energy use, use of space and operating hours for the Premises and other information reasonably required by Landlord for compliance with said governmental energy reporting requirements, which requests by Landlord Tenant shall endeavor to respond to within thirty (30) days thereafter.

Entry by Landlord.

Assignment and Subletting.

Except in connection with a Permitted Transfer (defined in Section 12.E. below), Tenant shall not assign, sublease, transfer or encumber any interest in this Lease or allow any third party to use any portion of the Premises (collectively or individually, a “Transfer”) without the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed if Landlord does not elect to exercise its termination rights under Section 12.B below. Without limitation, it is agreed that Landlord’s consent shall not be considered unreasonably withheld if: (1) in the case of an assignment of this Lease, the proposed transferee’s financial condition does not meet the criteria Landlord uses to select Building tenants having similar leasehold obligations; (2) the proposed transferee’s business is not, in Landlord’s reasonable determination, suitable for the Building considering the business of the other tenants and the Building’s prestige, or would result in a violation of another tenant’s rights; (3) the proposed transferee

As part of its request for Landlord’s consent to a Transfer, Tenant shall provide Landlord with financial statements for the proposed transferee (in the case of an assignment of this Lease), a complete copy of the letter of intent, term sheet or proposed assignment, sublease and other contractual documents and such other information as Landlord may reasonably request. Landlord shall, by written notice to Tenant within 15 days of its receipt (or 7 Business Days for a sublease of less than 50% of the Premises) of the required information and documentation, either: (1) consent to the Transfer by the execution of a consent agreement in a form reasonably designated by Landlord or reasonably refuse to consent to the Transfer in writing; or (2) exercise its right to terminate this Lease with respect to (a) an assignment of this Lease or (b) a sublease of the entire Premises for the then remaining Term of the Lease. Any such termination shall be effective on the proposed effective date of the Transfer for which Tenant requested consent. Tenant shall pay Landlord a review fee of $750.00 for Landlord’s review of any Permitted Transfer or requested Transfer, provided however, that if Landlord’s actual reasonable costs and expenses (including reasonable attorney’s fees) exceed $750.00, Tenant shall reimburse Landlord for its actual reasonable costs and expenses in lieu of a fixed review fee (not to exceed $5,000.00).

Tenant shall pay Landlord 50% of all rent and other consideration which Tenant receives as a result of a Transfer that is in excess of the Rent (or Attributed Rent, if applicable as provided below) payable to Landlord for the portion of the Premises and Term covered by the Transfer. Tenant shall pay Landlord for Landlord’s share of any excess within 30 days after Tenant’s receipt of such excess consideration. Tenant may deduct from the excess all reasonable and customary expenses directly incurred by Tenant attributable to the Transfer (other than Landlord’s review fee), including marketing costs, brokerage fees, legal fees, tenant improvement allowances, other reasonable and customary concessions and construction costs, all of which shall be amortized over the term of the Transfer,

Except as provided below with respect to a Permitted Transfer, if Tenant is a corporation, limited liability company, partnership, or similar entity, and if the entity which owns or controls a majority of the voting shares/rights at any time changes for any reason (including but not limited to a merger, consolidation or reorganization), such change of ownership or control shall constitute a Transfer. The foregoing shall not apply so long as Tenant is an entity whose outstanding stock is listed on a recognized security exchange, or if at least 80% of its voting stock is owned by another entity, the voting stock of which is so listed.

Tenant may (i) assign its entire interest under this Lease to a successor to Tenant by purchase, merger, consolidation or reorganization without the consent of Landlord or (ii) assign this Lease or sublet any portion of the Premises to any entity which controls Tenant or is controlled by Tenant or is under common control with Tenant without the consent of Landlord and without Landlord having any right to recapture all or any portion of the Premises or share in any Excess Rent, provided that all of the following conditions in either case are satisfied (a “Permitted Transfer”): (1) Tenant is not in default under this Lease beyond applicable notice and grace periods; (2) Tenant’s successor under subpart (i) shall own all or substantially all of the assets of Tenant; (3) Tenant’s successor under subpart (i) shall have a net worth which is at least equal to the greater of Tenant’s net worth at the date of this Lease or Tenant’s net worth as of the day prior to the proposed purchase, merger, consolidation or reorganization; (4) the Permitted Use does not allow the Premises to be used for retail purposes; and (5) Tenant shall give Landlord written notice at least 20 days prior to the effective date of the proposed purchase, merger, consolidation or reorganization under subpart (i) or any Transfer under subpart (ii) (provided, however, that, if prohibited by confidentiality requirements in connection with such purchase, merger, consolidation or reorganization, then Tenant shall give Landlord written notice within 10 days after the effective date of such transaction). Tenant’s notice to Landlord shall include information and documentation showing that each of the above conditions has been satisfied. If requested by Landlord, Tenant’s successor shall sign a commercially reasonable form of assumption agreement.

Liens.

Indemnity and Waiver of Claims.

Except to the extent caused by the negligence or willful misconduct of Landlord or any Landlord Related Parties (defined below), Tenant shall indemnify, defend and hold Landlord, its trustees, members, principals, beneficiaries, partners, officers, directors, employees, Mortgagee(s) (defined in Article 26) and agents (“Landlord Related Parties”) harmless against and from all liabilities, obligations, damages, penalties, claims, actions, costs, charges and expenses, including, without limitation, reasonable attorneys’ fees and other professional fees (if and to the extent permitted by Law), which may be imposed upon, incurred by or asserted by third parties against Landlord or any of the Landlord Related Parties and arising out of or in connection with (i) any damage or injury occurring in the Premises or (ii) any acts or omissions (including violations of Law) of Tenant, the Tenant Related Parties (defined below) or any of Tenant’s subtenants, contractors or licensees.

Except to the extent caused by the negligence or willful misconduct of Tenant or any Tenant Related Parties (defined below), Landlord shall indemnify, defend and hold Tenant, its trustees, members, principals, beneficiaries, partners, officers, directors, employees and agents (“Tenant Related Parties”) harmless against and from all liabilities, obligations, damages, penalties, claims, actions, costs, charges and expenses, including, without limitation, reasonable attorneys’ fees and other professional fees (if and to the extent permitted by Law), which may be imposed upon, incurred by or asserted by third parties against Tenant or any of the Tenant Related Parties and arising out of or in connection with the acts or omissions (including violations of Law) of Landlord, the Landlord Related Parties or any of Landlord’s contractors or licensees.

