LEASE AGREEMENT THIS LEASE AGREEMENT

Exhibit 10.22

Execution Copy

LEASE AGREEMENT

THIS LEASE AGREEMENT (this “Lease” ), dated as of February 1, 2007, is between DOUBLECLICK INC. (“ Landlord ”), a Delaware corporation, having an address at 111 Eighth Avenue, New York, New York 10011, and Epsilon Data Management, LLC (‘ Tenant ”’), a Delaware limited liability company, having an office at 17655 Waterview Parkway, Dallas, Texas 75252.

RECITALS

A. Landlord is the owner of the building (the “Building ”) located on the land (the “Land” ) known by the address of 12396 Grant Street, Thornton, Colorado (the “Building ” and “Land” collectively referred to as the “Real Property” ).

B. The Building is presently used, in part, by Landlord as a critical data center facility for the operation of its business and that of its various divisions, including, without limitation, its Abacus division ( “Abacus Business” ) which Landlord is, concurrently with this Lease, selling to Tenant.

C. Alliance Data FHC, Inc., an affiliate of Tenant, presently occupies and utilizes approximately 2,500 rentable square feet of space in the Building (the “Existing Space” ) for the operation of its email business operations (the “Email Business” ) pursuant to the terms of a certain Transition Services Agreement, dated April 3, 2006, between Landlord and Alliance Data FHC, Inc. (the ‘ TSA ”). The Existing Space is the cross-hatched area on the plan attached hereto as Exhibit A .

D. In connection with its purchase from Landlord of the Abacus Business, Tenant desires to occupy 3,200 rentable square feet for the Abacus Business ( “Abacus Space” ) and utilize approximately 400 rentable square feet of space in the Building for the storage of the tape library used in the Abacus Business (the ‘ Tape Library Space” ) and Landlord is willing to lease to Tenant the Tape Library Space.

E. Landlord is willing to lease to Tenant approximately 6,100 rentable square feet in the Building (constituting the Existing Space, Abacus Space and the Tape Library Space (collectively, the “Premises” )) for the operation of the Email Business and the Abacus Business in lieu of and in addition to the Existing Space and to terminate the TSA on the terms and conditions contained in this Lease. The Premises (other than the Tape Library Space) are cross-hatched area on the plan annexed hereto as Exhibit B .

ACCORDINGLY, Landlord and Tenant, intending to be legally bound, agree as follows:

1. GRANT OF LEASE: DURATION OF LEASE: TERMINATION OF TSA . (a) Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord the Premises in accordance with the terms of this Lease. Tenant’s lease of the Premises shall commence on the date of this Lease (the “Commencement Date” ), and the initial term (the “Initial Term” ) hereof shall expire on the date (the “Expiration Date” ) that is five (5) years after the Commencement Date, unless this Lease is sooner terminated or extended under Paragraph 29 .

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(b) Upon any time after the twenty four (24) month anniversary of the execution of this Lease but only during the Initial Term, Tenant shall have the right to terminate all interests and obligations it has under the Lease by providing twelve (12) months notice to Landlord; provided that Tenant shall have the right to terminate all interests and obligations it has under the Lease with respect to the Tape Library Space after the twelve (12) month anniversary of the execution of this Lease by providing six (6) months notice to Landlord and following any such termination the term “Premises” shall not include the Tape Library Space.

(c) Landlord and Alliance Data FHC, Inc. agree that the TSA is terminated as of the Commencement Date and shall thereafter cease to be of any force or effect except for those provisions of the TSA which by their terms survive any termination of the TSA. The foregoing is not intended to and shall not relieve Alliance Data FHC, Inc. from its obligations to pay to Landlord any amounts due under the TSA for services rendered on or prior to the Commencement Date.

2. CONDITION OF PREMISES: WORK; RELOCATION TO PREMISES: ALTERATIONS , (a) The Premises are leased to Tenant “as is” in their present condition and Landlord shall not be required to do any work with respect thereto, except for the Work (as herein defined). Tenant shall have the right to use the current Landlord command center through the Transition Period, as defined hereinafter. Tenant, by taking occupancy of the Premises, shall be deemed conclusively to have agreed that the Premises are in satisfactory condition on the date of such occupancy, subject to Landlord’s completion of the Work. “Final Completion” of the Work shall be deemed to have occurred when the construction work in the Premises is substantially completed and the all of the following have occurred: (i) the computer racks are installed, (ii) the Power Distribution Units are installed and power is supplied to the racks, (iii) the main distribution frame racks and cabling are installed; (iv) air conditioning distribution is installed and operational; and (v) the security card reader is installed on the door to the room and it is operational.

