OFFICE LEASE

Office Lease Agreement

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INFORTE CORP

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Title: OFFICE LEASE
Date: 11/14/2005
Industry: Computer Services Law Firm: Foley & Lardner, LLP Sector: Technology

OFFICE LEASE

INFORTE CORP., a Delaware corporation

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OFFICE LEASE

INFORTE CORP., a Delaware corporation

TABLE OF CONTENTS

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PAGE

RECITALS 1

TERMS 1

1. Basic Lease Provisions 1

2. Rent 2

2.1. Base Rent 2

2.2. Interest and Late Charges 2

3. Operating Expense Rent and Real Estate Taxes Rent 3

3.1. Operating Expense Rent 3

3.1.1. Operating Expenses Defined 3

3.1.2. Partial Occupancy 4

3.2 Real Estate Taxes Rent 4

3.2.1. Real Estate Taxes Defined 4

3.3. Payment 4

3.4. Statement 5

3.5. Proration 5

3.6. Additional Taxes Payable by Tenant 5

3.7. Change in Tenant's Percentage Share 5

4. Use of Premises 5

4.1. Use Restrictions 5

4.2. Access 6

4.3. Tenant's Right to Use Common Areas 6

4.4. Outdoor Deck 6

4.4. Miscellaneous Restrictions 6

5. Landlord's Reservation of Rights 6

6. Parking 7

7. Graphics 7

8. Assignment and Subletting 7

8.1. Assignment and Subletting 7

8.2. Restrictions on Terms 8

8.3. Assumption of Liability 8

8.4. Assignment by Landlord 8

9. Ordinances and Statutes 9

10. Tenant Improvements; Maintenance, Repairs and Alterations 9

10.1. Tenant's Obligations 9

10.2. Limits on Alterations 9

10.3. Liens 9

10.4. Landlord's Obligations 10

10.5 Initial Tenant Improvements 10

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11. Entry and Inspection 11

12. Indemnification. 11

13. Tenant's Insurance 12

13.1. Types of Insurance 12

13.2. Form of Insurance and Selection of Insurers 12

13.3. Waiver of Subrogation 13

14. Landlord's Insurance 13

15. Utilities and Services 13

15.1. Separate Metering 13

15.2. HVAC 13

15.3. Building Standard Services 14

15.4 Water Usage 14

15.5. Additional Tenant Responsibilities 14

15.6. Payment 14

16. Condemnation 14

17. Destruction of Premises 15

18. Hazardous Substances 15

19. Events of Default 16

20. Landlord's Remedies on Default 16

21. Security Deposit 17

22. Limitation on Landlord's Personal Liability 17

23. Attorneys' Fees 17

24. Waiver 18

25. Severability 18

26. Notices 18

27. Surrender of Premises 18

28. Holding Over 18

29. Time 18

30. Successors and Assigns 18

31. Subordination/Non-Disturbance & Attornment 18

32. Estoppel Certificate 19

33. Right of First Refusal 19

34. Renewal Option 19

35. Storage Space 20

36. Authorization 20

37. Joint and Several Liability 20

38. Force Majeure 20

39. Recording 20

40. Governing Law 20

41. Jury Waiver 20

42. Covenant of Quiet Enjoyment 20

43. Encumbrances 20

44. Real Estate Broker Disclosure 20

45. Entire Agreement 21

46. Construction of Lease Document 21

47. Third Party Disclosure 21

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EXHIBIT A 23

PLAN OF LEASED PREMISES 23

EXHIBIT B 24

RULES AND REGULATIONS 24

EXHIBIT C 27

TENANT'S EXTERIOR SIGNAGE 27

EXHIBIT D 28

OWNER AND TENANT "S CONSTRUCTION ESCROW AGREEMENT 28

EXHIBIT E 29

JANITORIAL SPECIFICATIONS 29

EXHIBIT F 33

FORM OF SUBORDINATION,

NON-DISTURBANCE & ATTORNMENT AGREEMENT 33

iii

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OFFICE LEASE

This Lease (this "Lease") is dated the 19th day of August 2005, between

THE BOYCE BUILDING GROUP L.L.C., an Illinois limited liability company acting

through its managing agent Friedman Properties, Ltd., an Illinois corporation

("Landlord") and INFORTE CORP., a Delaware corporation ("Tenant").

RECITALS

1. Landlord owns the building located at 500-510 North Dearborn, Chicago,

Illinois 60610 (the "Building").

2. Landlord agrees to lease space (the "Premises") in the Building to Tenant,

and Tenant agrees to lease the Premises from the Landlord, all on the terms

described below.

SCHEDULE OF TERMS

1. Basic Lease Provisions. The basic provisions of this Lease contained in this

Schedule of Terms ("Schedule") are as follows:

1.1. The Premises: Suite 1200 (as shown on the plan of Premises

attached to this Lease as Exhibit A-1) and Suite 1300,

including the 13th floor outdoor deck (as shown on the plan of

Premises attached to this Lease as Exhibit A-2) of the

Building.

