AMENDMENT NO. 2 TO LEASE

sixth (36 th ) full calendar month of the Second Extension Term, $573,337.20 per annum ($47,778.10 per month);

(d)           for the period beginning on the first day of the thirty seventh (37 th  ) full calendar month of the Second Extension Term and ending on the last day of the forty eighth (48 th ) full calendar month of the Second Extension Term, $585,173.88 per annum ($48,764.49 per month);

(e)            for the period beginning on the first day of the forty ninth (49 th ) full calendar month of the Second Extension Term and ending on the last day of the sixtieth (60 th ) full calendar month of the Second Extension Term, $597,010.56 per annum ($49,750.88 per month);

(f)            for the period beginning on the first day of the sixty first (61 st ) full calendar month of the Second Extension Term and ending on the last day of the seventy second (72 nd ) full calendar month of the Second Extension Term, $608,847.12 per annum ($50,737.26 per month); and

(g)           for the period beginning on the first day of the seventy third (73 rd ) full calendar month of the Second Extension Term and ending on the last day of the eighty fifth (85 th ) full calendar month of the Second Extension Term, $620,683.80 per annum ($51,723.65),

without deduction or setoff therefrom, payable at the time and in the manner set forth in the Original Lease for the payment of base rent. Notwithstanding the foregoing, the parties agree that, provided that Tenant is not then in default under the Lease, Tenant shall not be obligated to pay base rent for the months of March, April and May, 2008 (the amount of such base rent is herein the “Abated Rent”). Tenant’s right to the Abated Rent may, at Landlord’s option, be revoked by written notice to Tenant if, at any time Tenant defaults under this Lease, and such default is not cured within the time period allowed for the cure thereof under the Lease, if any. In such event, Tenant shall be required to repay the Abated Rent, within fifteen (15) days after Landlord’s written demand therefor, it being understood and agreed that any failure to repay as provided in this subparagraph shall constitute an additional default under Paragraph 18 of the Original Lease.

The parties agree that, Tenant elects to obtain the Increased Contribution pursuant to Paragraph 8(b) of the Work Letter attached to this Amendment as Exhibit A , and made a part hereof, during the Second Extension Term, the base rent shall be increased to amortize the Increased Contribution on a straight line basis over the Second Extension Term, together with interest on said Increased Contribution at the rate of eight and one half percent (8.5%) per annum. All other provisions of this Paragraph 3 shall apply during the Second Extension Term.

4.               Amendments .

(a)            The second paragraph of Paragraph 11.A of the Original Lease is hereby deleted and the following substituted therefor:

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“If Landlord grants its consent to any sublease or assignment, Tenant shall pay Landlord, as Additional Rent, one hundred percent (100%) of any amounts payable to Tenant under the Lease, as assigned, or the sublease in excess of (i) the base rent and Operating Costs payable by Tenant under this Lease; and (ii) any marketing costs, legal fees and/or brokerage commissions incurred by Tenant in obtaining the assignment or sublease. Tenant shall also pay Landlord’s attorneys’ fees and costs for review and negotiation of any assignment and/or sublease documents whether or not the assignment or sublease is approved by Landlord. In addition, if Tenant has any options to extend or renew the Term, such options shall not be available to any subtenant or assignee, directly or indirectly. If Tenant assigns this Lease or sublets all or a portion of the Premises without first obtaining Landlord’s consent, as required by this Paragraph 11.A. said assignment or sublease shall be null and void and of no force or effect. Landlord’s consent to an assignment, sublease or other transfer of any interest of Tenant in this Lease or in the Premises shall not be deemed to be a consent to any subsequent assignment, transfer, use or occupation.”

(b)            Paragraph 30 of the Rider to Lease and Paragraph 4 of the First Amendment are hereby deleted.