(b) As soon as is reasonably practicable following the Commencement Date, Landlord shall cause the Premises (other than the Tape Library Space) and the cubicles (as described in Section 30) to be (i) separated from the space occupied by Landlord, and (ii) constructed in accordance with plans and specifications (the “Plans ”) prepared by Landlord, provided that the work (the “Work” ‘) described in the Plans shall be in all material respects similar to the existing data center being used by Tenant in the Existing Space. The cost of the Work shall be paid at the rate of $200,000 on the date hereof and from the funds (the “Escrowed Funds” ) escrowed at the closing of Tenant’s purchase of the Abacus Business at Final Completion in accordance with the Purchase Agreement, dated as of December 22, 2006, by and among Landlord, Alliance Data Systems Corporation and Alliance Data FHC, Inc, provided that Landlord shall be responsible for the payment of all direct and indirect costs in excess of the Escrowed Funds required to complete the Work in accordance with the Plans.

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(c) Tenant may continue occupying the Existing Space during the period (the “Construction Period ”) in which Landlord is performing the Work through the 180 day period after Final Completion (‘ Transition Period” ). During the Transition Period, Tenant shall, at Tenant’s sole cost, move its equipment from the Existing Premises to the Premises. For each of the first thirty (30) days after the expiration of the Transition Period that Tenant fails to vacate the Existing Premises, through no fault of the Landlord, Fixed Rent (as defined in Paragraph 4 hereof) shall be 125% of the Fixed Rent set forth in Paragraph 4 hereof, and thereafter Fixed Rent shall be 200% of the Fixed Rent set forth in Paragraph 4 hereof until Tenant vacates the Existing Premises.

(d) (i) Tenant shall make no alterations, installations, additions or improvements (“ Alterations ”) in the Premises, without Landlord’s prior written consent, which consent shall not be unreasonably withheld. Notwithstanding the foregoing, upon notice to but without obtaining Landlord’s consent, Tenant may make Alterations that are merely decorative or cosmetic in nature, such as painting, carpeting and wall coverings, so long as no building permit is required.

(ii) Prior to making any Alterations, Tenant shall, at Tenant’s expense, (A) submit to Landlord six (6) sets of blue lines of final, stamped and detailed plans and specifications (including layout, architectural, electrical, mechanical and structural drawings) that comply with all Requirements (as defined in Paragraph 23) for each proposed Alteration, and Tenant shall not commence any such Alteration without first obtaining Landlord’s approval of such plans and specifications, (B) at Tenant’s expense, obtain all permits, approvals and certificates required by any Government Authorities, and (C) furnish to Landlord duplicate original policies of worker’s compensation insurance (covering all persons to be employed by Tenant, and Tenant’s contractors and subcontractors, in connection with such Alteration) and commercial general liability insurance (including premises operation, bodily injury, personal injury, death, independent contractors, products and completed operations, broad form contractual liability and broad form property damage coverages) in such form, with such companies, for such periods and in such amounts as Landlord may reasonably approve, naming Landlord and its agents, and any Mortgagee, as additional insureds. Upon completion of such Alteration, Tenant, at Tenant’s expense, shall obtain certificates of final approval of such Alterations required by any Government Authority and shall furnish Landlord with copies thereof, together with the “as-built” plans and specifications for such Alterations. All Alterations shall be made and performed in accordance with the plans and specifications therefor as approved by Landlord, all Requirements and the Rules and Regulations. All materials and equipment to be incorporated in the Premises as a result of any Alterations shall be first quality and no such materials or equipment shall be subject to any lien, encumbrance, chattel mortgage, title retention or security agreement.

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(iii) Landlord shall respond to Tenant’s proposed plans and specifications, and any revisions thereto, within twenty (20) days after submission. If Landlord fails to respond within the required twenty (20) day period, such plans and specifications or revisions, as the case may be, shall be deemed approved, provided that Tenant shall have sent Landlord a request for approval containing the following language: ‘THIS IS A REQUEST FOR APPROVAL OR CONSENT. IF LANDLORD DOES NOT RESPOND TO THIS REQUEST WITHIN TWENTY DAYS, LANDLORD’S APPROVAL SHALL BE DEEMED GRANTED PURSUANT TO THE PROVISIONS OF THE LEASE”. Landlord reserves the right to disapprove any plans and specifications in part, to reserve approval of items shown thereon pending its review and approval of other plans and specifications, and to condition its approval upon Tenant making revisions to the plans and specifications or supplying additional information. Tenant agrees that any review or approval by Landlord of any plans and/or specifications with respect to any Alteration is solely for Landlord’s benefit, and without any representation or warranty whatsoever to Tenant or any other Person with respect to the adequacy, correctness or sufficiency thereof or with respect to Requirements or otherwise.