To the extent permitted by Law and except to the extent caused by the negligence or willful misconduct of Landlord or any Landlord Related Parties, Landlord and the Landlord Related Parties shall not be liable for, and Tenant waives, all claims for loss or damage to Tenant’s business or loss, theft or damage to Tenant’s Property (defined in Article 15) or the property of any person claiming by, through or under Tenant resulting from: (1) wind or weather; (2) the failure of any sprinkler, heating or air-conditioning equipment, any electric wiring or any gas, water or steam pipes; (3) the backing up of any sewer pipe or downspout; (4) the bursting, leaking or running of any tank, water closet, drain or other pipe; (5) water, snow or ice upon or coming through the roof, skylight, stairs, doorways, windows, walks or any other place upon or near the Building; (6) any act or omission of any party other than Landlord or Landlord Related Parties; and (7) any causes not reasonably within the control of Landlord. Tenant shall insure itself against such losses under Article 15 below.

Insurance.

Subrogation.

Casualty Damage.

If all or any part of the Premises is damaged by fire or other casualty, Tenant shall immediately notify Landlord in writing. During any period of time that all or a material portion of the Premises is rendered untenantable as a result of a fire or other casualty (whether to the Premises or to the Building), the Rent shall abate for the portion of the Premises that is untenantable and not used by Tenant. Landlord shall have the right to terminate this Lease if: (1) the Building

If all or any portion of the Premises shall be made untenantable by fire or other casualty (whether to the Premises or to the Building), Landlord shall, with reasonable promptness, cause an architect or general contractor selected by Landlord to provide Landlord and Tenant with a written estimate of the amount of time required to substantially complete the repair and restoration of the Premises and make the Premises tenantable again, using standard working methods (“Completion Estimate”). If the Completion Estimate indicates that the Premises cannot be made tenantable within 210 days from the date the repair and restoration is started, then regardless of anything in Section 17.A above to the contrary, either party shall have the right to terminate this Lease by giving written notice to the other of such election within 10 days after receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the fire or casualty was caused by the negligence or intentional misconduct of Tenant, Tenant Related Parties or any of the Tenant’s contractors or licensees.

Condemnation.

Events of Default.

Tenant’s failure to pay when due all or any portion of the Rent, if the failure continues for 7 days after written notice to Tenant (“Monetary Default”).

Tenant’s failure to comply with the terms and provisions of Articles 5, 12 or 15 if the failure is not cured within 10 days after written notice to Tenant.

Tenant’s failure (other than a Monetary Default or an Event of Default under Section 19.B) to comply with any term, provision or covenant of this Lease, if the failure is not cured within 30 days after written notice to Tenant. However, if Tenant’s failure to comply cannot reasonably be cured within 30 days, Tenant shall be allowed additional time (not to exceed 90 days) as is reasonably necessary to cure the failure so long as: (1) Tenant commences to cure the failure within 30 days, and (2) Tenant diligently pursues a course of action that will cure the failure and bring Tenant back into compliance with the Lease with respect to such failure. However, if Tenant’s failure to comply creates a hazardous condition, the failure must be cured immediately upon notice to Tenant. In addition, if Landlord provides Tenant with notice of Tenant’s failure to comply with any specific term, provision or covenant of this Lease on 3 occasions during any 12 month period, Tenant’s subsequent violation of the same term, provision or covenant of this Lease shall, at Landlord’s option by written notice to Tenant, be an incurable Event of Default by Tenant.

Tenant or any Guarantor becomes insolvent, makes a transfer in fraud of creditors or makes an assignment for the benefit of creditors, or admits in writing its inability to pay its debts when due.

The leasehold estate is taken by process or operation of Law.

Remedies.

Upon an Event of Default by Tenant which is continuing, Landlord shall have the right without notice or demand (except as provided in Article 19) to pursue any of its rights and remedies at Law or in equity, including any one or more of the following remedies:

Terminate this Lease by notice in writing to Tenant, in which case Tenant shall immediately surrender the Premises to Landlord. If Tenant fails to surrender the Premises, Landlord may, in compliance with applicable Law and without prejudice to any other right or remedy, seek a summary process judgment to enter upon and take possession of the Premises and expel and remove Tenant, Tenant’s Property and any party occupying all or any part of the Premises. Tenant shall pay Landlord on demand the amount of all past due Rent and other losses and damages which Landlord may suffer as a result of Tenant’s default, whether by Landlord’s inability to relet the Premises on satisfactory terms or otherwise, and any deficiency that may arise from reletting or the failure to relet the Premises.

Following termination of this Lease, Landlord shall use commercially reasonable efforts to relet all or any part of the Premises, without notice to Tenant, for a term that may be greater or less than the balance of the Term and on such conditions (which may include concessions, free rent and alterations of the Premises) and for such uses as Landlord in its absolute discretion shall determine. The foregoing obligation to use commercially reasonable efforts shall not apply if Landlord seeks liquidated damages under Sections 20.A.3 or 20.A.4. Landlord may collect and receive all rents and other income from the reletting which (less Landlord’s Costs of Reletting, as hereinafter defined) shall be credited against Rent otherwise payable by Tenant hereunder. Notwithstanding the termination of this Lease, Tenant shall remain liable to Landlord for the Rent as it becomes due under this Lease subsequent to its termination and Tenant shall pay Landlord on demand all past due Rent and any deficiency arising from the reletting or failure to relet the Premises. Provided Landlord has used commercially reasonable efforts, Landlord shall not be responsible or liable for the failure to relet all or any part of the Premises or for the failure to collect any Rent. The re-entry or taking of possession of the Premises shall not be construed as an election by Landlord to terminate this Lease unless a written notice of termination is given to Tenant. “Costs of Reletting” shall include all costs and expenses incurred by Landlord in reletting or attempting to relet the Premises, including, without limitation, reasonable legal fees, brokerage commissions, the cost of alterations and the value of other concessions or allowances granted to a new tenant.