5.              Additional Agreements .

(a)  Right of Termination . Subject to the terms and conditions of this Paragraph 5(a), Tenant shall have the right to terminate the Lease effective as of February 29, 2012 (the “Termination Date”) by giving written notice thereof (the “Termination Notice”) to Landlord not later than May 31, 2011; provided however, it shall be a condition precedent to the exercise of such option that, within thirty (30) days after the date of the Termination Notice, Tenant delivers to Landlord a termination fee (the “Termination Fee”) in the amount of $420,995.83, it being understood and agreed that (i) to the extent Tenant has elected to take the Increased Contribution, said $420,995.83 will be increased to incorporate the unamortized Increased Contribution, together with interest thereon at the rate of eight and one-half percent (8.5%) per annum, which $420,995.83 together with the unamortized Increased Contribution and interest thereon as provided above shall then be the “Termination Fee”; and (ii) (A) if the Termination Fee is not paid by 5:00 p.m. on March 30, 2012; or (B) if the Termination Fee is paid by check and said check is stopped or does not clear, then, in either case, Tenant shall be deemed to have waived its right to terminate the Lease and the Lease shall continue through March 31, 2015, unless earlier terminated by Landlord

In addition to the foregoing, the following shall be conditions precedent to the exercise of the termination option granted by this Paragraph: (i) Tenant shall not be in default under any of the terms and conditions of the Lease as of the date of either of the Termination Date or the date of the Termination Notice; and (ii) in the Termination Notice, Tenant shall include a representation that the reason for termination of the Lease is Tenant’s requirement for premises in excess of 74,000 contiguous rentable square feet in which to conduct its business. If Tenant satisfies all of the foregoing conditions, base rent, Operating Costs and other expenses due and payable by Tenant under the Lease shall be paid through and apportioned as of the Termination Date, as applicable, and

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neither Landlord nor Tenant shall have any rights, estates, liabilities or obligations accruing under the Lease after the Termination Date, except such rights and obligations which, by the terms of the Lease, expressly survive the expiration or termination of the Lease. The right to terminate granted herein shall be personal to Tenant and shall not accrue to any assignee, sublessee or successor to the interest of Tenant under the Lease.

(b)          AS-IS . On the Second Extension Commencement Date, Tenant shall take the Premises in their then AS-IS, WHERE-IS AND WITH ALL FAULTS CONDITION, and any and alterations shall be made by Tenant in accordance with the Work Letter and otherwise in accordance with Paragraph 7 of the Original Lease.

(c)          Brokerage . The parties agree that, except for United Properties Brokerage, LLC, as to Landlord, and Equis Corporation, as to Tenant, neither party has been represented by any broker, agent or other person in connection with this transaction contemplated by this Amendment and each party agrees to defend, indemnify and hold the other party harmless from and against any claims by any other broker, agent or other person claiming a commission or other form of compensation by virtue of having dealt with either party with regard to the transaction contemplated by this Amendment.

(d)          Renewal of Lease . Landlord hereby grants to Tenant two (2) consecutive five-year options to renew the Lease as to the Premises, upon the terms and conditions of this subparagraph (d) if:

(i)               Tenant is not in default under the Lease, as the same may have been renewed beyond any time to cure at the time such option is exercised; and

(ii)              Tenant gives Landlord written notice of the exercise of the renewal of this Lease not earlier than April 1, 2014, and not later than June 30, 2014 Second Extension Term (the “First Renewal Notice of Exercise”) or, if the Lease has been previously renewed, not earlier than April 1, 2019 or June 30, 2019 months prior to the end of the Second Extension Term as previously renewed pursuant to this subparagraph (d) (the “Second Renewal Notice of Exercise”; the First Renewal Notice of Exercise and the Second Renewal Notice of Exercise may be referred to singly as a “Renewal Notice of Exercise” or collectively as the “Renewal Notices of Exercise”), time being of the essence. Tenant’s failure to notify Landlord of its intent to exercise either option to renew the Term granted herein on or before the dates specified in this subparagraph (ii) for such renewal shall be deemed a waiver of Tenant’s right to exercise its option to renew; it being understood and agreed that if Tenant fails timely to exercise said option as to the first renewal term, its right to exercise said option as to the second renewal term shall be deemed waived.

