{"id":41697,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/170-south-main-street-salt-lake-city-ut-sublease-agreement.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"170-south-main-street-salt-lake-city-ut-sublease-agreement","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/land\/170-south-main-street-salt-lake-city-ut-sublease-agreement.html","title":{"rendered":"170 South Main Street (Salt Lake City, UT) Sublease Agreement &#8211; Oracle Corp., Network Computer Inc. and Aetna Life Insurance Co."},"content":{"rendered":"<pre>\n                               SUBLEASE AGREEMENT\n\n                                     BETWEEN\n\n                               ORACLE CORPORATION\n\n                                       AND\n\n                             NETWORK COMPUTER, INC.\n\n                               September 17, 1997\n\n\n                               SUBLEASE AGREEMENT\n\n            THIS SUBLEASE AGREEMENT (hereinafter referred to as 'Sublease'),\nentered into as of September 17, 1997, is made by and between ORACLE CORPORATION\n(herein called 'Sublandlord') and NETWORK COMPUTER, INC. (herein called\n'Subtenant'), with reference to the following facts:\n\n      A. Pursuant to that certain Lease Agreement dated September 22, 1995,\nAetna Life Insurance Company, a Connecticut corporation ('Landlord'), as\nLandlord, leased to Sublandlord, as tenant, certain space (the 'Initial Master\nLease Premises' ) consisting of 7,026 rentable square feet located on the\neleventh (11th) floor of the Building known as First Interstate Plaza located at\n170 South Main Street, Salt Lake City, Utah (the 'Building').\n\n      B. Pursuant to the terms of that certain First Amendment to Lease dated as\nof July 9, 1996 (the 'First Amendment') (the Lease referred to in Recital A, as\namended by the First Amendment, being referred to herein as the 'Master Lease'),\nSublandlord leased from Landlord an additional 2,791 rentable square feet of\nspace located on the tenth (10th) floor of the Building (the 'First Amendment\nMaster Lease Premises') (the First Amendment Master Lease Premises and the\nMaster Lease Premises being collectively referred to herein as the 'Master Lease\nPremises'.\n\n      C. Subtenant wishes to sublease from Sublandlord, and Sublandlord wishes\nto sublease to Subtenant, the entire First Amendment Master Lease Premises\n(hereinafter called the 'Subleased Premises'). The Subleased Premises is more\nparticularly described in Exhibit A attached hereto.\n\n            NOW, THEREFORE, in consideration of the foregoing, and for other\ngood and valuable consideration, the receipt and adequacy of which are hereby\nacknowledged by the parties, Sublandlord and Subtenant hereby agree as follows:\n\n            1. Sublease. Sublandlord hereby subleases to Subtenant and Subtenant\nhereby subleases from Sublandlord for the term, at the rental, and upon all of\nthe conditions set forth herein, the Subleased Premises.\n\n            2. Term. The term of this Sublease ('Term') shall commence on August\n1, 1997 (the 'Commencement Date') and end on December 24, 1998 (the 'Expiration\nDate'), unless sooner terminated pursuant to any provision hereof.\n\n\n            3. Rent.\n\n                  3.1 Rent Payments. From and after the Commencement Date\nSubtenant shall pay to Sublandlord as Base Rent for the Subleased Premises\nduring the Term the sum of $3,837.63 per month. If the Term does not end on the\nlast day of a month, the Base Rent and Additional Rent (hereinafter defined) for\nthat partial month shall be prorated by multiplying the monthly Base Rent and\nAdditional Rent by a fraction, the numerator of which is the number of days of\nthe partial month included in the Term and the denominator of which is the total\nnumber of days in the full calendar month. All Rent (hereinafter defined) shall\nbe payable in lawful money of the United States, by wire transfer or regular\nbank check of Subtenant, or such other means as the parties may mutually agree,\nto Sublandlord at the address stated herein or to such other persons or at such\nother places as Sublandlord may designate in writing.\n\n                  3.2 Operating Expenses.\n\n                        (a) Definitions. For purposes of this Sublease and in\naddition to the terms defined elsewhere in this Sublease, the following terms\nshall have the meanings set forth below:\n\n                              (1) 'Additional Rent' shall mean the sums payable\npursuant to subparagraph 3.2(b) of this Sublease.\n\n                              (2) 'Operating Costs' shall mean the Additional\nRent (as defined in Section 4.2 of the Master Lease) charged by Landlord to\nSublandlord pursuant to Article 4 of the Master Lease.\n\n                              (3) 'Rent' shall mean, collectively, Base Rent,\nAdditional Rent, and all other sums payable by Subtenant to Sublandlord under\nthis Sublease, whether or not expressly designated as 'rent', all of which are\ndeemed and designated as rent pursuant to the terms of this Sublease.