In lieu of calculating damages under Sections 20.A.1 or 20.A.2 above, Landlord may elect by written notice to Tenant at any time following a termination of this Lease to receive as liquidated damages the sum of (a) all Rent accrued through the later of the date of termination of this Lease or date of Landlord’s election, and (b) an amount equal to the total Rent that Tenant would have been required to pay for the remainder of the Term following the date of Landlord’s election discounted to present value at the Prime Rate (defined in Section 20.B. below) then in effect, minus the then present fair rental value of the Premises (inclusive, without limitation, of Taxes, Expenses, and other elements of Rent under this Lease) for the remainder of the Term, similarly discounted, after deducting all anticipated Costs of Reletting. If Landlord elects to receive the liquidated damages set forth in this Section 20.A.3, such liquidated damages shall be in lieu of any other further damages or indemnity and in lieu of full recovery by Landlord of all other sums payable under the other provisions of this Lease.

In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under the other provisions of this Section, Landlord may, by written notice to Tenant, at any time after termination of this Lease elect to recover, and Tenant shall thereupon pay, Liquidated Damages. “Liquidated Damages” shall be equal to: (a) the aggregate of the Base Rent and Additional Rent accrued either (i) in the twelve (12) months next following such termination, if such termination occurs during the first three Lease Years of the initial Term, or (ii) in the six (6) months next following such termination, if such termination occurs on or after the first day of the fourth Lease Year of the initial Term (but in the latter case the amount payable shall not exceed the Base Rent and Additional Rent due for the then remainder of the Term); plus (b) the amount of Rent of any kind accrued and unpaid at the time of termination. Nothing contained in this Lease shall, however, limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above (except that in no event shall the Landlord be entitled to recover damages under both this Lease and under such statute or rule of law; and if Landlord has received a sum payable hereunder as liquidated damages, then Landlord may not then seek to recover any further or additional damages under this Lease, under such statute or rule of law, or otherwise).

Unless expressly provided in this Lease, the termination and repossession or re-entering of all or any part of the Premises shall not relieve Tenant of its liabilities and obligations under the Lease. Unless expressly provided, no right or remedy of Landlord shall be exclusive of any other right or remedy. Each right and remedy shall be cumulative and in addition to any other right and remedy now or subsequently available to Landlord at Law or in equity. If Landlord declares an Event of Default by Tenant, Landlord shall be entitled to receive interest on any unpaid item of Rent at a rate equal to the Prime Rate plus 4%. For purposes hereof, the “Prime Rate” shall be the per annum interest rate publicly announced as its prime or base rate by a federally insured bank selected by Landlord in the state in which the Building is located. Forbearance by Landlord to enforce one or more remedies shall not constitute a waiver of any default.

Limitation Of Liability.

No Waiver.

Quiet Enjoyment.

[Intentionally Omitted]

Holding Over.

Subordination to Mortgages; Estoppel Certificate.

Attorneys’ Fees.

Notice.

Excepted Rights.

Surrender of Premises.

Miscellaneous.

This Lease and the rights and obligations of the parties shall be interpreted, construed and enforced in accordance with the Laws of the state in which the Building is located and Landlord and Tenant hereby irrevocably consent to the jurisdiction and proper venue of such state. If any term or provision of this Lease shall to any extent be invalid or unenforceable, the remainder of this Lease shall not be affected, and each provision of this Lease shall be valid and enforced to the fullest extent permitted by Law. The headings and titles to the Articles and Sections of this Lease are for convenience only and shall have no effect on the interpretation of any part of this Lease.

Tenant shall not record this Lease or any memorandum or notice without Landlord’s prior written consent; provided, however, Landlord agrees to consent to the recordation or registration of a memorandum or notice of this Lease, at Tenant’s cost and expense (and in a form reasonably satisfactory to Landlord), if the initial term of this Lease or the initial term plus any renewal terms granted exceed, in the aggregate, 7 years. If this Lease is terminated before the Term, expires, upon Landlord’s request the parties shall execute, deliver and record an instrument acknowledging the above and the date of the termination of this Lease.

Landlord and Tenant hereby waive any right to trial by jury in any proceeding based upon a breach of this Lease.

Whenever a period of time is prescribed for the taking of an action by Landlord or Tenant, the period of time for the performance of such action shall be extended by the number of days that the performance is actually delayed due to strikes, acts of God, shortages of labor or materials, war, civil disturbances and other causes beyond the reasonable. control of the performing party. (“Force Majeure”). However, events of Force Majeure shall not extend any period of time for the payment of Rent or other sums payable by either party or any period of time for the written exercise of an option or right by either party.

Landlord shall have the right to transfer and assign, in whole or in part, all of its rights and obligations under this Lease and in the Building referred to herein, and upon such transfer Landlord shall be released from any obligations arising or accruing after such transfer, and Tenant agrees to look solely to the successor in interest of Landlord for the performance of such obligations.

Tenant represents that it has dealt directly with and only with the Brokers as a broker in connection with this Lease. Tenant shall indemnify and hold Landlord and the Landlord Related Parties harmless from all claims of any other brokers claiming to have represented Tenant in connection with this Lease. Landlord agrees to indemnify and hold Tenant and the Tenant Related Parties harmless from all claims of any brokers claiming to have represented Landlord in connection with this Lease. Landlord agrees to pay a brokerage commission to the Brokers in accordance with the terms of a separate agreement between Landlord and Newmark Grubb Knight Frank.

Tenant covenants, warrants and represents that: (1) each individual executing, attesting and/or delivering this Lease on behalf of Tenant is authorized to do so on behalf of Tenant; (2) this Lease is binding upon Tenant; and (3) Tenant is a duly organized and legally existing in the state of its organization and is qualified to do business in the state in which the Premises are located. If there is more than one Tenant, or if Tenant is comprised of more than one party or entity, the obligations imposed upon Tenant shall be joint and several obligations of all the parties and entities. Notices, payments and agreements given or made by, with or to any one person or entity shall be deemed to have been given or made by, with and to all of them. Landlord covenants, warrants and represents that (1) each individual executing, attesting and/or delivering this Lease on behalf of Landlord is authorized to do so on behalf of Landlord; (2) this Lease is binding upon Landlord; (3) Landlord is duly organized and legally existing in the state of its organization and is qualified to do business in the state in which the Premises are located; and (4) Landlord is the record owner in fee title to the Building.

Time is of the essence with respect to Tenant’s exercise of any expansion, renewal or extension rights granted to Tenant. This Lease shall create only the relationship of landlord and tenant between the parties, and not a partnership, joint venture or any other relationship. This Lease and the covenants and conditions in this Lease shall inure only to the benefit of and be binding only upon Landlord and Tenant and their permitted successors and assigns.

