AMENDED AND RESTATED SECOND AMENDMENT TO OFFICE LEASE

EXHIBIT 10.17

AMENDED AND RESTATED
SECOND AMENDMENT TO OFFICE LEASE

                    This Amended and Restated Second Amendment to Office Lease (this “ Amendment ”) is executed as of May 31, 2006. between HUB PROPERTIES LLC , a Massachusetts limited liability company having an address c/o Reit Management & Research LLC, 400 Centre Street, Newton, Massachusetts 02458 (“ Landlord ”), and QUALITY SYSTEMS, INC., a California corporation having an address at 18191 Von Karman Avenue, #420, Irvine, CA 92612, Attention: Chief Financial Office (“ Tenant ”).

RECITALS

                    Landlord and Tenant entered into that certain Office Lease dated May 8, 2002, as amended by that certain Expansion and Extension Amendment to Office Lease dated October 8, 2004 and as may be further amended from time to time (collectively, the “ Lease ”) pursuant to which Tenant is currently leasing 46,357 Rentable Square Feet (based on a remeasurement of the space which Tenant agrees is accurate) of space in the Building (as more particularly described in the Lease, the “Original Premises and Expansion Premises ”).

                    Landlord and Tenant entered into that certain Second Amendment to Office Lease dated February 14, 2006 (the “Second Amendment”) pursuant to which Tenant has agreed to lease an additional 22,333 Rentable Square Feet of space on the (1 ^st ) floor of the Building and (ii) extended the Term for a period of sixty (60) calendar months.

                    Prior to completion of the Additional Expansion Work (as defined in the Second Amendment), Tenant notified Landlord that Tenant desired to expand the Additional Expansion Premises (as defined in the Second Amendment).

                    Landlord and Tenant desire to amend and restate the Second Amendment and Landlord desires to lease additional space to Tenant on the terms and conditions contained herein.

                    Capitalized terms used herein but not defined shall be given the meanings assigned to them in the Lease.

AGREEMENTS

                    For valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant, intending to be legally bound, agree as follows:

                    1.           Recitals . The foregoing recitals are hereby incorporated into the body of this Amendment as if they were set forth in full herein.

                    2.           Amendment . This Amendment amends, restates and supersedes the Second Amendment.

                    3.           Additional Expansion Premises; Use; Tenant’s Tax Share and Tenant’s Expense Share . As of the Additional Expansion Premises Commencement Date (as

hereinafter defined), Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, 25,230 Rentable Square Feet of Space (the “ Additional Expansion Premises ”) located on the 1 ^st floor of the Building, shown on the schematic plans prepared by Space Design Incorporated, drawings A l.1, A l.2, A2.1 A2.2, A3.1, A3.2, A4.1, A4.2, and Dl .2, dated March 27, 2006 and drawing Dl .1 dated January 3, 2005 (collectively, the “ Additional Expansion Schematic Plan ”), on the terms and conditions of the Lease, as amended hereby, which Additional Expansion Premises, or any part thereof, Tenant shall not use or occupy, or permit or suffer to be used or occupied, other than for the Permitted Use. From and after the Additional Expansion Premises Commencement Date, the term “ Premises ” shall refer collectively to the Original Premises and Expansion Premises and the Additional Expansion Premises, and both Tenant’s Tax Share and Tenant’s Expense Share shall be increased to 65.0791%, which is the ratio of the Rentable Area of the Original Premises and Expansion Premises, the Additional Expansion Premises (71,587 Rentable Square Feet) to the total Rentable Area of the Building (110,000 Rentable Square Feet). Landlord and Tenant stipulate that the aggregate Rentable Square Feet in the Original Premises and the Expansion Premises, the Additional Expansion Premises is 71,587 Rentable Square Feet and the aggregate Rentable Square Feet in the Building is 110,000 Rentable Square Feet.