1.2. Rentable Area of Premises: approximately 16,102 rentable

square feet consisting of approximately 12,000 square feet on

the twelfth (12th) floor and approximately 4,102 square feet

on the thirteenth (13th) floor (as shown on the plan of

premises attached to this Lease as Exhibit A-1 and A-2,

respectively). The Premises shall also include the outdoor

deck depicted on Exhibit A-2.

1.3. Tenant's Percentage Share of Operating Expenses (as defined in

Paragraph 3 below): 10.85% (16,102 rsf/ 148,353 rsf)

1.4. Commencement Date: The earlier of (a) Tenant's occupancy of

the Premises or (b) January 1, 2006. Tenant shall have access

to the Premises after mutual execution of the Lease to

commence Tenant Improvements (as set forth in Section 10.5

below). Tenant shall also have access to the Premises at least

thirty (30) days prior to occupancy for the purpose of

installing furniture, fixtures and equipment ("Fixturing

Period").

1.5. Rent Commencement Date: January 1, 2006.

1.6. Lease Term: The Term of the Lease shall commence on the

Commencement Date and expire on the last day of the month five

(5) years following the Rent Commencement Date.

1.7. Base Rent: Monthly installments of Base Rent shall be payable

as follows:

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<S> <C>

January 1, 2006 through December 31, 2006: $26,501.21 per month

January 1, 2007 through December 31, 2007: $27,172.13 per month

January 1, 2008 through December 31, 2008: $27,843.04 per month

January 1, 2009 through December 31, 2009: $28,513.96 per month

January 1, 2010 through December 31, 2010: $29,184.88 per month

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1.8. Security Deposit: $26,501.21 due upon execution of this Lease

and subject to the terms and conditions of Paragraph 21

below).

1.9. Permitted Use: General office use and use of the 13th floor

outdoor deck, as more fully set forth in Section 4.4 herein.

1.10. Guarantor: None.

1.11. Base Year for Operating Expenses: 2006

1.12. Base Year for Real Estate Taxes: 2006 (including 2005 real

estate taxes payable in 2006)

1.13. Notices for Tenant:

Prior to the Commencement Date: 150 North Michigan Avenue,

Suite 3400, Chicago, IL 60661

Following the Commencement Date: The Premises

1.14. Tenant's Federal Employer Identification Number (FEIN) is:

36-3909334.

2. Rent.

2.1. Base Rent. Tenant shall pay to Landlord as rent for the use and

occupancy of the Premises, at the times and in the manner provided below, Base

Rent in the amount specified in Paragraph 1 above. Base Rent is payable in

advance beginning on the Rent Commencement Date and on the first day of each

successive calendar month during the Lease Term without demand, setoff or

deduction. If the first or last month of this Lease is not a full month, Base

Rent will be prorated in proportion to the number of days the Premises are

occupied in such month. All payments to the Landlord will be made to Friedman

Properties, Ltd., 325 North LaSalle Street - Suite 600, Chicago, Illinois 60610

or to a lock box location designated by landlord in writing.

2.2 Interest and Late Charges. If Tenant fails to pay any Base Rent

or any other amount when due and payable under this Lease, the unpaid amount

shall bear interest from the due date to the date of payment at the lesser rate

of (1) Prime Rate plus 5% per annum and (2) the highest rate permitted by law.

In addition, a $100.00 charge shall be imposed on any check that is returned for

insufficient funds. As used herein the "Prime Rate" shall mean the Prime Rate

published from time to time by LaSalle Bank National Association.

Notwithstanding the foregoing, if there is no uncured Event of Default by Tenant

under this Lease and amounts due hereunder are received by Landlord prior to the

fifth (5th) day of the month in which such amounts are due, the Landlord shall

waive the assessment of interest once for every year of the Lease Term.

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3. Operating Expense Rent and Real Estate Taxes Rent.

3.1. Operating Expense Rent. Commencing on the first day of the

calendar year following the Base Year, Tenant shall pay Tenant's Percentage

Share, as defined in the Schedule, of the Operating Expenses ("Operating Expense

Rent") paid or incurred by Landlord in each calendar year of the Lease Term in

excess of the Operating Expenses of the Base Year as set forth in the Schedule

of Terms. Operating Expense Rent, except Real Estate Taxes and insurance

premiums, shall be limited to an increase of five percent (5%) annually.

3.1.1. Operating Expenses Defined. "Operating Expenses" means

all costs of operating, servicing, repairing and maintaining the Building (as

hereinafter defined), but does not include any costs which are paid directly by,

or which are incurred for the sole benefit of, any tenant in the Building. The

Landlord will calculate Operating Expenses in accordance with generally accepted

accounting principles applied on a consistent basis ("GAAP"). Examples of

Operating Expenses are:

(a) utility charges, including water, sewer, heating, air

conditioning, ventilating and all other utility charges (other than charges for

utilities separately metered and paid directly by the Tenant or by other

tenants);