3. USE OF PREMISES . The Premises may be used by Tenant solely as and for a data center and ancillary office uses and for no other purpose. Tenant shall not use or occupy the Premises at any time in violation of the certificate of occupancy issued for the Building, or for an unlawful purpose, or in an unlawful manner, or in violation of any Requirements. Tenant shall not permit the Premises to be used in any manner or to have anything done, brought, or kept therein that, in Landlord’s reasonable judgment, tends to impair the character, reputation, functionality or appearance of the Building.

4. FIXED RENT: LATE PAYMENT , (a) Tenant shall pay to Landlord, at Landlord’s offices or at such other place as Landlord may designate from time to time, without notice or demand in advance on the first day of each calendar month during the term of this Lease, by good and sufficient check rent ( “Fixed Rent ”) for the Premises at the following rates:

(i) For the period from the Commencement Date until the day preceding the first anniversary of the Commencement Date at an annual rate of $1,464,000 (or $122,000 per month);

(ii) For the period from the first anniversary of the Commencement Date until the day preceding the second anniversary of the Commencement Date at an annual rate of $1,836,000 (or $153,000 per month) (or $143,000 per month in the event that, and for the periods following such time as, the lease with respect to the Tape Library Space is terminated in accordance with this Lease), full service ( “Full Service” ) in that it shall include all Operating Expenses and Taxes (as defined in Paragraph 23) ; and

(iii) For the period from the second anniversary of the Commencement Date until the day preceding the third anniversary of the

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Commencement Date at an annual rate equal to the Fair Market Annual Rent as determined in accordance with Paragraph 29, provided that (A) in no event shall the new Fixed Rent (including any pass-through to Tenant of its pro rata share of increases in Operating Expenses, Taxes and the Facilities Management Fee) for such period be less than 110% and no more than 120% of the Fixed Rent in effect for the immediately prior Lease Year (provided that if the lease for the Tape Library Space has been terminated as of the beginning of the second anniversary of the Commencement Date, the calculation of the minimum and maximum amounts shall be calculated on the basis that the rent for the Tape Library Space during the immediately prior year was not included in the Fixed Rent for such year). Such Fixed Rent includes up to 120 hours per calendar month of Management Services.

(iv) For each subsequent twelve (12) month period (each, a “ Lease Year ”) during the Term hereof at an annual rate equal to the Fair Market Annual Rent as determined in accordance with Paragraph 29, provided that (A) in no event shall the new Fixed Rent (including any pass-through to Tenant of its pro rata share of increases in Operating Expenses, Taxes, and the Facilities Management Fee) for any Lease Year be less than 100% or more than 120% of the Fixed Rent in effect for the immediately prior Lease Year (provided that if the lease for the Tape Library Space has been terminated as of the beginning of the Lease Year, the calculation of the minimum and maximum amounts shall be calculated on the basis that the rent for the Tape Library Space during the immediately prior Lease Year was not included in the Fixed Rent for such Lease Year). Such Fixed Rent includes up to 120 hours per calendar month of Management Services.

(b) Fixed Rent for the first month of the term shall be payable on execution by Tenant of this Lease. Payments for a partial month shall be prorated on a per diem basis. The provisions of this Paragraph 4 shall survive the expiration or termination of this Lease.

(c) If Tenant fails to pay any Fixed Rent or other charge payable under this Lease for a period longer than ten (10) Business Days after the same shall have become due, Tenant shall pay a late charge equal to six percent (6%) of the amount unpaid. In addition, if such failure continues for ten (10) Business Days after such payment is due, Tenant shall pay interest thereon at the rate (the “Applicable Rate” ) which is the lesser of (x) three percentage points above the current rate of interest announced from time to time by Citibank, N.A. as its “base rate” (or such other term as may be used by Citibank, N.A., from time to time, for the rate previously referred to as its “base rate”) and (y) the maximum rate permitted by applicable law, from the due date thereof until the date that such Fixed Rent or other charge is paid.