                      4.            Conference Center; Use; Tenant’s Tax Share and Tenant’s Expense Share . As of the Conference Center Commencement Date (as hereinafter defined), Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, 6,245 Rentable Square Feet of Space (the“ Conference Center ”) located on the 1 ^st floor of the Building, shown on the schematic plan prepared by Space Design Incorporated, dated April 12, 2006, drawings Al, A2, and A3 (the “ Conference Center Schematic ”), on the terms and conditions of the Lease, as amended hereby, which Conference Center, or any part thereof, Tenant shall not use or occupy, or permit or suffer to be used or occupied, other than for the Permitted Use. From and after the Conference Center Commencement Date, the term “ Premises ” shall refer collectively to the Original Premises and Expansion Premises, the Additional Expansion Premises and the Conference Center, and both Tenant’s Tax Share and Tenant’s Expense Share shall be increased to 70.7564%, which is the ratio of the Rentable Area of the Original Premises and Expansion Premises, the Additional Expansion Premises and the Conference Center (77,832 Rentable Square Feet) to the total Rentable Area of the Building (110,000 Rentable Square Feet). Landlord and Tenant stipulate that the aggregate Rentable Square Feet in the Original Premises and the Expansion Premises, the Additional Expansion Premises and the Conference Center is 77,832 Rentable Square Feet and the aggregate Rentable Square Feet in the Building is 110,000 Rentable Square Feet. Landlord and Tenant acknowledge and agree that if the Additional Expansion Premises Commencement Date and the Conference Center Commencement Date occurs on the same date, Tenant’s Tax Share and Tenant’s Expense Share shall be calculated as provided in this Section 4.

                      5.            Additional Expansion and Conference Center Work .

                                  (a)            Additional Expansion Work . Landlord shall construct within the Additional Expansion Premises, at Landlord’s expense (subject to Tenant’s obligation to pay certain excess costs under Section 5(i)), those certain improvements depicted on the Additional Expansion Schematic Plan. Landlord and Tenant hereby approve the Additional Expansion Schematic Plan. All work agreed to be performed by Landlord pursuant to this Section 5(a) (including all materials, supplies, components, labor and services required therefor) is herein referred to as the “ Additional Expansion Work ”).

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                                   (b)           Conference Center Work . Landlord shall construct within the Conference Center, at Landlord’s expense (subject to Tenant’s obligation to pay certain excess costs under Section 5(i)), those certain improvements depicted on the Conference Center Schematic Plan. Landlord and Tenant hereby approve the Conference Center Schematic Plan. All work agreed to be performed by Landlord pursuant to this Section 5(b) (including all materials, supplies, components, labor and services required therefor) is herein referred to as the “ Conference Center Work ”; the Additional Expansion Work and the Conference Center Work are herein collectively referred to as the “ Work ”).

                                  (c)            Tenant’s Expansion Representative . Tenant hereby designates Bob Ellis as the “ Tenant’s Expansion Representative ,” who Tenant agrees shall be available to meet and consult with Landlord on a continuing basis at the Building as Tenant’s representative concerning the matters which are the subject of this Section 5 and who, as between Landlord and Tenant, shall have the power legally to bind Tenant in giving direction to Landlord respecting the Expansion Construction Documents (as defined in Section 5(d)(i)) and the Work, in giving approvals of design documents and work, and in making requests and approval for changes.

                                   (d)           Preparation, Review and Approval of Expansion Construction Documents.

                                                 (i)           Expansion Construction Documents . Landlord, at Tenant’s expense, shall cause to be prepared construction documents consistent with the Additional Expansion Schematic Plan and Landlord, at Landlord’s cost, shall cause to be prepared construction documents consistent with the Conference Center Schematic Plan (collectively, “ Expansion Construction Documents ”), to be approved by Tenant pursuant to Section 5(d)(ii). The Expansion Construction Documents shall be signed and sealed by a reputable architect or professional engineer (where applicable) licensed and registered in the Commonwealth of Pennsylvania and shall contain, at a minimum, floor plans, reflected ceiling plans, power and telephone plans, mechanical plans, electrical plans, fire protection plans and all other details and schedules which designate the locations and specifications for all mechanical, electrical, fire protection and life safety equipment to be installed in the Additional Expansion Premises and the Conference Center, and all partitions, doors, lighting fixtures, electric receptacles and switches, telephone outlets, special air conditioning and other improvements to be installed within the Additional Expansion Premises and Conference Center. Landlord, at its sole option, may prepare separate Expansion Construction Documents for the Additional Expansion Premises and the Conference Center.