If Tenant elects to renew the Lease under this subparagraph (d), the following terms and conditions shall apply as to each renewal:

(i)               the renewal term in question shall commence upon the expiration of the Second Extension Term or the first renewal term described above, as the case may be, and continue thereafter for a period of five (5) years;

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(ii)              Base Rent for the Premises for the extension term shall be Market Rent (as defined in subparagraph (e) below); and

(iii)             all of the other terms and conditions contained in this Lease, as it may have been amended from time to time, shall be as set out in this Lease, it being understood that there shall be no rights of renewal or extension except as provided in this subparagraph (d), and, upon the exercise of the rights of renewal granted by this subparagraph (d) subject to the terms and conditions herein, this subparagraph (d) shall be of no further force or effect and Tenant shall have no right to further renew or extend the term of the Lease.

Within fifteen (15) days after request thereof from Landlord, Tenant shall execute and deliver to Landlord those instruments which Landlord may request to evidence the renewal(s) described in this subparagraph (d). The rights of Tenant under this subparagraph (d) shall not be severed from this Lease or separately sold, assigned, or otherwise transferred, and shall expire on the expiration or earlier termination of this Lease. Notwithstanding the foregoing, the renewal option contemplated by this subparagraph (d) shall automatically terminate and become null and void and of no further force and effect upon the earlier to occur of (i) the expiration or termination of this Lease, (ii) the termination of the Tenant’s right to possession of the Premises, or (iii) the failure of Tenant to timely or properly exercise the rights granted by this subparagraph (d). The right contemplated by this subparagraph (d) shall not be available to any assignee, sublessee, or successor to Tenant’s interests hereunder.

(e)           Market Rent . “Market Rent” means the amount of base rent, which may or may not include concessions, improvements and other matters (exclusive of Operating Costs) which Landlord would receive by then renting similar space (including similar square footage) for premises in the project in which the Building is located. Within twenty (20) days after Tenant exercises any right to renew the term pursuant to subparagraph (d), Landlord shall give Tenant notice of Market Rent for the renewal term (the “Market Rent Notice”). If Tenant does not agree with Landlord’s determination of Market Rent as set forth in the Market Rent Notice, Tenant shall so notify Landlord in writing within ten (10) days after Tenant’s receipt of the Market Rent Notice (“Tenant’s Notice”). Landlord and Tenant shall, for ten (10) days after Landlord’s receipt of Tenant’s Notice, negotiate in good faith to come to an agreement as to Market Rent for the renewal term in question. If Landlord and Tenant are unable to agree upon Market Rent within said ten day period, then, notwithstanding the provisions of subparagraph (d), Tenant shall have the right to rescind the applicable Renewal Notice of Exercise by written notice (the “Rescission Notice”) to Landlord given not later than twenty (20) days after the date of Tenant’s Notice, it being understood and agreed that if the Rescission Notice is not given within such time period, Tenant shall be deemed to have waived its right to rescind the applicable Renewal Notice of Exercise. In such case, to the extent that the applicable Renewal Notice of Exercise is effectively exercised, Landlord and Tenant shall execute and deliver an amendment to this Lease which amendment shall be executed and delivered within ten (10) days following the determination of the Market Rent. Tenant’s failure to give Tenant’s Notice within the time period provided above shall be deemed an acceptance of Landlord’s determination of Market Rent, and the Term

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shall be deemed renewed pursuant to the applicable Renewal Notice of Exercise and the Market Rent Notice.

6.             Reference to and Effect on the Lease .

(a)             Upon the effectiveness of this Amendment, each reference in the Lease to “this Lease”, “hereunder”, “hereof”, “herein” or words of like import referring to the Lease shall mean and be a reference to the Lease as amended hereby.

(b)             Except as specifically set forth above, the Lease remains in full force and effect and is hereby ratified and confirmed.

(c)             Wherever there exists a conflict between this Amendment and the Lease, the provisions of this Amendment shall control.

7.             Governing Law . This Amendment shall be governed by and construed in accordance with the laws of the State of Minnesota.

8.             Headings . Section headings in this Amendment are included herein for convenience of reference only and shall not constitute a part of this Amendment for any other purpose.

9.             Counterparts . This Amendment may be executed in counterparts, all of which, when taken together, shall constitute one and the same original.

10.           Time of Essence . Time shall be of the essence as to each and every term and provision of this Amendment and the Lease.

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IN WITNESS WHEREOF, this Amendment has been executed as of the date first written above.

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