(d) Notwithstanding any other provision of this Lease, if Tenant requests Management Services (as defined in clause (ix) of the definition of “Operating Expenses” in Paragraph 23) in excess of 120 hours in any calendar month during any Lease Year, Tenant shall pay to Landlord within thirty (30) days after receipt of an invoice therefor $125 per hour for any additional Management Services so provided.

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5. ELECTRICITY , (a) Tenant shall at all times comply with the rules, regulations, terms and conditions applicable to service, equipment, wiring and requirements of Landlord and of the public utility supplying electricity to the Building. Tenant shall not use any electrical equipment that, in Landlord’s reasonable judgment, would interfere with electrical service to other tenants or occupants of the Building. Landlord shall not be liable in any way to Tenant for any failure or defect in the supply or character of electric service furnished to the Premises by reason of any requirement, act or omission of the utility serving the Building or for any other reason not attributable to the gross negligence of Landlord.

(b) Tenant agrees that electricity will be supplied by Landlord to the Premises and the cost thereof is included in the Fixed Rent. Accordingly, there shall be no charge to Tenant for such electric energy by way of measuring the same on any meter or otherwise, the cost of such electric energy being included in the Fixed Rent.

6. ASSIGNMENT AND SUBLETTING , (a) This Lease is personal to Tenant and may not be assigned by it to any other person or organization other than to an Affiliate of Tenant. Tenant may not sublease all or any portion of the Premises or permit the Premises to be used or occupied by any other person or organization other than to an Affiliate of Tenant. For purposes of this Lease, “Affiliate of Tenant” means any entity that is owned or controlled by Tenant, Alliance Data Systems Corporation, or any entity that is wholly owned by Alliance Data Systems Corporation.

(b) For purposes of this Paragraph 6 , the transfer of a majority of the total issued and outstanding membership interests in Tenant, however accomplished, whether in a single transaction or in a series of related or unrelated transactions, involving Tenant and/or its parent, shall be deemed an assignment of this Lease. Tenant agrees to furnish to Landlord on request at any time such information and assurances as Landlord may reasonably request that Tenant has not violated the provisions of this Paragraph 6 .

(c) The provisions of subparagraph (b) above shall not apply to transactions with a corporation or limited liability company into or with which Tenant is merged or consolidated or with a person to which substantially all of Tenant’s assets are transferred (provided such merger, consolidation or transfer of assets is for a good business purpose and not principally for the purpose of transferring the leasehold estate created by this Lease, and provided further, that the assignee has a net worth at least equal to or in excess of the net worth of Tenant as of the date of this Lease or as of the date immediately prior to such merger, consolidation or transfer, whichever is greater) or, if Tenant is a general, limited or limited liability partnership, with a successor partnership, nor shall such provisions apply to transactions with an entity that controls or is controlled by Tenant or is under common control with Tenant. Tenant shall notify Landlord before any such transaction is consummated.

(d) The term “control” as used in this Lease (i) in the case of a corporation shall mean ownership of more than fifty (50%) percent of the outstanding

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capital stock of that corporation, (ii) in the case of a general or limited liability partnership, shall mean more than fifty (50%) percent of the general partnership or membership interests of the partnership, (iii) in the case of a limited partnership, shall mean more than fifty (50%) percent of the general partnership interests of such limited partnership, and (iv) in the case of a limited liability company, shall mean more than fifty (50%) percent of the membership interests of such limited liability company.

7. INSURANCE. PROPERTY LOSS OR DAMAGE: REIMBURSEMENT .

(a) Neither Landlord nor its agents shall be liable for any damage to property of Tenant or of others entrusted to employees of the Building, nor for the loss of or damage to any property of Tenant by theft or otherwise. Neither Landlord nor Landlord’s agents shall be liable for any injury or damage to persons or property, or interruption of Tenant’s business, resulting from fire or other casualty; nor shall Landlord or Landlord’s agents be liable for any such damage caused by other tenants or persons in the Building or caused by construction of any private, public or quasi-public work; nor shall Landlord be liable for any latent defect in the Premises or in the Building. Notwithstanding the foregoing, Landlord shall be liable to Tenant for any damage caused by the gross negligence or intentional misconduct of Landlord or its agents to the extent that Tenant’s insurance does not fully reimburse Tenant for such damage.