(b) costs of janitorial and maintenance services, which

include cleaning of Common Areas (as defined below), exterior window cleaning,

fire detection and security services, gardening and landscape maintenance, snow

and ice removal, garbage and other refuse removal, pest control, painting (other

than painting of any tenant space), facade maintenance, Common Area lighting,

exterior and Common Area partition wall repairs, roof repairs, maintenance of

all pipes, repair and repainting of sidewalks. No credit shall be given to

Tenant for janitorial services engaged by Tenant for Premises cleaning;

damage, flood and all other types of insurance that Landlord maintains for the

Building, including any amounts that would be paid by Landlord as premiums for

usual and customary self-insurance risks for similarly situated buildings,

including insurance deductibles;

(d) a property management fee of not more than 4% of gross

rents collected by Landlord from tenants of the Building;

(e) the costs (amortized together with a reasonable finance

charge in accordance with GAAP) of any capital improvements which Landlord makes

to the Building if such improvements are intended primarily (A) for the purpose

of reducing Operating Expenses; or (B) are required to comply with any

governmental law or regulation that was not in force at the time this Lease

began; and

(f) interest and amortization expense in connection with any

expenditure made for any of the above items.

Operating Expenses do not include, and therefore Landlord is not entitled to be

reimbursed under this Lease for, the following items: (i) depreciation on the

Building or any Common Areas; (ii) costs of planning, designing, improving or

altering any tenant's space; (iii) costs of relocating any tenant, and expenses

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of marketing and leasing space in the Building, including finders' fees and real

estate broker commissions; (iv) costs for which Landlord is otherwise

reimbursed, but only to the extent of such other reimbursement, such as, for

example, expenses reimbursed by another tenant under the provisions of such

other tenant's lease; (v) costs in connection with services or benefits that are

not provided to Tenant, but are provided to another tenant in the Building; (vi)

Landlord's general overhead and administrative expenses not directly allocable

to the operation of the Building; (vii) court costs and legal fees which

Landlord pays to enforce the obligations of tenants in the Building; (viii)

wages of any employee not related to the Building; (ix) expenditures that are

considered to be capital expenditures under GAAP, other than those listed in

clause (e) above, (x) fines, levies, or penalties imposed upon Landlord by any

governmental authority as a result of the violation of any Law, by Landlord,

(xi) political and charitable contributions, (xii) the cost of encapsulating

asbestos and (xiii) costs and expenses associated with leasing the Building.

3.1.2. Partial Occupancy. For the purpose of determining

Operating Expense Rent for any calendar year, or a portion thereof, if the

Building is not fully rented, Landlord may make appropriate adjustments to the

Operating Expenses for such calendar year, employing sound accounting and

management principles consistently applied, to determine the amount of Operating

Expenses that would have been paid or incurred by the Landlord had the Building

been 90% occupied, and the amount so determined shall be deemed to have been the

amount of Operating Expenses for such calendar year.

3.2. Real Estate Taxes Rent. Commencing on the first day of the

calendar year following the Base Year, Tenant shall pay Tenant's Percentage

Share, as specified in the Schedule, of the Real Estate Taxes ("Real Estate

Taxes Rent") paid or incurred by Landlord in each calendar year of the Lease

Term in excess of the Real Estate Taxes for the Base Year as set forth in the

Schedule of Terms.

3.2.1. Real Estate Taxes Defined. "Real Estate Taxes" mean all

property taxes and assessments of every type, whether general or special, and

sewer rents, rates and charges, and any taxes enacted in place of those taxes,

which are at any time levied or assessed against any or all of the Building, or

the furniture, fixtures, machinery, equipment and systems located in the

Building (except that personal property taxes for personal property located in

any premises leased to another tenant shall not be included). These taxes are

sometimes referred to in this Lease as "Taxes." Taxes also shall include all

amounts expended by Landlord for legal fees and other expenses incurred in

obtaining a reduction in Taxes, so long as such fees are less than the amount of

the reduction received by Tenant. Taxes shall not include any income, franchise,

gift or inheritance taxes that the Landlord must pay in connection with the

Building.

3.3. Payment. During December of each calendar year, or as soon after

that date as practicable, Landlord shall give Tenant written notice of its

estimate of Operating Expense Rent and Real Estate Taxes Rent for the following

calendar year. On or before the first day of each month during the following

calendar year, Tenant shall pay to Landlord 1/12th of such estimated amounts,

provided that if such notice is not given in December, Tenant shall continue to

pay on the basis of the prior year's estimate until the month after such notice

is given. If at any time it appears to Landlord that the amounts payable for

Operating Expense Rent and Real Estate Taxes Rent for the current calendar year

will vary from its estimate by more than 10%, Landlord, by written notice to

Tenant, shall revise its estimate for that year, and subsequent payments by

Tenant for that year shall be in an amount so that by the end of the year Tenant

will have paid an amount equal to the revised estimate. Landlord shall indicate

in its notice to Tenant the reasons Landlord believes its estimate is low by

more than 10%.