                                                 (ii)          Tenant Approval . Landlord shall submit for Tenant’s approval the Expansion Construction Documents for the Additional Expansion Premises and the Conference Center (which submission by Landlord and subsequent approval or comments by Tenant may occur separately), in accordance with the following procedural requirements:

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                                  (e)           Tenant Delays . Each of the following shall constitute a “ Tenant Delay ” under this Amendment:

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                                                 (i)           Failure of Tenant to have given Landlord written notice approving the Expansion Construction Documents within five (5) business days after receipt of each set of Expansion Construction Documents from Landlord.

                                                 (ii)          Any changes to the Expansion Construction Documents requested by Tenant following Tenant’s approval or deemed approval of such documents, or any Additional Work to the Expansion Premises (as defined in Section 5(i)) requested by Tenant, provided that if Tenant’s request for Additional Work to the Expansion Premises is specifically conditioned upon its approval of Landlord’s estimate of such delay, Landlord shall promptly notify Tenant of Landlord’s good-faith estimate of the anticipated delay, and the Additional Work to the Expansion Premises shall not be constructed unless Tenant shall have approved such estimated delay within five (5) business days after receipt of such estimates.

                                                 (iii)        Delays in furnishing materials, services, supplies, labor or components that Tenant has requested be specified or required in the Expansion Construction Documents; provided, that if Landlord anticipates that any such item specified by Tenant will result in Tenant Delay, Landlord shall promptly notify Tenant of Landlord’s good-faith estimate of the anticipated delay, and the items specified by Tenant shall not be incorporated in the Expansion Construction Documents unless Tenant shall have approved such estimated delay within five (5) business days after receipt of such estimate.

                                                 (iv)         Delays caused by the performance of or failure to perform any work or any activity in the Additional Expansion Premises and/or the Conference Center by Tenant or any of its employees, agents, or contractors.

                                                 (v)          Delays caused by any fault of Tenant or its agents, employees or contractors, including, without limitation, its designers and consultants.

                                   (f)         Substitutions and Changes . In constructing the Work, Landlord reserves the right (a) to make substitutions of material or components of equivalent grade and quality when and if any specified material or component shall not be readily or reasonably available, and (b) to make changes to the work necessitated by conditions met in the course of construction, provided that if Landlord reasonably believes any change is material and substantial in nature, then Tenant’s approval of such change shall first be obtained (which approval shall not be unreasonably withheld so long as there shall be general conformity with the Expansion Construction Documents and shall be deemed given unless withheld in writing within five (5) days following Landlord’s request therefor).

                                   (g)         Landlord’s Contractor . The Work is to be performed by Landlord’s contractor, which shall be selected by Landlord.

                                  (h)          Tenant’s Expansion Representative’s Access, Inspection, and Approval .

                                                 (i)           Landlord, upon reasonable notice, shall afford Tenant and Tenant’s Expansion Representative or agent(s) access to the Additional Expansion Premises and Conference Center, at reasonable times during the course of construction and at Tenant’s sole risk and expense, for the purposes of inspecting work completed or in progress, and of taking field measurements.

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                                                 (ii)          As to all Work performed by or on behalf of Landlord and not objected to by Tenant in accordance with this Section 5, it shall be conclusively deemed on the Substantial Completion Date for the Additional Expansion Premises or the Substantial Completion Date for the Conference Center, as applicable, that such work was satisfactorily performed in accordance with and meets the requirements of this Amendment; provided, however, that the foregoing presumption shall not apply: (i) to latent defects in such work which could not reasonably have been discovered by the Substantial Completion Date for the Additional Expansion Premises or the Substantial Completion Date for the Conference Center Work, as applicable, provided Tenant notifies Landlord thereof within sixty (60) days after such date, or (ii) to defects discoverable by a visual inspection or by ordinary use of the Additional Expansion Premise or the Conference Center for the purpose for which each space is leased in this Amendment, provided Tenant notifies Landlord thereof within sixty (60) days after the Substantial Completion Date for the Additional Expansion Premises or the Substantial Completion Date for the Conference Center, as applicable. As to any item of Work remaining to be completed hereunder after the Substantial Completion Date for the Additional Expansion Premises or the Substantial Completion Date for the Conference Center, as applicable, the parties shall jointly prepare a punch-list on or about such dates, and Landlord shall complete such items within sixty (60) days thereafter (except for items which cannot reasonably be completed within such sixty (60) day period, which items shall be completed as promptly as practicable using diligent efforts thereafter).

