Temporary Housing Allowance. To assist Executive with Executive’s relocation to San Diego, the Company will provide Executive with a temporary housing allowance of $6,500 per month for 12 months, for a maximum of $78,000. The temporary housing allowance will be paid on the first pay period of each month after the Start Date, subject to Executive’s continued service through each such date, and is subject to all applicable withholding and payroll taxes. The temporary housing allowance payment will be grossed up to compensate for income taxes, which tax gross-up shall be paid in accordance with Treasury Regulation Section 1.409A-3(i)(1)(v). In the event that # Executive voluntarily terminates his employment with the Company without Good Reason (as defined in the Severance Plan) within thirty-six (36) months after the Start Date, or # the Company terminates Executive’s employment for Cause (as defined in the Severance Plan) within thirty-six (36) months after the Start Date, Executive agrees to repay the full amount of the temporary housing allowance (together with any related tax-gross up payment) actually paid to Executive within thirty (30) days after termination of Executive’s employment.

Temporary Housing Allowance. During the initial two years of the Term of Employment, the Company shall provide Executive with a monthly allowance for housing in the San Francisco Bay Area. The amount of the allowance shall be $3,000 per month for the initial year of the Term of Employment and $2,000 per month for the second year of the Term of Employment. This allowance shall be payable to Executive, less authorized deductions and withholding obligations, on the first regular payroll date of each month. For the avoidance of doubt, Executive shall not be entitled to a housing allowance after the second anniversary of Effective Date.

Relocation Assistance. To assist Executive with expenses associated with Executive’s relocation to the San Diego area, Executive will be provided with a one-time relocation assistance payment of $100,000, which will be paid to Executive on the first regularly scheduled pay date after the Start Date. This relocation assistance payment will be paid and treated as taxable compensation and will be subject to any withholding tax and payroll deductions required by law. The relocation assistance payment will be grossed up to compensate for income taxes, which tax gross-up shall be paid in accordance with Treasury Regulation Section 1.409A-3(i)(1)(v). In the event that # Executive voluntarily terminates his employment with the Company without Good Reason (as defined in the Severance Plan) within thirty-six (36) months after the Start Date, or # the Company terminates Executive’s employment for Cause (as defined in the Severance Plan) within thirty-six (36) months after the Start Date, Executive agrees to repay the full amount of the relocation assistance payment (together with any related tax-gross up payment) within thirty (30) days after termination of Executive’s employment.