\n\n                              (4) 'Subtenant's Percentage Share' shall mean\ntwenty eight and forty-three one hundredths percent (28.43%). Sublandlord and\nSubtenant acknowledge that Subtenant's Percentage Share has been obtained by\ndividing the rentable square footage of the Subleased Premises by the total\nrentable square footage of the Master Lease Premises and multiplying such\nquotient by 100. In the event Subtenant's Percentage Share is changed during a\ncalendar year by reason of a change in the rentable square footage of the\nSubleased Premises or the Master Lease Premises, Subtenant's Percentage Share\nshall thereupon be adjusted to equal the result obtained by dividing the\nrentable square footage of the Subleased Premises by the rentable square footage\nof the Master Lease Premises and multiplying such quotient by 100, and Sublease,\nSubtenant's Percentage Share shall be determined on the basis of\n\n\n                                       2\n\n\nthe number of days during such calendar year at each such percentage share.\n\n                        (b) In addition to the Base Rent payable pursuant to\nSection 3.1 above, from and after the Commencement Date, for each calendar year\nof the Term, Subtenant, as Additional Rent, shall pay (i) Subtenant's Percentage\nShare of Operating Costs payable by Sublandlord for the then current calendar\nyear. The Additional Rent payable pursuant to this Subsection (b) shall be\ndetermined and adjusted in accordance with the provisions of Subsection 3.2(c)\nbelow.\n\n                        (c) The determination and adjustment of Additional Rent\ncontemplated under Subsection 3.2(b) above shall be made in accordance with the\nfollowing procedures:\n\n                              (1) Upon receipt of any statement from Landlord\nspecifying the estimated Operating Costs to be charged to Sublandlord under the\nMaster Lease with respect to each calendar year, or as soon after receipt of\nsuch statement as practicable, Sublandlord shall give Subtenant written notice\nof its estimate of Additional Rent payable under Subsection 3.2(b) for the\nensuing calendar year, which estimate shall be prepared based on the estimate\nreceived from Landlord (as Landlord's estimate may change from time to time),\ntogether with a copy of the statement received from Landlord. Sublandlord's\nestimate of Additional Rent to be paid by Subtenant pursuant to this Sublease\nshall not exceed Subtenant's Percentage Share of Landlord's estimate delivered\nto Sublandlord pursuant to the Master Lease (as Landlord's estimate may change\nfrom time to time). On or before the first day of each month during each\ncalendar year, Subtenant shall pay to Sublandlord as Additional Rent one-twelfth\n(1\/12th) of such estimated amount together with the Base Rent.\n\n                              (2) In the event Sublandlord's notice set forth in\nSubsection 3.2 (c) (1) is not given on or before December of the calendar year\npreceding the calendar year for which Sublandlord's notice is applicable, as the\ncase may be, then until the calendar month after such notice is delivered by\nSublandlord, Subtenant shall continue to pay to Sublandlord monthly, during the\nensuing calendar year, estimated payments equal to the amounts payable hereunder\nduring the calendar year just ended. Upon receipt of any such post-December\nnotice Subtenant shall (i) commence as of the immediately following calendar\nmonth, and continue for the remainder of the calendar year, to pay to\nSublandlord monthly such new estimated payments and (ii) if the monthly\ninstallment of the new estimate of such Additional Rent is greater than the\nmonthly installment of the estimate for the previous calendar year, pay to\nSublandlord within thirty (30) days of the receipt of such notice an amount\nequal to the difference of such monthly installment multiplied by the number of\nfull and\n\n\n                                       3\n\n\npartial calendar months of such year preceding the delivery of such notice.\n\n                        (d) Within thirty (30) days after the receipt by\nSublandlord of a final statement of Operating Cost from Landlord with respect to\neach calendar year, Sublandlord shall deliver to Subtenant a statement of the\nadjustment to be made pursuant to Section 3.2 hereof for the calendar year just\nended, together with a copy of the Statement received by Sublandlord from\nLandlord. If on the basis of such statement Subtenant owes an amount that is\nless than the estimated payments for the calendar year just ended, previously\npaid by Subtenant, Sublandlord shall credit such excess to the next payments of\nRent coming due or, if the term of this Sublease is about to expire, promptly\nrefund such excess to Subtenant. If on the basis of such statement Subtenant\nowes an amount that is more than the estimated payments for the calendar year\njust ended previously made by Subtenant, Subtenant shall pay the deficiency to\nSublandlord within thirty (30) days after delivery of the statement from\nSublandlord to Subtenant.