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3.4. Statement. Within 90 days after the end of each calendar year or

as soon after that date as practicable, Landlord shall deliver to Tenant a

detailed line item statement of amounts of Operating Expense Rent and Real

Estate Taxes Rent payable for that calendar year. If the statement shows that

Tenant owes more than the estimated payments that Tenant made for the calendar

year, Tenant shall pay the deficiency to Landlord within 30 days after delivery

of the statement. If the total of the estimated monthly installments paid by

Tenant during any calendar year exceeds the actual amounts due from Tenant for

the calendar year and if Tenant is not in default, the excess shall, at

Landlord's option, either be credited against payments next due from Tenant or

refunded by Landlord to Tenant. Tenant has the right to cause an audit to be

performed at Tenant's sole cost and expense of Landlord's operations and books

and records pertaining to Operating Expenses and/or Real Estate Taxes for the

preceding two calendar years. If Landlord has overstated Operating Expenses

and/or Real Estate Taxes, within 30 days after demand by Tenant accompanied by

Tenant's verification of such overcharges, Landlord shall reimburse Tenant for

all such overcharges and the reasonable cost of said audit. Any overpayment by

Tenant at the end of the Lease Term shall be reimbursed to Tenant within sixty

(60) days following the end of the Lease Term.

3.5. Proration. If this Lease terminates on a day other than the last

day of a calendar year, the amount of Operating Expense Rent and Real Estate

Taxes Rent payable by Tenant applicable to that calendar year will be prorated

to reflect the number of days from the commencement of the year to and the date

of termination.

3.6. Additional Taxes Payable by Tenant. Tenant shall pay any taxes

reasonably attributable to (i) the cost or value of Tenant's equipment,

furniture, fixtures and other personal property located in the Premises, or (ii)

the cost or value of any leasehold improvements made in or to the Premises by or

for Tenant other than any initial improvements installed at Landlord's expense,

regardless of whether Tenant or Landlord has title to such improvements.

3.7. Change in Tenant's Percentage Share. "Tenant's Percentage Share"

means a fraction, the numerator of which is the Rentable Area of the Premises

and the denominator of which is the Rentable Area of the Building, determined by

measuring all of the areas located within the exterior walls of the Building. As

of the date of this Lease, Tenant's Percentage Share is as described in the

Schedule. Landlord shall recalculate Tenant's Percentage Share if the Rentable

Area of the Premises or the Building changes for any reason, such recalculation

to reflect the rentable area of the Premises expressed as a percentage of the

Rentable Area of the Building; provided, however, in no event shall Tenant's

Percentage Share be greater than the share set forth in Section 1.3 of the

Lease, except as a result of the removal or addition of area of the Building.

Landlord shall notify Tenant in writing of any recalculation.

4. Use of Premises.

4.1. Use Restrictions. Tenant may not use any portion of the Premises

for any use which is unlawful or which interferes with the use of other premises

by other tenants of the Building or for purposes other than those specified in

Paragraph 1. Tenant may not use the Premises for any purpose that will increase

the existing rate of insurance on the Building, or cause cancellation of

insurance policies covering the Building. Tenant's use of the Premises in

accordance with the Permitted Use, shall not increase the existing rate of

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insurance on the Building or cause cancellation of insurance policies covering

the Building.

4.2. Access. Tenant shall have access to the Building and the

Premises seven (7) days per week, twenty-four (24) hours per day. Access to the

Building other than during normal business hours will be subject to such rules

and regulations, as Landlord reasonably requires, including without limitation

the rules and regulations attached as Exhibit B. Upon Tenant's request, Landlord

shall, at Tenant's sole cost and expense, install a security system in the

Building's elevators. Landlord and Tenant shall agree on the reasonable cost of

same prior to the installation of the security system.

4.3. Tenant's Right to Use Common Areas. Landlord grants Tenant and

its authorized representatives and invitees the non-exclusive right to use the

Common Areas (as hereinafter defined) with others who are entitled to use the

Common Areas subject to Landlord's rights as set forth in this Lease. "Common

Areas" shall consist of the following elements of the Building, whether now

existing or hereafter installed, modified or altered: all areas outside the

Premises that (1) are provided by Landlord for the general use and convenience

of Tenant and other tenants of the Building and (2) are not leased to any

tenant. Common Areas are located both inside and outside the Building, and

include all areas designated as Common Areas by Landlord as long as they fall

within the scope of the preceding sentence. Examples of Common Areas are common

entrances to the Building, lobbies, hallways, walkways, patios (excluding the

roof deck which is part of the Premises and is for Tenant's exclusive use), if

any, landscaped areas maintained by Landlord, if any, in connection with the

Building, sidewalks including public sidewalks, service corridors, elevators,

restrooms, stairways, decorative walls, plazas, if any, loading areas, parking

areas, driveways and public alleys adjacent to the Building. The Building and

the Common Areas are sometimes collectively referred to in this Lease as the

"Building".

4.4 Outdoor Deck. Tenant shall be permitted to use the outdoor deck

located on the 13th floor of the Premises for business entertainment and as a

lounge and dining area for clients, customers, employees and guests. Such use

shall not violate the restrictions in Section 4.1 herein. In the event Tenant

serves liquor in the Premises or outdoor deck, Tenant shall be required to

maintain liquor liability insurance in accordance with the requirements in

Section 13.1(e) herein.

4.5 Miscellaneous Restrictions. Tenant shall not use the Premises

for any offensive, noisy or dangerous trade, business, manufacture or occupation

or interfere with the business of any other tenant in the Building. Tenant shall

not cause, permit or suffer any waste or damage, disfigurement or injury to the

Premises, or the fixtures or equipment in the Premises or the Common Areas.