The expiration of the Term, whether by lapse of time or otherwise, shall not relieve either party of any obligations which accrued prior to or which may continue to accrue after the expiration or early termination of this Lease. Without limiting the scope of the prior sentence, it is agreed that Tenant’s obligations under Sections 4.A and 4.B. and Articles 8, 14, 20, 25 and 30, as well as Sections 31.F and 31.N, shall survive the expiration or early termination of this Lease.

Landlord has delivered a copy of this Lease to Tenant for Tenant’s review only, and the delivery of it does not constitute an offer to Tenant or an option. This Lease shall not be effective unless and until an original copy of this Lease has been signed by both parties and a counterpart original delivered to each party.

All understandings and agreements previously made between the parties are superseded by this Lease, and neither party is relying upon any warranty, statement or representation not contained in this Lease. This Lease may be modified only by a written agreement signed by Landlord and Tenant.

Tenant, within 15 days after request, shall provide Landlord with Tenant’s most recent financial statement if Landlord is requested to produce the information in connection with a proposed financing or sale of the Building but such request shall not be made by Landlord more frequently than once every calendar year and only in connection with a proposed financing or sale of the Building. Upon written request by Tenant, Landlord shall enter into a commercially reasonable confidentiality agreement covering any confidential information that is disclosed by Tenant.

Failure by Landlord to observe any of its obligations under this Lease will constitute a default only if such failure continues for a period of thirty (30) days (and such additional time, not to exceed 120 days in the aggregate, as may be reasonably necessary for Landlord to remedy such failure) after Landlord receives written notice of such failure from Tenant, setting forth in reasonable detail the nature and extent of Landlord’s failure and identifying the provisions of this Lease alleged to have been violated.

Should Tenant bring use, store or treat any Hazardous Materials (as hereinafter defined) in or upon the Premises, Tenant shall comply with all Environmental Regulations (as hereinafter defined) which regulate, govern or impact Tenant’s possession, use, storage, treatment or disposal of said Hazardous Materials. Tenant shall indemnify and hold Landlord harmless from all claims, liens, losses, damages and expenses, including without limitation reasonable attorneys’ fees and expenses, resulting from any release of Hazardous Materials at the Premises in violation of Environmental Regulations caused by Tenant. The obligations of Tenant under this Section 31.N shall survive the termination of this Lease. As used in this Lease, the term “Environmental Regulations” shall mean all applicable environmental laws, rules, regulations and orders regulating the presence or release of Hazardous Materials of any applicable governmental authority having jurisdiction over the Premises. As used in this Lease, the term “Hazardous Materials” shall mean any hazardous, toxic or radioactive substance, material, matter or waste which is or becomes regulated by any Environmental Regulation, and shall include asbestos, petroleum products and the terms “Hazardous Substance” and “Hazardous Waste” as defined in the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) as amended, 42 U.S.C. § 9601 et seq., the Resource Conservation and Recovery Act (“RCRA”), as amended, 42. U.S.C. § 6901 et seq., and all environmental protection statutes of the state and municipality in which the Premises are located.

Tenant represents and warrants that neither Tenant nor any of its affiliates, nor any of their respective partners, members, shareholders or other equity owners, and none of their respective employees, officers, directors, representatives or agents is, nor will they become, a person or entity with whom U.S. persons or entities are restricted from doing business under regulations of the Office of Foreign Asset Control (“OFAC”) of the Department of the Treasury (including those named on OFAC’s Specially Designated and Blocked Persons List) or under any statute, executive order (including the September 24, 2001, Executive Order Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism), or other governmental action and is not and will not transfer this Lease to, contract with or otherwise engage in any dealings or transactions or be otherwise associated with such persons or entities.

Landlord shall provide and maintain in the main lobby of the Building an alphabetical directory board or other directory device listing all tenants in the Building, including Tenant, and Landlord shall provide and maintain directory signage for Tenant in the elevator lobby of the 6th floor. Tenant shall be responsible for any signage at the entrance to the Premises, subject to Landlord’s reasonable approval.

Landlord shall provide Tenant with access to the Premises 24 hours a day, 7 days a week, subject to Landlord’s security requirements both during and after Normal Business Hours. Landlord shall provide on-site security, including the stationing of security guards in the main lobby of the Building 24 hours a day, 7 days a week. Tenant may install a compatible security card system to the Premises subject to Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed.

The Building’s current telecommunication providers include Comcast, Verizon, Cogent, XO Communications, AT&T and RCN cable.

Any legal action or proceeding with respect to this Lease shall be brought by Landlord or Tenant in any court of competent jurisdiction in Massachusetts. By its execution and delivery of this Lease, Tenant and any Tenant Related Parties submit and accept, for themselves and their property, generally and unconditionally the jurisdiction of the Massachusetts courts. Tenant and any Tenant Related Parties, and Landlord and any Landlord Related Parties, waive any claim that the Commonwealth of Massachusetts is not a convenient forum or the proper venue for any such action or proceeding. Tenant shall qualify to do business in the Commonwealth of Massachusetts by making the appropriate filings with the Massachusetts Secretary of State.

Entire Agreement.

This Work Letter shall set forth the obligations of Landlord and Tenant with respect to the initial improvements to be performed with respect to the Premises for Tenant’s use.

All improvements described in this Work Letter to be constructed in and upon the Premises by Tenant are hereinafter referred to as the “Tenant Work”. It is agreed that construction of the Tenant Work will be completed at Tenant’s sole cost and expense (subject to Landlord’s obligation with respect to the Tenant Allowance as hereinafter defined) and in accordance with the requirements set forth herein.

Tenant Work shall be done in a good and workmanlike manner in compliance with all applicable Laws and insurance requirements. Tenant will cause the Tenant Work to be performed in accordance with the construction standard procedures and specifications for the Building and using materials and finishes currently in quality at least equal to the quality designated by Landlord as the minimum standard for the Building.

