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OFFICE LEASE
THIS OFFICE LEASE (this "Lease") is made and entered into as of March 14, 2019 (the
"Effective Date"), by and between MERIDIAN PARK ASSOCIATES, L.P., a Delaware limited
partnership ("Landlord"), and NORTHWIND SOFTWARE, INC., a Delaware corporation
("Tenant").
ARTICLE 1 — PREMISES AND TERM
1.1 Premises. Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord,
certain premises consisting of approximately 24,618 rentable square feet known as Suite
400 (the "Premises") of the building located at 2201 Meridian Park Drive, Austin, Texas
78704 (the "Building"), as more particularly shown on Exhibit A attached hereto.
1.2 Term. The term of this Lease (the "Term") shall be ninety-six (96) months, commencing
on June 1, 2019 (the "Commencement Date") and expiring on May 31, 2027 (the "Expiration
Date"), unless sooner terminated as provided herein.
ARTICLE 3 — OPTIONS
3.2 Option to Renew. Provided no Event of Default then exists, Tenant shall have two (2)
options to extend the Term for a period of sixty (60) months each (each, a "Renewal
Term"), exercisable by delivery of written notice to Landlord not less than twelve (12)
months nor more than fifteen (15) months prior to the expiration of the then-current
Term. Base Rent during each Renewal Term shall be at the then-prevailing Fair Market
Rental Rate.
ARTICLE 4 — RENT
4.1 Base Rent. Tenant shall pay to Landlord base rent ("Base Rent") in the initial amount
of $28.50 per rentable square foot per annum, payable in equal monthly installments in
advance on the first day of each calendar month, without notice, demand, offset or
deduction.
4.2 Escalations. Commencing on the first anniversary of the Commencement Date and on each
anniversary thereafter, Base Rent shall increase by two and one-half percent (2.5%) over
the Base Rent in effect for the immediately preceding Lease Year; provided, however, that
for Lease Years five (5) through eight (8), such annual increase shall instead be three
percent (3%).
4.4 Security Deposit. Upon execution of this Lease, Tenant shall deposit with Landlord
the sum of $116,935.50 (the "Security Deposit") as security for the faithful performance
by Tenant of its obligations hereunder. The Security Deposit shall not bear interest.
ARTICLE 5 — OPERATING EXPENSES
5.1 Triple Net Lease. This Lease is intended to be a triple net lease. In addition to
Base Rent, Tenant shall pay its Proportionate Share of Operating Expenses, Taxes and
Insurance for the Building, as set forth in Exhibit C. Tenant's Proportionate Share is
agreed to be 31.4%.
ARTICLE 14 — ASSIGNMENT AND SUBLETTING
14.1 Consent Required. Tenant shall not assign this Lease or sublet all or any portion of
the Premises without Landlord's prior written consent, which consent shall not be
unreasonably withheld, conditioned or delayed. Any assignment or subletting without such
consent shall be void and shall constitute an Event of Default.
ARTICLE 17 — MISCELLANEOUS
17.3 Entire Agreement. This Lease, together with the Exhibits attached hereto,
constitutes the entire agreement between Landlord and Tenant with respect to the subject
matter hereof.
IN WITNESS WHEREOF, the parties