Tenant shall not obstruct the sidewalks or other Common Areas of the Building or

use them for business operations or advertising. Tenant shall not use the

Premises for any purpose that would emit any offensive odor, create unreasonable

elevator loads, cause structural loads to be exceeded or adversely affect the

mechanical, electrical, plumbing or other base building systems.

5. Landlord's Reservation of Rights. Landlord may (i) increase, reduce or

change the number, dimensions or locations of the walks, parking, if any, and

other Common Areas and other improvements located in or about the Building in

any manner that Landlord in its sole discretion deems proper, so long as

Landlord does not materially and adversely affect Tenant's use of or access to

the Premises; (ii) make alterations and additions to the Building, and build

additional stories on the Building (except over the 13th floor roof deck); (iii)

install, maintain, use, repair and replace pipes, ducts, conduits and wires

leading through the Premises and serving other parts of the Building in a manner

that will not materially interfere with Tenant's use of the Premises; (iv)

change the Building's name or street address upon 90 days prior notice (provided

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that if the change is made voluntarily by Landlord, Landlord will reimburse

Tenant, upon presentation of invoices paid by Tenant, for reasonable costs of

stationery and business cards not to exceed $1,000 in the aggregate); (v) grant

to any person or entity the exclusive right to conduct any business or render

any service in or to the Building; (vi) retain at all times master keys or

passkeys to the Premises, and place such signs, notices or displays as Landlord

reasonably deems necessary or desirable on the roof (provided the same do not

affect Tenant's use and enjoyment of the roof deck) and exterior of the

Building; (vii) make reasonable rules and regulations applicable to all tenants

concerning the Common Areas; (viii) close temporarily any of the Common Areas

for maintenance purposes; and (ix) designate other lands outside (but adjacent

to) the exterior boundaries of the Building to become part of the Common Areas,

provided they are utilized in connection with the Building.

6. Parking. Tenant shall not park or permit the parking of any vehicles

adjacent to loading areas so as to interfere in any way with their use. Parking

and standing in public streets and alleys adjacent to the Building is prohibited

subject to local law.

7. Graphics. Landlord, at Landlord's expense, will install directory

signage with Tenant's name and suite number in each of the applicable lobby

directories and the hall directories, and will include Tenant's name in the main

lobby directory. Tenant shall have the ability to list a reasonable number of

names of its various departments and company officers in the main lobby

directory. Tenant shall have the right to install an identifying plaque on the

exterior of the Building, which will be similar in size and finishes to the

existing signage of Bartlit, Beck, Herman, Palenchar & Scott, L.L.P., at the

corner of Hubbard and Dearborn, and in accordance with the design and

specifications attached hereto as Exhibit C. Tenant shall submit architectural

plans for exterior signage for Landlord's review and approval, which shall

include design, size, placement and method of attachment. Landlord's approval

shall not be unreasonably withheld, conditioned or delayed. All signage is

subject to review and approval by all applicable governmental authorities.

Tenant, at Tenant's expense, shall have the right to place signage in the 12th

floor elevator lobby and will have the ability, at Tenant's expense, to match

the finishes in the elevator lobby in the 12th floor consistent with the

finishes within the Premises. Notwithstanding anything herein to the contrary,

Landlord shall not install signage on the roof, which materially interferes with

Tenant's use of the 13th floor outdoor deck.

8. Assignment and Subletting

8.1 Assignment and Subletting. Tenant may not assign this Lease or

sublet any portion of the Premises without the prior written consent of

Landlord, which will not be unreasonably withheld, conditioned or delayed.

Following Landlord's receipt of all reasonably requested information, Landlord

shall have fifteen (15) days to approve or disapprove of Tenant's proposed

assignment or sublease. It is reasonable for Landlord, among other things, to

withhold consent if Landlord is not satisfied with the identity, reputation or

business character of the proposed assignee or subtenant, or if the proposed

assignee or subtenant would violate any restrictions in any leases with another

tenant in the building or if there is an Event of Default by Tenant and such

default remains uncured. Any change in the ownership of Tenant that results in a

change in control of Tenant, if Tenant is a corporation, limited liability

company or general or limited partnership, shall constitute an assignment for

purposes of this Paragraph 8. Notwithstanding the foregoing, Tenant may sublet

or assign all or a portion of the Lease or Premises, as the case may be, upon

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notice to, but not consent of Landlord, to a fully owned subsidiary, division,

joint venture, parent company, subsidiary or affiliate of Tenant or company

related to Tenant. Landlord acknowledges that, from time to time, Tenant may

allow certain offices within the Premises to be used on a temporary basis by

employees of Cerenti, which is not an affiliated entity, and that such temporary

office use will not violate the restrictions on assignment and subletting set

forth herein. If requested by Tenant, Landlord will cooperate with Tenant in

providing directory listings for Cerenti on the main lobby directory, at

Tenant's expense.