                                  (i)            Additional Work to the Expansion Premises . Upon Tenant’s written request and submission by Tenant (at Tenant’s sole cost and expense) of the necessary information and/or plans and specifications for work other than the work described in the approved Additional Expansion Schematic Plan and the Conference Center Schematic Plan (and the Expansion Construction Documents prepared consistent therewith) (“ Additional Work to the Expansion Premises ”) and the approval by Landlord of such Additional Work to the Expansion Premises which approval Landlord agrees shall not be unreasonably withheld, Landlord shall perform such Additional Work to the Expansion Premises, at Tenant’s sole cost and expense, subject, however, to the following provisions of this Paragraph (i). Prior to commencing any Additional Work to the Expansion Premises requested by Tenant, Landlord shall submit to Tenant a written statement of the cost of such Additional Work to the Expansion Premises, and an additional charge payable to Landlord in the amount of five percent (5%) of the total cost of the Additional Work to the Expansion Premises as compensation for Landlord’s general conditions (such fee and additional charge being hereinafter referred to collectively as “ Landlord’s Expansion Compensation ”) and, concurrently with such statement of cost, Landlord shall also submit to Tenant a proposed tenant extra order (the “ Expansion TEO ”) for the Additional Work to the Expansion Premises in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Expansion TEO and shall pay to Landlord the entire cost of the Additional Work to the Expansion Premises, including Landlord’s Expansion Compensation (as reflected in Landlord’s statement of such cost), within five (5) days after Landlord’s submission of such statement and Expansion TEO to Tenant. If Tenant fails to execute or deliver such Expansion TEO or pay the entire cost of such Additional Work to the Expansion Premises within such 5-day period, then Landlord shall not be obligated to do any of the Additional Work to the Expansion Premises and may proceed to do only the Additional Expansion Work, as specified in the approved Expansion Construction Documents.

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                                  (j)           Tenant’s Contractors . During the Term of the Lease, as amended hereby, in making any alterations and improvements or performing any other work of any kind within the Additional Expansion Premises and the Conference Center through the services of any contractor or contractors, the following conditions shall be fulfilled, and Tenant, by undertaking to have such work performed by its contractor or contractors, shall be deemed to have agreed to cause such conditions to be fulfilled:

                                                 (i)          Prior to commencing any such work, Tenant shall (a) furnish Landlord with a written description of the proposed work and reasonably detailed plans and specifications therefor and (b) obtain the approval of Landlord, in writing, for the specific work it proposes to perform and all such plans and specifications.

                                                 (ii)         The work shall be performed at Tenant’s expense by responsible contractors and subcontractors approved in advance by Landlord, who shall not in Landlord’s sole opinion, and who in fact do not, prejudice Landlord’s relationship with Landlord’s contractors or subcontractors or the relationship between such contractors and their subcontractors or employees, or disturb harmonious labor relations. Tenant’s contractors and subcontractors shall comply with all insurance requirements and undertakings set forth in Exhibit D attached to the Lease, as the same may be changed by written notice from Landlord to Tenant from time to time during the Term.

                                                 (iii)         Each of such contractors being paid $5,000.00 or more shall, prior to the commencement of their work and not later than ten (10) days after the execution of their respective contracts, file waivers of mechanic’s liens in the appropriate public office, which waivers shall be effective to preclude the filing of any mechanic’s liens on account of the work to be performed by any of Tenant’s contractors, subcontractors or materialmen.

                                                 (iv)         No such work shall be performed in such manner or at such times as to interfere with any work being done by any of Landlord’s contractors or subcontractors in the Additional Expansion Prem