Tenant, following the delivery of the Premises by Landlord and the full and final execution and delivery of the Lease to which this Exhibit is attached, shall have the right to perform the Tenant Work. Notwithstanding the foregoing, Tenant and its contractors shall not have the right to perform the Tenant Work in the Premises unless and until Tenant has complied with all of the terms and conditions of Section 9.C of the Lease including, without limitation, approval by Landlord (not to be unreasonably withheld or delayed) of the final plans for the Tenant Work and the contractors to be retained by Tenant to perform the Tenant Work. Tenant shall be responsible for all elements of the design of Tenant’s plans (including, without limitation, compliance with Law, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such design. Landlord’s approval of the contractors to perform the Tenant Work shall not be unreasonably withheld, conditioned or delayed. Landlord hereby approves The Richmond Company (“Approved Contractor”) as Tenant’s general contractor for the performance of the Tenant’s Work, provided that the Approved Contractor employs union labor. The parties agree that if Tenant does not use the Approved Contractor, Landlord’s approval of any other general contractor to perform the Tenant Work shall not be considered to be unreasonably withheld if any such other general contractor (i) does not provide, on request of Landlord, trade references reasonably acceptable to Landlord, (ii) does not maintain insurance as reasonably required by Landlord, or (iii) is not licensed as a contractor in the state/municipality in which the Premises is located. Tenant acknowledges the foregoing is not intended to be an exclusive list of the reasons why Landlord may reasonably withhold its consent to a general contractor. Tenant will be responsible for Landlord’s out-of-pocket fees in approving Tenant’s plans and specifications and Tenant’s contractors.

Provided an Event of Default by Tenant does not then exist (in which case, Landlord shall have the right to withhold disbursement of the amount requested until such Event of Default is cured or otherwise resolved to Landlord’s satisfaction), Landlord agrees to contribute the sum of $574,300.00 ($50.00 per Rentable Square Footage of the Premises) for the Tenant Work (the “Tenant Allowance”). The Tenant Allowance shall be used for the cost of the following in connection with the Tenant Work in and for the Premises: hard costs, including, without limitation, all labor and materials costs, construction costs, and project or construction management fees (the “Construction Allowance”) and not more than 20% of the Tenant Allowance may be used for Soft Costs (as hereinafter defined). Soft Costs shall include (i) engineering and architectural fees, including, without limitation, for the preparation of space plans and layout plans, and of any other plans and/or specifications of the Premises, and for consultation in the design of the Premises (collectively, “Design Fees”); (ii) Cable and Tenant’s security system; (iii) filing fees and costs incurred in obtaining a building permit, zoning permits, or other governmental permits and approvals necessary to perform the Tenant Work, and any legal and/or consultant fees incurred in connection with seeking same (“Permitting Costs”); (iv) costs and expenses in relocating Tenant’s business and operations to the Premises, including, without limitation, the cost of moving Tenant’s furniture, fixtures, equipment and other personal property and (where applicable) installing them in the Premises and/or (v) as an offset against Rent. The Construction Allowance shall be paid to Tenant or, at Tenant’s option, to the order of the general contractor that performs the Tenant Work, in periodic disbursements within twenty-five (25) days after receipt of the following documentation: (i) contractor’s, subcontractor’s and material supplier’s waivers of liens (or conditional waivers of liens) which shall cover all Tenant Work for which disbursement is being requested and all other statements and forms required for compliance with the mechanics’ lien Laws of the Commonwealth of Massachusetts, together with all such invoices, contracts, or other supporting data as Landlord may reasonably require; and (ii) a cost breakdown for each trade or subcontractor performing the Tenant Work. Notwithstanding of the foregoing, at such time as the aggregate disbursements reach 95% of the Construction Allowance, the final 5% of the Construction Allowance (the “Residue”) shall be held until the conditions for the Final Disbursement (defined below) have been satisfied. Upon completion of the Tenant Work, and prior to final disbursement of the Residue of Construction Allowance (the “Final Disbursement”), Tenant shall furnish Landlord with: (1) general contractor and architect’s completion affidavits, (2) full and final waivers of lien, (3) receipted bills covering all labor and materials expended and used, (4) as-built plans of the Tenant Work (if the Tenant Work has involved installation or relocation of any walls within the Premises), and (5) the certification of Tenant’s architect that the Tenant Work has been installed in a good and workmanlike manner in accordance with the approved plans. In no event shall Landlord be required to disburse the Construction Allowance more than one time per month. If the construction costs for the Tenant Work are estimated to exceed the Construction Allowance, Tenant shall be entitled to the Construction Allowance in accordance with the terms hereof, but each individual disbursement of the Construction Allowance shall be disbursed in the proportion that the Construction Allowance bears to the total estimated construction costs for the Tenant Work (subject to holding of the final 5% Residue, as referenced above). By way of example and without limiting the generality of the foregoing, if the estimated construction costs for the Tenant Work are $650,000.00, then each individual disbursement of the Construction Allowance for the Premises shall be $574,300/$650,000 or 88.35% of each contractor’s invoice (subject to holding the final 5% Residue referenced above).

Any portion of the Tenant Allowance for which reimbursement is sought otherwise remaining after December 1, 2018 (“Unused Allowance”) shall accrue to the sole benefit of Landlord, it being agreed that Tenant shall not be entitled to any credit, offset, abatement or payment with respect thereto.

This Exhibit shall not be deemed applicable to any additional space added to the Premises at any time or from time to time, whether by any options under the Lease or otherwise, or to any portion of the original Premises or any additions to the Premises in the event of a renewal or extension of the original Term of the Lease, whether by any options under the Lease or otherwise, unless expressly so provided in the Lease or any amendment or supplement to the Lease.

Office Lease dated October    _____, 2016 between GLL 200 State Street, L.P., a Delaware limited partnership (“Landlord”), and Centrexion Therapeutics Corporation, a Delaware corporation (“Tenant”), concerning premises on the 6^th floor of the office building located at 200 State Street, Boston, Massachusetts (the “Lease”)

THE ORIGINAL OF THIS LETTER OF CREDIT AND ALL AMENDMENT(S), IF ANY.

BENEFICIARY’S DATED AND SIGNED STATEMENT, STATING AS FOLLOWS:

DATE:                                                  

AT SIGHT OF THIS DRAFT

PAY TO THE ORDER OF                                                                                               US$                                                             

USDOLLARS                                                                                                                                                                                     

DRAWN UNDER SILICON VALLEY BANK, SANTA CLARA, CALIFORNIA, STANDBY

LETTER OF CREDIT NUMBER NO.                                              DATED                                                     

TO: SILICON VALLEY BANK

        3003TASMAN DRIVE

        SANTACLARA, CA 95054

Authorized Signature

DATE: ISSUANCE DATE OF DRAFT.

REF. NO.: BENEFICIARY’S REFERENCE NUMBER, IF ANY.