8.2 Restrictions on Terms. Tenant may not advertise the Premises for

sublease at a rental rate below the rate, if any, that Landlord is then

advertising other available space in the Building, but Tenant may quote a lower

rental rate to potential subtenants and actually sublease the Premises at a

rental rate below the rate Landlord is advertising other space in the Building,

provided Tenant shall remain responsible for the entire Base Rent amount

required under this Lease. If Tenant subleases or assigns this Lease, it shall

be entitled to 50% of the net Profit from such action and Landlord shall be

entitled to the remaining 50%. The term Profit shall mean any premium (whether

payable in a lump sum or in installments over the balance of the Term or

otherwise) secured by Tenant in connection with the assignment or sublease

transaction which represents, to the fullest extent which may be implied or

inferred from the totality of the documentation, an excess differential over

Rent payable under this Lease (whether resulting from increased rental value of

the Premises at such time or otherwise) less Tenant's reasonable costs in

securing such assignee or sublessee, including, but not limited to, brokerage

commissions, tenant improvements, rental concessions, reasonable marketing costs

and attorney's fees, and its own credit check fees,. Any sublease rent payable

under a sublease, or any payment for an assignment of this Lease, shall be

payable to Tenant and Tenant shall promptly submit to Landlord a list of all

expenses incurred by Tenant including, but not limited to, concessions,

construction costs and other similar costs paid for by Tenant for or on behalf

of Subtenant, that are part of the calculation of net Profit plus 50% of the net

Profit, plus interest if not remitted after thirty (30) days following receipt

by Tenant. In promoting the Premises, Tenant may not use any marketing materials

prepared by Landlord, and may not use any picture or rendering of the Building

prepared by Landlord. If Tenant offers more than 35% of the Premises (the

"Offered Premises") for sublease or assignment at any one time, Tenant shall so

notify Landlord in writing and Landlord shall be entitled, at Landlord's sole

discretion, to recapture the Offered Premises; provided that such recapture

right shall not apply if such sublease or amendment is to an affiliate of

Tenant. To exercise its election, Landlord shall give written notice of such

election to Tenant within 10 days of receipt of Tenant's notice, in which case

this Lease shall be terminated as to the Offered Premises as of the last day of

the month in which such notice is given, and Landlord shall have the exclusive

right to lease the Offered Premises to third parties or Tenant shall have the

right to rescind its notice to Landlord by written notice within 10 days of

receipt of Landlord's notice.

8.3. Assumption of Liability. Tenant shall remain liable for all

covenants, duties and obligations under this Lease notwithstanding any permitted

assignment or subletting under Subparagraph 8.1 above. Tenant will cause any

permitted assignee to expressly assume in writing and agree to perform all of

the covenants, duties and obligations of Tenant under this Lease, and such

assignee shall be jointly and severally liable along with Tenant.

8.4. Assignment by Landlord. Landlord shall have the right to assign

or transfer, in whole or in part, Landlord's rights and obligations under this

Lease in connection with a transfer of the Building and the Premises. Tenant

shall recognize as its landlord any party to whom Landlord assigns this Lease.

<PAGE>

9. Ordinances and Statutes. At Tenant's sole cost, Tenant shall comply

with all statutes, ordinances and requirements of all municipal, state and

federal authorities pertaining to the Premises including, but not limited to,

the Americans With Disabilities Act, except to the extent of any breach of the

representation and warranty made by Landlord below. Tenant is not obligated,

however, to cause the Common Areas to comply with such statutes, ordinances and

requirements.

Landlord represents and warrants that to its actual knowledge, the

Building and the Premises comply with the Americans with Disabilities Act of

1990, as amended and other federal, state and local accessibility laws and

ordinances ("Accessibility Laws"). If Tenant performs any work in the Premises,

Tenant shall be required to cause such work to comply with all Accessibility

Laws.

10. Tenant Improvements; Maintenance, Repairs and Alterations.

10.1. Tenant's Obligations. Except to the extent set forth in Section

10.4 hereof, Tenant shall, at its own expense and at all times, maintain the

Premises in good repair and safe condition, including but not limited to

performing its obligations under Paragraph 15 below. Tenant shall not use the

Premises in any way that affects the structural integrity or mechanical systems

of the Building. Tenant shall observe and keep all reasonable rules and

regulations promulgated by Landlord from time to time for the safe, secure and

efficient operation of the Building, and the Premises and for the safety of all

tenants, occupants and invitees thereof. Landlord's current rules and

regulations are set forth in Exhibit B attached to this Lease, which Landlord

shall have the right to reasonably amend from time to time.