(b) (i) Tenant shall, at Tenant’s own cost and expense, obtain, maintain and keep in full force and effect during the term of this Lease, commercial general liability insurance (including premises operation, bodily injury, personal injury, death, independent contractors, products and completed operations, broad form contractual liability and broad form property damage coverage) in a combined single limit amount of not less than One Million and 00/100 ($1,000,000.00) Dollars per occurrence and $2,000,000 in the aggregate, against all claims, demands or actions with respect to damage, injury or death made by or on behalf of any person or entity, arising from or relating to the conduct and operation of Tenant’s business in, on or about the Premises, or arising from or related to any act or omission of Tenant. Such policies shall contain a general endorsement adding Landlord as an additional insured. Tenant, at Tenant’s sole cost and expense, shall maintain insurance protecting and indemnifying Tenant against any and all damage to or loss of any Alterations and leasehold improvements made by Tenant, and Tenant’s Property (as defined in Paragraph 23) . and all claims and liabilities relating thereto.

(ii) All said policies of insurance shall be: (x) written as “occurrence” policies; (y) written as primary policy coverage and not contributing with or in excess of any coverage which Landlord or any ground lessor may carry; and (z) issued by insurance companies rated “A-” “VIII” or better by A. M. Best that are licensed to do business in the State of Colorado. Tenant shall, not later than ten (10) Business Days prior to the Commencement Date, deliver to Landlord documentation confirming the existence of the above referenced policies of insurance or certificates thereof and shall thereafter furnish to Landlord, as soon as reasonably practicable, prior to the expiration of any such policies and any renewal thereof, a new policy or certificate in lieu thereof.

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(c) Landlord shall maintain or cause to be maintained throughout the Term “all risk” insurance covering all risks of physical loss or damage to the Building for the full insurable value of the improvements thereon. Such insurance shall be broad form and shall include, but shall not be limited to, coverage for fire, extended coverage, vandalism and malicious mischief. “Full insurable value,” as used herein, means the actual cost of replacing the Building and the improvements therein. Landlord shall not be required to maintain or cause to be maintained any insurance with respect to Tenant’s personal property.

(d) The proceeds of any insurance from any policy maintained by Landlord in accordance with subsection (c) above shall be adjusted by and paid solely to Landlord. Landlord shall use such proceeds to pay for the cost of the work required to be performed by Landlord under this Lease and the cost of making temporary repairs and doing such work as may be necessary to protect the Building against further injury. If the proceeds of such insurance payable to Landlord shall exceed such cost, such excess shall belong to Landlord.

8. REPAIRS AND MAINTENANCE . Tenant, at its sole cost and expense, shall take good care of the Premises and the fixtures and appurtenances therein and make all repairs thereto as and when needed to preserve them in good working order and condition, except that Landlord shall, at its sole cost and expense, make all necessary repairs to all Building Systems (as defined in Paragraph 23 hereof) serving and structural elements located in the Premises. Landlord promptly shall, subject to Paragraph 20 hereof, repair, or replace, at Tenant’s sole cost and expense, to Landlord’s reasonable satisfaction all portions of the Premises, the Building, or the fixtures, appurtenances or equipment of either, that are damaged or injured due to carelessness, omission, neglect or improper conduct on the part of Tenant or Persons Within Tenant’s Control (as defined in Paragraph 21) . All such repairs, restorations and replacements shall be in quality and class equal to the original work or installations. In addition, Landlord shall maintain the Building and all common areas in the manner in which Landlord, immediately prior to the Commencement Date, has maintained same for its sole use.

9. RULES AND REGULATIONS . Tenant shall comply with the Rules and Regulations annexed hereto as Exhibit D and with such other and further reasonable rules and regulations and standards as Landlord and Landlord’s agents may from time to time adopt, on notice to Tenant to be given as Landlord may elect, provided that such Rules and Regulations may not be amended to include provisions that are in conflict with the terms of this Lease without Tenant’s prior consent.

10. SERVICES , (a) So long as Tenant is not in default under the provisions of this Lease beyond any required notice and any applicable cure period, Landlord, at its cost and expense, shall (“collectively, “Building Services” ):

(i) Provide passenger elevator service to the Premises, if required, twenty four (24) hours of each day (“ Operating Hours” ) and, subject to Paragraph 10(c). have one passenger elevator on call at all other times.

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(ii) Provide one (1) freight elevator serving the Premises, if required, on call on a “first come, first served” basis on Business Days during Operating Hours, and on a reservation, “first come, first served” basis from 6:00 p.m. to 8:00 a.m. on Business Days and at any time on days other than Business Days ( “Overtime Periods” ).