PAY TO THE ORDER OF: NAME OF BENEFICIARY AS INDICATED IN THE L/C (MAKE SURE BENEFICIARY ENDORSES IT ON THE REVERSE SIDE).

US$: AMOUNT OF DRAWING IN FIGURES.

USDOLLARS: AMOUNT OF DRAWING IN WORDS.

LETTER OF CREDIT NUMBER: SILICON VALLEY BANK’S STANDBY L/C NUMBER THAT PERTAINS TO THE DRAWING.

DATED: ISSUANCE DATE OF THE STANDBY L/C.

BENEFICIARY’S NAME: NAME OF BENEFICIARY AS INDICATED IN THE L/C.

AUTHORIZED SIGNATURE: SIGNED BY AN AUTHORIZED SIGNER OF BENEFICIARY.

SILICON VALLEY BANK

SIGNATURE AUTHENTICATED

The names(s), title(s), and signature(s) conform to that/those on file with us for the company and the signature(s) is/are authorized to execute this instrument.

(BENEFICIARY’S NAME)

By:                                                 

(Name of Bank)

(Address of Bank)

Title:                                                 

(City, State, Zip Code)

(Print Authorized Name and Title)

(Authorized Signature)

(Telephone Number)

(Monday through Friday, inclusive, Holidays excepted)

Empty all waste receptacles and recycling receptacles in individual offices and cubicles, and return to proper locations with liners.

Sweep and dust mop all uncarpeted areas.

Vacuum all rugs and carpeted areas.

Dust all horizontal surfaces or furniture and equipment within normal reach.

Clean and sanitize all drinking fountains and water coolers.

Remove fingermarks from glass doors.

Wipe clean all brass and other metal surfaces within normal reach.

All lights turned off and doors locked after cleaning.

Dust and wipe down all kitchenette countertops. Sweep and mop all kitchenette floors.

Remove all fingermarks from doors, door jambs, and light switches,

Edge vacuum all edges in office areas.

Dust all pictures, frames, chart boards and similar wall hangings.

Dust all surfaces not reached in daily cleaning.

(Monday through Friday, inclusive, Holidays excepted)

Sweep and mop floors.

Clean and sanitize all floors, toilet seats, bowls, urinals and fixtures.

Clean all mirrors and shelves.

Refill dispensers, soap dispensers, tissue/toilet paper/paper towel holders; and sanitary napkin and tampon dispensers, materials to be furnished by Landlord

Empty paper towel receptacles and replace liners as needed.

Dust all partitions.

Wash all partitions, dispensers, and splash areas.

Dust all light fixtures and ventilating grilles.

Machine scrub lavatory floors.

Wash all tile walls and partitions.

Window washing services in a manner consistent with other comparable buildings in downtown Boston, but no less than twice annually.

EXTENSION OPTION.

Grant of Option; Conditions. Tenant shall have the right to extend the Term (the “Extension Option”) for one additional period of 5 years commencing on the day following the expiration of the initial Term and ending on the 5^th anniversary of the original Termination Date (the “Extension Term”), if:

Landlord receives notice of exercise (“Initial Extension Notice”) not less than 12 full calendar months prior to the expiration of the initial Term and not more than 15 full calendar months prior to the expiration of the initial Term; and

No Event of Default by Tenant exists under the Lease at the time that Tenant delivers its Initial Extension Notice or at the time Tenant delivers its Binding Notice (as defined below); and

No part of the Premises is sublet without Landlord’s consent (other than pursuant to a Permitted Transfer as defined in Section 12.E of the Lease) at the time that Tenant delivers its Initial Extension Notice or at the time Tenant delivers its Binding Notice; and

The Lease has not been assigned except with Landlord’s consent (or except pursuant to a Permitted Transfer as defined in Section 12.E of the Lease), prior to the date that Tenant delivers its Initial Extension Notice or prior to the date Tenant delivers its Binding Notice.

Terms Applicable to Premises During Extension Term.

The initial Base Rent rate per rentable square foot for the Premises during the Extension Term shall equal the Prevailing Market (hereinafter defined) rate per rentable square foot for the Premises. Base Rent during the Extension Term shall increase, if at all, in accordance with the increases assumed in the determination of Prevailing Market rate. Base Rent attributable to the Premises shall be payable in monthly installments in accordance with the terms and conditions of Article 4 of the Lease.

Tenant shall pay Additional Rent (i.e. Tenant’s Pro Rata Share of Tax Excess and Expense Excess) for the Premises during the Extension Term in accordance with Article 4 of the Lease, provided that the Base Years for Taxes and Expenses shall be adjusted to the then current Fiscal Year and calendar year, respectively, such adjustment to be among the factors considered in determining the Prevailing Market rate for the Extension Term.

Initial Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Extension Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Extension Term. Tenant, within 15 Business Days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Extension Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Extension Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 Business Days period, Tenant’s Extension Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Extension Amendment (as defined below) upon the terms and conditions set forth herein within 15 Business Days thereafter. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Extension Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Extension Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant, by written notice to Landlord (the “Arbitration Notice”) within 5 Business Days after the expiration of such 30 day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described in Section D below. If Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within the 30 day period described above and Tenant fails to timely exercise its right to arbitrate, Tenant’s Extension Option shall be deemed to be null and void and of no further force and effect.

Arbitration Procedure.

If Tenant provides Landlord with an Arbitration Notice, Landlord and Tenant, within 10 Business Days after the date of the Arbitration Notice, shall each simultaneously submit to the other, in a sealed envelope, its good faith estimate of the Prevailing Market rate for the Premises during the Extension Term (collectively referred to as the “Estimates”). If the higher of such Estimates is not more than 105% of the lower of such Estimates, then Prevailing Market rate shall be the average of the two Estimates. If the Prevailing Market rate is not resolved by the exchange of Estimates, then, within 7 days after the exchange of Estimates, Landlord and Tenant shall each select an appraiser to determine which of the two Estimates most closely reflects the Prevailing Market rate for the Premises during the Extension Term. Each appraiser so selected shall be certified as an MAI appraiser or as an ASA appraiser and shall have had at least 5 years experience within the previous 10 years as a real estate appraiser working in the financial district of downtown Boston, Massachusetts, with working knowledge of current rental rates and practices. For purposes hereof, an “MAI” appraiser means an individual who holds an MAI designation conferred by, and is an independent