10.2. Limits on Alterations. Tenant may not make any structural

alterations to the Premises without the prior written consent of Landlord, which

consent may be withheld in Landlord's sole discretion. Tenant may not make any

nonstructural alterations to the Premises in excess of $50,000.00 without the

prior written consent of the Landlord, which consent may not be unreasonably

withheld. Whether or not any Tenant nonstructural alteration to the Premises

requires Landlord's prior written consent, Tenant shall coordinate such

nonstructural alteration with Landlord prior to any work being performed and

along such parameters as stated herein. Landlord may require reasonable

assurances of lien-free completion of alterations, such as, for example,

performance bonds and construction escrows. All alterations shall be performed

in a good and workmanlike manner and performed by a licensed contractor

reasonably acceptable to Landlord. All materials shall be of a quality

comparable to or better than those in the Premises and installed in accordance

with plans and specifications approved by Landlord. No alterations may be made

that penetrate the roof of the Building or the floor of the Premises or in any

way impair the safety of the Building. Landlord shall be entitled to supervise

any alterations which Tenant, through an outside contractor, makes to the

Premises (including the Initial Tenant Improvements), in which case Landlord

shall be entitled to reimbursement of its actual out-of-pocket costs incurred in

retaining such outside contractor, (which shall be payable within thirty (30)

days following Tenant's receipt of Landlord's invoice. Notwithstanding the

foregoing, Landlord shall not seek reimbursement for any out-of-pocket costs for

the supervision of any cosmetic alterations Tenant makes to the Premises and

which do not require Landlord approval.

10.3. Liens. Tenant shall pay all costs of alterations permitted under

Subparagraph 10.2. Tenant shall keep the Premises and the Building free and

clear of all mechanic's and materialman's liens resulting from construction done

by or for Tenant. If any mechanic's or materialman's lien is ever claimed, fixed

or asserted against the Premises or the Building in connection with any Tenant

work, Tenant shall, within ten days after receipt by Tenant of notice of such

lien, either (i) discharge the lien either by payment or by posting a bond as

<PAGE>

permitted by law or (ii) provide Landlord with title indemnity over such lien.

If Tenant does not discharge the lien, whether valid or not, Landlord shall have

the right, but not the obligation, to discharge the lien on Tenant's behalf, and

Tenant shall promptly reimburse Landlord for all costs and expenses incurred by

Landlord associated with the discharge of the lien, including without limitation

reasonable attorneys' fees.

10.4. Landlord's Obligations. During the Term, Landlord shall make all

repairs to and perform necessary maintenance on: (a) all structural elements of

the Building; (b) all mechanical, electrical and plumbing systems that serve the

Building in general; and (c) the Building facilities common to all tenants,

including the Common Areas. Landlord shall also make all repairs to and perform

necessary maintenance on the elevator that exclusively serves the 12th and 13th

floors of the Premises. Landlord shall also perform the following items, at

Landlord's expense (and not subject to reimbursement from Tenant as an Operating

Expense) and exclusive of the Allowance (hereinafter defined): (a) repair, clean

and replace as necessary the existing blinds; and (b) repair (including, without

limitation, repairs to warped boards, banister repairs and application of new

stain) and maintain the existing deck on the roof of the Building.

10.5. Initial Tenant Improvements.

(a) Following execution of this Lease, Tenant shall provide to

Landlord, for Landlord's reasonable approval, a full set of architectural plans

and specifications ("Plans") to the extent necessary for the build-out of the

Premises ("Initial Tenant Improvements") and capable of being presented for the

purposes of obtaining all applicable building permits from the City of Chicago.

The Plans shall be prepared by a reputable architect selected by Tenant and

approved by Landlord and shall be paid for by Tenant, except as set forth in

Section 10.5(c) below. Landlord may engage, at Landlord's sole cost and expense,

an architect to review the Plans, in which event Tenant shall cause its

architect to coordinate with Landlord's architect. If needed, Tenant shall

engage, at Tenant's sole cost and expense, a permit expediter, approved by

Landlord. Upon receipt of Landlord's approval of the Plans, Tenant shall present

the Plans to contractors for bids. All contractors bidding on the Initial Tenant

Improvements shall be subject to Landlord's prior reasonable approval, which

approval shall not be unreasonably withheld. Tenant shall construct or cause to

be constructed in the Premises, all improvements in accordance with the

provisions of this Lease, and all applicable laws, codes, ordinances, statutes

and regulations. Tenant shall be responsible for all utilities consumed in the

Premises during the construction of the Initial Tenant Improvements. Tenant

shall also reimburse Landlord for its actual costs for rubbish removal during

the construction of the Initial Tenant Improvements if rubbish removal is not

provided directly by Tenant's contractor.

(b) During the construction of the Initial Tenant Improvements,

Landlord will not charge a "Coordination or administrative" fee (or any fees

associated with using the freight elevators) during normal business hours

(Monday-Friday, 8:00am-6:00pm). Currently, the after hours charge for using the

freight elevator is $60.00 per hour. However, Landlord will be reimbursed by

Tenant for Landlord's actual out-of-pocket if any of the following occur: (a)

Landlord pays for the services of an outside vendor or consultant in the process

of reviewing/approving Tenant's plans or construction; or (b) if Landlord incurs

actual costs in the coordination/assistance of Tenant during the construction

phase; or (c) a supervisory fee is incurred related to Tenant's use of the

loading dock or hoist after normal business hours (Monday-Friday,

8:00am-6:00pm).

<PAGE>

Allowance ("Allowance") for hard and soft costs in the amount of $35.00 per

rentable square foot or $563,570.00 based on 16,102 rentable square feet, of

which no more than $10.00 per rentable square foot shall be used to pay for the

soft costs associated with the Initial Tenant Improvements. Tenant may take, as

a base rental credit, up to $5.00 per rentable square foot of the soft costs.