(iii) Maintain and repair the HVAC System (as defined in Paragraph 23) , the Building generators (as defined in Paragraph 23) . Uninterruptible Power Supply Systems, Halon Systems and other fire suppressant and alarm systems serving the Premises, at Landlord’s cost, except for those repairs that are the obligation of Tenant pursuant to Paragraph 8 . Landlord shall operate the HVAC System as and when required by law, and for the comfortable occupancy of the Premises and for the protection and proper operation of the data center equipment (as reasonably determined by Landlord) during the term of this Lease, and Tenant shall cooperate fully with Landlord and abide by all of the Rules and Regulations which Landlord may prescribe for the proper functioning of the HVAC System and other equipment. Tenant expressly acknowledges that some or all windows are or may be hermetically sealed and cannot be opened and Landlord makes no representation as to the habitability of the Premises at any time the HVAC System is not in operation. Tenant hereby expressly waives any claims against Landlord arising out of the cessation of operation of the HVAC System and/or other Building Systems or data center systems, or the suitability of the Premises when the same is not in operation, whether due to normal scheduling or the reasons set forth in Paragraph 10(c ). Landlord, throughout the term, shall have free access to all mechanical installations of Landlord, including but not limited to air-cooling, fan, ventilating and machine rooms and electrical closets in the Premises, and Tenant shall not construct partitions or other obstructions that may interfere with Landlord’s free access thereto, or interfere with the moving of Landlord’s equipment to and from the enclosures containing said installations. Neither Tenant nor its agents, employees or contractors shall at any time enter the said enclosures or tamper with, adjust, touch or otherwise in any manner affect such mechanical installations.

(iv) Furnish cold water for lavatory and drinking and office cleaning purposes.

(v) Provide nonexclusive use of restrooms in the Building.

(vi) Provide a security guard or receptionist at the main entrance to the Building during Operating Hours.

(vii) Replace as needed any Building Standard florescent and other light bulbs in and around the Premises.

(viii) Provide Building standard janitorial services in the Premises during Business Days.

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(ix) Provide hosting, co-location and connectivity services as more particularly described in Exhibit C annexed hereto, including, without limitation, the use of all data and hosting equipment located within the Premises, local telephone service, high speed internet access, and other services as is consistent with that previously being received by Tenant at the Building with respect to its Email Business.

(b) Landlord reserves the right to stop the furnishing of the Building Services and to stop operating any Building System, when necessary, by reason of accident or emergency, or for alterations in the judgment of Landlord desirable or necessary to be made, until said alterations shall have been completed; and Landlord shall have no responsibility or liability for failure to supply air-conditioning, ventilation, heat, elevator, plumbing, electric or other services during said period or when prevented from so doing by strikes, lockouts, difficulty of obtaining materials, accidents or by any cause beyond Landlord’s reasonable control, or by Requirements or failure of electricity, water, steam, coal, oil or other suitable fuel or power supply, or inability by exercise of reasonable diligence to obtain electricity, water, steam, coal, oil or other suitable fuel or power. No diminution or abatement of Fixed Rent or other compensation shall or will be claimed by Tenant as a result therefrom, nor shall this Lease or any of the obligations of Tenant be affected or reduced by reason of such interruption, curtailment or suspension, nor shall the same constitute an actual or constructive eviction, provided that if the Premises are uninhabitable, as defined for use a data center, as a result therefrom for more than ten (10) consecutive days, Fixed Rent shall be abated until the Premises are again habitable.

11. REQUIREMENTS OF LAW , (a) Tenant shall not do, and shall not permit to be done, any act or thing in or upon the Premises or the Building that will violate any Requirements. Tenant shall, at Tenant’s sole cost and expense, take all action, including any required alterations necessary to comply with all present and future Requirements, applicable to the operation of its business within the Premises which shall impose any violation, order or duty upon Landlord or Tenant arising from, or in connection with the Premises, Tenant’s occupancy, use or manner of use of the Premises, or required by reason of a breach of any of Tenant’s covenants or agreements under this Lease. Notwithstanding the preceding sentence, Tenant shall not be obligated to perform any Alterations to the Premises necessary to comply with any Requirements unless compliance shall be required by reason of (i) any cause or condition arising out of any alterations to or installations in the Premises made by or on behalf of Tenant, (ii) Tenant’s particular manner of use or occupancy of the Premises (as opposed to mere use as a data center, (iii) any breach of any of Tenant’s covenants or agreements under this Lease, or (iv) any wrongful act or omission by Tenant. Landlord will, at its sole cost and expense, comply with all other requirements applicable to the Building and/or requiring Alterations that are not the obligation of Tenant hereunder.

