No Acceptance of Premises. The fact that Tenant may, with Landlord’s consent, enter into the Project prior to the date Landlord’s Work is Substantially Complete for the purpose of performing Tenant’s Work shall not be deemed an acceptance by Tenant of possession of the Premises, but in such event Tenant shall defend with counsel reasonably acceptable by Landlord, indemnify and hold Landlord harmless from and against any loss of or damage to Tenant’s property, completed work, fixtures, equipment, materials or merchandise, and from liability for death of, or injury to, any person, caused by the act or omission of Tenant or any Tenant Party, except to the extent caused by the willful misconduct or gross negligence of Landlord Indemnified Parties.

Square Footage of Premises. Landlord and Tenant acknowledge that, due to the remeasurement of certain portions of the Premises, the size of the Initial Premises and the 3rd Floor Premises has been changed. Accordingly, Landlord and Tenant hereby stipulate that the 3rd Floor Premises shall be deemed to contain 4,291 square feet for the purposes of the Lease and this Amendment and the 11th and 12th floor portions of the Initial Premises shall each be deemed to contain 24,059 square feet (for a total of 48,118 square feet) for the purposes of the Lease and this Amendment. The size of the 14th Floor Premises remains unchanged at 9,117 square feet. Accordingly, the Premises shall be deemed to contain a total of 61,526 square feet for the purposes of the Lease and this Amendment.

Fourteenth Floor Additional Premises: Fourteenth Floor Commencement Date Effective as of January 1, 2010 (the “Fourteenth Floor Commencement Date”) the premises located on the fourteenth (14th) floor of the Building and outlined on attached Exhibit A-2 and labeled “Fourteenth Floor Additional Premises” shall be added to the Lease. The parties hereby agree that, for all purposes of the Lease, the Fourteenth Floor Additional Premises shall be deemed to consist of 2.400 rentable square feet of space. The parties acknowledge that, as of the date hereof, Tenant is in occupancy of the Fourteenth Floor Additional Premises pursuant to a sublease, dated May 1, 2007, between Great American Insurance Company, as sublandlord, and Tenant, as subtenant, the term of which sublease expires on December 31, 2009. Accordingly, as of the Fourteenth Floor Commencement Date, Tenant will already be in possession of the Fourteenth Floor Additional Premises.

Acceptance of Premises; Allowance. Subject to the terms of Exhibit C attached hereto and by this reference incorporated herein, Tenant hereby accepts the Premises, as expanded herein, in its “AS IS,” “WHERE IS” condition, and without any representations or warranties (express or implied) whatsoever, through the Term, as may be further extended, and hereby acknowledges and agrees Landlord shall have no obligation to construct any tenant improvements to the Premises, as expanded herein, and Landlord shall have no obligation to provide any tenant improvement allowance, credit, set-off, or other concession to Tenant.

Condition of Substitute Premises. Tenant shall accept the Substitute Premises in its currently existing “as-is” condition and, except for the construction of the Landlord Work as expressly provided in the Tenant Work Letter, Landlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Substitute Premises. Tenant also acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty regarding the condition of the Substitute Premises, the Building or the Project or with respect to the suitability of any of the foregoing for the conduct of Tenant’s business, except as specifically set forth in this Amendment and the Tenant Work Letter. For purposes of Section 1938 of the California Civil Code, Landlord hereby discloses to Tenant, and Tenant hereby acknowledges, that the Project, Building and Premises have not undergone inspection by a Certified Access Specialist (CASp).

The Lessee hereby agrees and undertakes to use the Demised Premises for the purpose of an IT Facility and for no other purpose.

Surrender of Existing Premises. Tenant hereby agrees to vacate the Existing Premises and surrender and deliver exclusive possession of the Existing Premises to Landlord on or before the Effective Date in accordance with the provisions of Section 14 of the Original Lease. If Tenant fails to so vacate and surrender and deliver exclusive possession of the Existing Premises to Landlord on or before the Effective Date, then the holdover provisions of Section 15 of the Original Lease shall apply. Tenant represents and warrants to Landlord that: # Tenant has not heretofore assigned or sublet all or any portion of its interest in the Lease or the Existing Premises; # no other person, firm or entity has any right, title or interest in the Lease; # Tenant has the full right, legal power and actual authority to enter into this Third Amendment without the consent of any person, firm or entity; and # Tenant has the full right, legal power and actual authority to bind Tenant to the terms and conditions hereof. Tenant further represents and warrants to Landlord that as of the date hereof there are no, and as of the Effective Date there shall not be any, mechanics' liens or other liens encumbering all or any portion of the Existing Premises by virtue of any act or omission on the part of Tenant, its predecessors, contractors, agents, employees, successors or assigns.

Improvements to the Premises. Promptly after full execution and delivery of this Third Amendment, Landlord shall construct leasehold improvements within the New Premises in accordance with the Tenant Work Letter attached hereto as Exhibit "C" and made a part hereof. Landlord shall cause all systems of the New Building serving the New Premises to be in good state of repair and proper working condition as of the Effective Date. Except as specifically set forth in the Tenant Work Letter and this Section 7, Tenant hereby agrees to accept the New Premises in its "as-is" condition and Tenant hereby acknowledges that Landlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the New Premises. Tenant also acknowledges that except as provided above, Landlord has made no representation or warranty regarding the condition of the New Premises.

Delivery Withholdings. Without waiving any other rights or remedies available to ​ under applicable law or otherwise, ​ may, at its option: # defer shipment and/or deliveries of Products until all past-due accounts of ​ owed to ​ have been satisfied in full, or # require ​ to pay for Products prior to shipment, or ship Products on a “cash on delivery” basis if ​ determines, in its reasonable discretion, not to extend credit to ​.

Electronic Delivery. ​ may, in its sole discretion, decide to deliver any documents related to Restricted Stock Units granted under the Plan or future Restricted Stock Units that may be granted under the Plan by electronic means or request your consent to participate in the Plan by electronic means. You consent to receive such documents by electronic delivery and agree to participate in the Plan through any on-line or electronic system established and maintained by ​ or another third party designated by ​.