The Allowance shall be disbursed through a construction escrow at Near North

National Title, LLC in substantially the form attached hereto as Exhibit D,

which escrow shall provide interest at competitive rates. In addition to the

Allowance, Landlord shall reimburse Tenant's space planner for one (1) original

set of space plans and one (1) revision.

(d) Upon execution of this Lease and mutual approval of the Plans

and costs for the Initial Tenant Improvements, if the cost of the Initial Tenant

Improvements exceeds the Allowance, Tenant shall deposit the difference in the

cost of the Initial Tenant Improvements and the Allowance into the construction

escrow. If as a result of a proposed change order, the cost of the Initial

Tenant Improvements increases, (and such increased cost exceeds the Allowance),

Tenant shall upon execution of such change order, deposit the amount of the

increase into the construction escrow. Any change order must be reviewed and

approved by Tenant and Landlord.

(e) Tenant's contractor shall make requests for payment no more

frequently than monthly (the "Draw"). Each Draw shall be submitted by Tenant's

contractor to Tenant for its review and approval. After Tenant has approved such

Draw, Tenant shall forward it to Landlord for its review and approval of the

Draw and its determination that the Initial Tenant Improvements are in

substantial compliance with the plans and specifications. Landlord shall review

and submit each Draw to Near North National Title, LLC for payment.

11. Entry and Inspection. Tenant shall permit Landlord or Landlord's agents

to enter the Premises at reasonable times upon reasonable notice (which can

include verbal notice, except that no notice is necessary if Landlord must enter

the Premises because of an emergency) for the purpose of inspecting the

Premises, performing any services required of Landlord under this Lease and

showing the Premises to potential and existing mortgagees and purchasers of the

Building and, during the last year of the Lease Term, prospective tenants of the

Building. Landlord shall use reasonable efforts to minimize any interference to

Tenant's business as a result of any such entry.

12. Indemnification. Tenant shall indemnify, defend (by counsel reasonably

acceptable to Landlord), protect and hold Landlord harmless from and against any

and all claims, demands, losses, damages, costs and expenses, including

reasonable attorneys' fees ("Damages"), arising out of or relating to Tenant's

default under this Lease or Tenant's use or occupancy of the Premises or caused

by acts of Tenant or its agents, employees or invitees, except to the extent

such Damages are caused by the negligence or willful misconduct of Landlord or

its agents or employees. Landlord shall not be liable to Tenant for any damage

caused by any act or negligence of any other tenant or occupant of the Building

or by any owner or occupant of adjoining or contiguous property, nor shall

Landlord be liable to Tenant other than for Landlord's negligence or willful

misconduct. Landlord shall indemnify, defend (by counsel reasonably acceptable

to Tenant), protect and hold Tenant harmless from and against any and all

Damages arising from the negligence or willful misconduct of Landlord or its

agents or employees.

<PAGE>

13. Tenant's Insurance.

13.1 Types of Insurance. At all times during the Lease Term, Tenant

shall, at its sole expense, maintain the following types of insurance coverage:

(a) comprehensive commercial general liability insurance

against any and all damages and liability arising from injuries to or death of

any person or damage to property, however occasioned, in, on or about the

Premises in amounts not less than $2,000,000 for injury or death of one or more

persons in a single accident and $100,000 for damage to property;

(b) property insurance adequate in amount to cover damage to

or replacement of, as necessary, the leasehold improvements paid for by Tenant,

trade fixtures, furnishings, equipment, goods and inventory;

all fixed Rent payable under this Lease for a period of at least 6 months

commencing with the date of loss;

(d) employer's liability insurance and worker's compensation

insurance providing benefits for all persons employed by Tenant in connection

with the Premises to the extent required by applicable law;

(e) if Tenant elects to serve liquor in the Premises or on

the outdoor deck, a policy or policies insuring Tenant, Landlord and such other

parties as designated by Landlord, against all liability now or hereinafter

imposed by law for damage on account of any claims which may arise by virtue of

the sale or distribution of any intoxicating beverages in or from the Premises,

including without limitation loss of means of support and loss of consortium,

under and by virtue of the Illinois Alcoholic Liquor Control Act or the Illinois

Liquor Control Act as may be amended or such other act or acts now or

hereinafter in effect or any other laws, ordinances, rules or regulations of any

other applicable governmental agency (including without limitation Illinois

"home rule units") superseding or supplementing any Illinois laws, ordinances,

rules or regulations. Such policy or policies shall provide that the liability

of the issuer shall be as provided by law, but in no event less than

$5,000,000.00 combined single limit respecting death or bodily injury in any one

occurrence (or such greater amount as Landlord reasonably may determine and

notify Tenant of from time to time), together with $500,000.00 minimum single

limits on loss of means of support/consortium and $500,000.00 minimum on

property losses. The policy or policies shall be maintained throughout the Term

(as may be extended), and the policy, policies or certificates thereof shall be

deposited with Landlord and shall name the additional insureds, and contain the

non-cancellation provisions, otherwise provided elsewhere in this Section; and

(f) such other insurance in such amounts as may be

reasonably required by Landlord from time to time.

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