(b) Tenant shall not bring, keep, use, or maintain any Hazardous Material (as hereinafter defined in this subparagraph) on or about the Premises. If Tenant shall breach the foregoing covenant and such breach shall result in a violation of Requirements or contamination in the Premises or the Building, then Tenant shall

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indemnify, defend and hold Landlord and any Mortgagee (as defined in Paragraph 23) and their respective directors, officers, invitees, agent, servants and employees harmless from any and all liabilities arising during or after the term as a result of such violation or contamination. Tenant shall, in accordance with applicable Requirements, either remove such Hazardous Material or encapsulate such Hazardous Material and restore the Premises to its condition prior to the removal of such Hazardous Material. Notwithstanding the foregoing, any work required pursuant to the preceding sentence shall be performed at Landlord’s option, either by Tenant, at Tenant’s expense, utilizing a contractor designated by Landlord or by Landlord at Tenant’s expense. This subparagraph shall not prohibit Tenant from maintaining materials, equipment and supplies, including, without limitation, printer chemicals, cleaning materials and materials used in the operation and maintenance of Tenant’s offices as is customary for office tenants provided such items are permitted, used, stored, safeguarded and disposed of as required by applicable Requirements. For purposes of this Lease, “ Hazardous Materials” means all materials defined or classified as “hazardous materials,” “hazardous waste,” “hazardous substance,” “toxic substance,” “hazardous pollutant,” “toxic pollutant” or “oil” pursuant to any relevant federal or state law, including without limitation 42 U.S.C. § 9601 et. seq. (CERCLA), 42, U.S.C. § 6901 et. seq. (RCRA), and any regulations promulgated pursuant to those statutes, all as amended.

12. DEFAULT AND REMEDIES , (a) It shall be a Default under this Lease if Tenant shall:

(i) fail to pay when due Fixed Rent or any other charges payable under this Lease, and such failure shall continue for ten (10) Business Days after Landlord shall have given Tenant written notice thereof, or

(ii) fail to observe or perform any other term, covenant or condition of this Lease on Tenant’s part to be observed or performed and Tenant shall fail to remedy the same within thirty (30) days after notice by Landlord to Tenant specifying such failure, provided that if such failure is of such a nature that it cannot with due diligence be completely remedied within thirty (30) days and the continuation of which for the period required for cure will not subject Landlord to the risk of criminal liability or foreclosure of any Mortgage (as defined in Paragraph 23\ if Tenant shall not, (i) within such thirty (30) day period advise Landlord of Tenant’s intention duly to institute all steps necessary to remedy such situation, (ii) duly institute within such thirty (30) day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same, and (iii) complete such remedy within such time after the date of the giving of said notice by Landlord as shall reasonably be necessary, then, in either of the foregoing events, Landlord may (A) give Tenant a notice of intention to terminate this Lease at the expiration of three (3) days from the date of the service of such notice of intention, and upon the expiration of said three (3) days, this Lease shall terminate but Tenant shall remain liable for damages as provided below, or (B) without notice, reenter the Premises, either by summary dispossess proceedings or by any suitable action or proceeding at law or otherwise (excluding force), whether or not Landlord terminates this Lease. In addition, Landlord shall, by reason of Tenant’s default hereunder, have all rights and remedies as are available at law or in equity.

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(b) If this Lease shall be terminated in accordance with subparagraph (a) above, or if Landlord shall reenter the Premises, Landlord may remove all of Tenant’s personal property and discontinue all services to Tenant. In the event of any termination of this Lease or if Landlord shall reenter the Premises under the provisions of this Lease, (i) Tenant shall pay to Landlord all Fixed Rent and all other unpaid additional rent and charges payable up to the time of such termination or reentry (as the case may be), plus all Fixed Rent and additional rent that would have been payable through the scheduled Expiration Date, and (ii) Tenant shall pay to Landlord all expenses, including court costs and attorneys’ fees and disbursements, incurred by Landlord in recovering possession of the Premises and all costs and charges for the care of the Premises while vacant. In such event, Landlord also may relet the Premises to a third party, without releasing Tenant from any of its obligations under this Lease, except that Tenant shall receive a credit against such unpaid obligations equal to any fixed rent actually received by Landlord from such third party, after deducting all of Landlord’s expenses in connection with the reletting of the Premises or the negotiation, execution and delivery of such third-party lease. The provisions of this subparagraph (b) shall not limit any of Landlord’s other rights and remedies hereunder.