Upon selection, Landlord’s and Tenant’s appraisers shall work together in good faith to agree upon which of the two Estimates most closely reflects the Prevailing Market rate for the Premises. The Estimate chosen by such appraisers shall be binding on both Landlord and Tenant as the Base Rent rate for the Premises during the Extension Term. If either Landlord or Tenant fails to appoint an appraiser within the 7 day period referred to above, the appraiser appointed by the other party shall be the sole appraiser for the purposes hereof. If the two appraisers cannot agree upon which of the two Estimates most closely reflects the Prevailing Market rate within 20 days after their appointment, then, within 10 days after the expiration of such 20 day period, the two appraisers shall select a third appraiser meeting the aforementioned criteria. Once the third appraiser (i.e. arbitrator) has been selected as provided for above, then, as soon thereafter as practicable but in any case within 14 days, the arbitrator shall make his determination of which of the two Estimates most closely reflects the Prevailing Market rate and such Estimate shall be binding on both Landlord and Tenant as the Base Rent rate for the Premises. If the arbitrator believes that expert advice would materially assist him, he may retain one or more qualified persons to provide such expert advice. The parties shall share equally in the costs of the arbitrator and of any experts retained by the arbitrator. Any fees of any appraiser, counsel or experts engaged directly by Landlord or Tenant, however, shall be borne by the party retaining such appraiser, counsel or expert.

If the Prevailing Market rate has not been determined by the commencement date of the Extension Term, Tenant shall pay Base Rent upon the terms and conditions in effect during the last month of the initial Term for the Premises until such time as the Prevailing Market rate has been determined. Upon such determination, the Base Rent for the Premises shall be retroactively adjusted to the commencement of the Extension Term for the Premises. If such adjustment results in an underpayment of Base Rent by Tenant, Tenant shall pay Landlord the amount of such underpayment within 30 days after the determination thereof. If such adjustment results in an overpayment of Base Rent by Tenant, Landlord shall credit such overpayment against the next installment of Base Rent due under the Lease and, to the extent necessary, any subsequent installments, until the entire amount of such overpayment has been credited against Base Rent.

Extension Amendment. If Tenant is entitled to and properly exercises its Extension Option, Landlord shall prepare an amendment (the “Extension Amendment”) to reflect changes in the Base Rent, Term, Termination Date and other appropriate terms for the Extension Term and otherwise on terms and conditions consistent with this Lease. The Extension Amendment shall be sent to Tenant within a reasonable time after Landlord’s receipt of the Binding Notice or other written agreement by Landlord and Tenant regarding the Prevailing Market rate, and Tenant shall return the Extension Amendment to Landlord within 15 days after Tenant’s receipt of same, either executed by Tenant or with comments, but, upon final determination of the Prevailing Market rate applicable during the Extension Term as described herein, an otherwise valid exercise of the Extension Option shall be fully effective whether or not the Extension Amendment is executed.

Definition of Prevailing Market. For purposes of this Extension Option, “Prevailing Market” shall mean the arms length fair market annual rental rate per rentable square foot under leases and extension and expansion amendments entered into by private sector tenants for a comparable term on or about the date on which the Prevailing Market is being determined hereunder for space comparable to the Premises in the Building and office buildings comparable to the Building in the financial district of downtown Boston, Massachusetts.. The determination of Prevailing Market shall take into account all relevant factors, such as rent abatements, construction costs and other concessions and the manner, if any, in which the landlord under any relevant lease is reimbursed for operating expenses and taxes.

PARKING.

During the Term of the Lease, Landlord agrees to make available for lease to Tenant a total of 4 unreserved parking spaces (the “Spaces”) in the Building garage (“Garage”) for the use of Tenant and its employees. No deductions or allowances shall be made for days when Tenant or any of its employees does not utilize the parking facilities or for Tenant utilizing less than all of the Spaces. Tenant shall not have the right to lease or otherwise use more than the number of reserved and unreserved Spaces set forth above, but Landlord shall make additional spaces available to Tenant on a monthly tenant-at-will basis.

During the Term of the Lease, Tenant shall pay Landlord, as Additional Rent in accordance with Article IV of the Lease, the then current rate for parking in the Garage, as such rates may be adjusted from time-to-time to reflect the then current rate for parking in the Garage, plus applicable tax thereon, if any, for each unreserved Space leased by Tenant hereunder. The current rate for parking is $520.00 per space, per month.

Except for particular spaces and areas designated by Landlord for reserved parking, all parking in the Garage shall be on an unreserved, first-come, first-served basis.

Landlord shall not be responsible for money, jewelry, automobiles or other personal property lost in or stolen from the Garage regardless of whether such loss or theft occurs when the Garage or other areas therein are locked or otherwise secured. Except as caused by the negligence or willful misconduct of Landlord, Landlord shall not be liable for any loss, injury or damage to persons using the Garage or automobiles or other property therein, it being agreed that, to the fullest extent permitted by Law, the use of the Spaces shall be at the sole risk of Tenant and its employees.

Landlord shall have the right from time to time to promulgate reasonable rules and regulations regarding the Garage, the Spaces and the use thereof, including, but not limited to, rules and regulations controlling the flow of traffic to and from various parking areas, the angle and direction of parking and the like. Tenant shall comply with and cause its employees to comply with all such rules and regulations as well as all reasonable additions and amendments thereto.

Tenant shall not store or permit its employees to store any automobiles in the Garage without the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed. Except for emergency repairs, Tenant and its employees shall not perform any work on any automobiles while located in the Garage. If it is necessary for Tenant or its employees to leave an automobile in the Garage overnight, Tenant shall provide Landlord with prior notice thereof designating the license plate number and model of such automobile.

Landlord shall have the right to temporarily close the Garage or certain areas therein in order to perform necessary repairs, maintenance and improvements to the Garage.

Tenant shall not assign or sublease any of the Spaces (except in connection with a Permitted Transfer, as defined in Section 12.E of the Lease or other assignment or sublease made with the consent of Landlord) without the consent of Landlord. Landlord shall have the right to terminate Tenant’s parking rights with respect to any Spaces that Tenant sublets or assigns in violation of the foregoing sentence.

Landlord may elect to provide parking cards or keys to control access to the Garage. In such event, Landlord shall provide Tenant with one card or key for each Space that Tenant is leasing hereunder, provided that Landlord shall have the right to require Tenant or its employees to place a deposit on such access cards or keys and to pay a fee for any lost or damaged cards or keys.