13. SECURITY DEPOSIT .

(a) Tenant has deposited with Landlord on the signing of this Lease the Security Deposit in cash or by Letter of Credit (as defined and further described in Paragraph 13(b) ). as security for the faithful performance and observance by Tenant of the terms, provisions and conditions of this Lease. Tenant agrees that in the event (i) of the occurrence of a default or (ii) Tenant has defaulted in the performance of any of its obligations under this Lease, including the payment of any item of Fixed Rent or other charges, and the transmittal of a notice of default by Landlord is barred by applicable law, Landlord may use or apply the Security Deposit for the payment of any Fixed Rent, or any other sum as to which Tenant is in default, or for any sum that Landlord may expend or may be required to expend by reason of the default (including any damages or deficiency accrued before or after summary proceedings or other re-entry by Landlord). If Landlord applies or retains any portion or all of the proceeds of the Security Deposit, Tenant shall forthwith restore the amount so applied or retained by delivering cash or an additional or new Letter of Credit so that, at all times, the amount of the Security Deposit shall be equal to three (3) months of the Fixed Rent then in effect under this Agreement (which is initially $366,000). Within fifteen (15) days of any change in the Fixed Rent, Tenant shall deliver to Landlord either a replacement Letter of Credit or an amendment to the existing Letter of Credit, or additional cash, as applicable, to reflect the appropriate amount of the security required hereunder.). Provided there is no uncured default, any balance of the proceeds of the Security Deposit held by Landlord and not used, applied or retained by Landlord as above provided, and any remaining Letter of Credit, shall be returned to Tenant promptly after the Expiration Date and after delivery of possession of the entire Premises to Landlord in accordance with the terms of this Lease.

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(b) If Tenant elects to deliver the Security Deposit in the form of a letter of credit, such letter of credit (the “ Letter of Credit” ) shall be clean, irrevocable and unconditional and issued and drawn on any commercial bank approved by Landlord with offices for banking purposes in the State of New York (““ Issuing Bank” ), have a term of not less than one (1) year, be for the account of Landlord, and be in the full amount of the Security Deposit. The Letter of Credit shall:

(i) provide for payment by the Issuing Bank to Landlord or its duly authorized representative an amount up to the face amount of the Letter of Credit on presentation of the Letter of Credit and a sight draft in the amount to be drawn;

(ii) provide for automatic renewal, without amendment, for consecutive periods of one (1) year each during the Term, unless the Issuing Bank sends written notice (the “ Non-Renewal Notice” ) to Landlord by certified or registered mail, return receipt requested, at least thirty (30) days prior to the expiration date of the Letter of Credit, to the effect that it elects not to have such Letter of Credit renewed;

(iii) include an expiration date of not earlier than sixty (60) days after the Expiration Date; and

(iv) be transferable by Landlord as provided in Paragraph 13.

(c) Landlord, after receipt of the Non-Renewal Notice, shall have the right to draw the entire amount of the Letter of Credit and to hold the proceeds as a cash Security Deposit. Landlord shall release such proceeds to Tenant upon delivery to Landlord of a replacement Letter of Credit complying with the terms hereof.

(d) In the event that Landlord transfers or assigns its interest in this Lease, Landlord shall have the right to transfer the Security Deposit, without charge for such transfer, to the purchaser or lessee, and Landlord shall thereupon be released by Tenant from all liability for the return of the Security Deposit. In such event, Tenant agrees to look solely to the new Landlord for the return of the Security Deposit. It is agreed that the provisions hereof shall apply to every transfer or assignment made of the Security Deposit to a new Landlord. Tenant shall execute such documents as may be necessary to accomplish such transfer or assignment of the Letter of Credit.

(e) Tenant covenants that it will not assign or encumber, or attempt to assign or encumber, the Security Deposit held hereunder, and that neither Landlord nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment, or attempted encumbrance. In the event that any bankruptcy, insolvency, reorganization or other debtor-creditor proceedings shall be instituted by or against Tenant, its successors or assigns, or any guarantor of Tenant hereunder, the security shall be deemed to be applied to the payment of the Fixed Rent and additional rent due Landlord for periods prior to the institution of such proceedings and the balance, if any, may be retained by Landlord in partial