Landlord hereby reserves the right to enter into a management agreement or lease with an entity for the Garage (“Garage Operator”). In such event, Tenant, upon request of Landlord, shall enter into a parking agreement with the Garage Operator and pay the Garage Operator the monthly charge established hereunder, and Landlord shall have no liability for claims arising through acts or omissions of the Garage Operator unless caused by Landlord’s negligence or willful misconduct. It is understood and agreed that the identity of the Garage Operator may change from time to time during the Term. In connection therewith, any parking lease or agreement entered into between Tenant and a Garage Operator shall be freely assignable by such Garage Operator or any successors thereto.

RIGHT OF FIRST OFFER.

Landlord hereby grants to Tenant the one-time option to lease, upon the terms and conditions hereinafter set forth, any rentable space on the sixth (6^th) floor of the Building (the “Offer Space”) which becomes available for leasing (as determined in accordance with paragraph (B) below) during the Offer Period (hereinafter defined), prior to entering into a lease for such space with another party.

The Offer Space shall be deemed to be “available for leasing” when Landlord is prepared for the first time only to offer to lease the Offer Space to any party other than the current occupant of the Offer Space.

Prior to Landlord’s marketing the Offer Space that is available for leasing during the Offer Period, Landlord shall give Tenant a written notice (the “Offer Notice”) setting forth (i) the location, (ii) the rentable area, (iii) the proposed rental rate, (iv) all other proposed material economic terms and (v) the anticipated availability date (the “Offer Space Commencement Date”).

Tenant’s right to lease the Offer Space shall be exercisable by written notice (the “Acceptance Notice”) from Tenant to Landlord delivered not later than ten (10) Business Days after the Offer Notice is delivered to Tenant, time being of the essence. Tenant may not elect to lease less than the entire portion of Offer Space described in the Offer Notice. If Tenant does not exercise the right to lease the Offer Space, then Landlord shall have the right thereafter to lease such space to another prospective tenant on the same terms and conditions as set forth in the Offer Notice (which terms and conditions will remain the same for 12 months following the date of the Offer Notice). If the Offer Space is not leased within said 12-month period, Landlord shall provide a new Offer Notice to Tenant which may contain different terms and conditions than were contained in the original Offer Notice. Tenant’s rights with respect to the new Offer Notice shall be governed by the terms and conditions of this Paragraph 3 except that if Tenant does not exercise the right to lease the Offer Space pursuant to the new Offer Notice, then Tenant’s rights with respect to the Offer Space shall terminate without further offering such space to Tenant, and within ten (10) Business Days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. If Tenant has validly exercised its option to lease the Offer Space, then the Offer Space shall be included in the Premises, subject to all the agreements, terms and conditions of the Lease as modified by the terms set forth in the applicable Offer Notice.

Tenant’s right to lease Offer Space is subject to the following additional terms and conditions:

This Lease must be in full force and effect on the date on which Tenant exercises its option of first offer to lease Offer Space and on the Offer Space Commencement Date;

No Event of Default by Tenant exists under this Lease, either on the date Tenant exercises its option to lease Offer Space or on the Offer Space Commencement Date, unless Landlord, in its sole and absolute discretion, agrees in writing to permit Tenant to lease such Offer Space notwithstanding such default; and

Tenant shall not have assigned this Lease (except in connection with a Permitted Transfer or an assignment to which Landlord has consented).

If Tenant has validly exercised its option to lease the Offer Space, then effective as of the Offer Space Commencement Date, the Offer Space shall be included in the Premises, subject to all of the terms, conditions and provisions of this Lease except that:

The Rentable Area in the Premises shall be increased by the number of square feet of rentable area in the Offer Space and such Rentable Area in the Premises, as so increased, shall be used in calculating the increases in Tenant’s Pro Rata Share;

The Annual Base Rent for the Offer Space shall be the Annual Base Rent per Rentable Square Foot specified in the Offer Notice;

The Lease Term with respect to the Offer Space shall commence on the Offer Space Commencement Date and shall expire simultaneously with the expiration or earlier termination of the Lease Term, including any extension or renewal thereof; and

The Offer Space shall be rented in its “as is” condition as of the Offer Space Commencement Date, without representation or warranty by Landlord or any other party acting on behalf of Landlord and in no event shall Landlord have any obligation to perform any work to the Offer Space for use or occupancy by Tenant or provide Tenant any allowance therefor, except to the extent otherwise set forth in the Offer Notice.

If Landlord fails to deliver possession on the Offer Space Commencement Date of the Offer Space because of any act or occurrence beyond the reasonable control of Landlord, then Landlord shall not be subject to any liability for failure to deliver possession, and such failure to deliver possession shall not affect either the validity of the Lease or the obligations of either Landlord or Tenant thereunder or be construed to extend the expiration of the Lease Term either as to the Offer Space or the balance of the Premises; provided, however, that under such circumstances, (i) Landlord shall make reasonable efforts to obtain possession of such portion of the Offer Space and (ii) Rent shall not commence as to such portion of the Offer Space until Landlord is able to deliver possession thereof to Tenant.

Upon the valid exercise by Tenant of its option to lease Offer Space, Landlord and Tenant shall promptly enter into a written amendment to this Lease reflecting the terms, conditions and provisions applicable to such portion of the Offer Space, as determined in accordance herewith.

In the event any portion of the Offer Space is leased to Tenant other than pursuant to the right of first offer described herein, such portion of the Offer Space shall thereupon be deleted from the Offer Space.

As used herein, the term “Offer Period” shall mean the period commencing on the date of this Lease and expiring on the date which is twelve (12) months prior to the expiration of the initial Term, but if Tenant exercises its Extension Option, then the Offer Period shall expire twenty-four (24) months prior to the extended Termination Date, provided, however, that Tenant’s rights to the Offer Space shall expire with respect to any portion of the Offer Space once the said portion is leased to a third party.

Retained FF&E.

Built-in desks and cabinets in all the private offices except the five (5) internal private offices to be demolished as part of Tenant’s build-out

All low black filing cabinets, including the five (5) low black filing cabinets currently located in the to be demolished internal offices.

Large conference room table and twenty (20) matching conference room chairs currently located in the large and medium conference rooms

All desk chairs (but not the side/guest chairs)

Light wood bookcase located in the west corner office

Two (2) built-in cream colored filing cabinets located between the east corner offices

Rolling shelving in the server room

Phones and associated tel/data equipment in the server room