\n\n                        (e) Sublandlord shall refund to Subtenant Subtenant's\nPercentage Share of any sums actually refunded or reimbursed to Sublandlord\npursuant to the terms of the Master Lease, reduced by Subtenant's Percentage\nShare of any amounts, including attorney's fees, expended by Sublandlord to\nobtain such refund, reimbursement or payment.\n\n                        (f) For partial calendar years during the Term, the\namount of Additional Rent payable pursuant to Subsection 3.2(d) that is\napplicable to that partial calendar year shall be prorated based on the ratio of\nthe number of days of such partial calendar year falling during the term of this\nSublease to 365. The expiration or earlier termination of this Sublease shall\nnot affect the obligations of Sublandlord and Subtenant pursuant to Subsection\n3.2(d), and such obligations shall survive, remain to be performed after, any\nexpiration or earlier termination of this Sublease.\n\n            4. Use and Occupancy.\n\n                  4.1 Use. The Subleased Premises shall be used and occupied\nonly for the use permitted under the Master Lease by Subtenant, Subtenant's\nemployees and visitors and for no other use or purpose.\n\n                  4.2 Compliance with Master Lease.\n\n                        (a) Subtenant agrees that it will occupy the Subleased\nPremises in accordance with the terms of the Master Lease and will not suffer to\nbe done or omit to do any act which may result in a violation of or a default\nunder any of the terms and conditions of the Master Lease, or render Sublandlord\nliable for any damage, charge or expense thereunder. Subtenant further\n\n\n                                       4\n\n\ncovenants and agrees to indemnify Sublandlord against and hold Sublandlord\nharmless from any claim, demand, action, proceeding, suit, liability, loss,\njudgment, expense (including attorneys fees) and damages of any kind or nature\nwhatsoever arising out of, by reason of, or resulting from, Subtenant's failure\nto perform or observe any of the terms and conditions of the Master Lease or\nthis Sublease. Any other provision in this Sublease to the contrary\nnotwithstanding, Subtenant shall pay to Sublandlord as Rent hereunder any and\nall sums which Sublandlord may be required to pay the Landlord arising out of a\nrequest by Subtenant for additional Building services from Landlord (e.g.\ncharges associated with after-hour HVAC usage and overstandard electrical\ncharges).\n\n                        (b) Subtenant agrees that Sublandlord shall not be\nrequired to perform any of the covenants, agreements and\/or obligations of\nLandlord under the Master Lease. Sublandlord shall not be responsible for any\nfailure or interruption, for any reason whatsoever, of the services or\nfacilities that may be appurtenant to or supplied at the Building by Landlord or\notherwise, including, without limitation, heat, air conditioning, ventilation,\nlife-safety, water, electricity, elevator service and cleaning service, if any;\nand no failure to furnish, or interruption of, any such services or facilities\nshall give rise to any (i) abatement, diminution or reduction of Subtenant's\nobligations under this Sublease, except to the extent that Sublandlord's\nobligations are abated, diminished or reduced under the Master Lease or (ii)\nliability on the part of Sublandlord. Notwithstanding the foregoing, Sublandlord\nshall promptly take such action as may reasonably be indicated, under the\ncircumstances, to secure such performance upon Subtenant's request to\nSublandlord to do so and shall thereafter diligently prosecute such performance\non the part of Landlord.\n\n            5. Master Lease and Sublease Terms.\n\n                  5.1 Subtenant acknowledges that Subtenant has reviewed and is\nfamiliar with all of the terms, agreements, covenants and conditions of the\nMaster Lease.\n\n                  5.2 This Sublease is and shall be at all times subject and\nsubordinate to the Master Lease.\n\n                  5.3 The terms, conditions and respective obligations of\nSublandlord and Subtenant to each other under this Sublease shall be the terms\nand conditions of the Master Lease except for those provisions of the Master\nLease which are directly contradicted by this Sublease in which event the terms\nof the Sublease document shall control over the Master Lease. Therefore, for the\npurposes of this Sublease, wherever in the Master Lease the word 'Landlord' is\nused it shall be deemed to mean the Sublandlord herein and wherever in the\nMaster Lease the word 'Tenant' is used it shall be deemed to mean the Subtenant\nherein (provided that with\n\n\n                                       5\n\n\nrespect to Article 15 of the Initial Master Lease, Subtenant shall have no\nfurther right to assign its interest in this Sublease or Sublease all or any\npart of the Subleased Premises whatsoever. Any non-liability, release, indemnity\nor hold harmless provision in the Master Lease for the benefit of Landlord that\nis incorporated herein by reference, shall be deemed to inure to the benefit of\nSublandlord, Landlord, and any other person intended to be benefitted by said\nprovision, for the purpose of incorporation by reference in this Sublease. Any\nright of Landlord under the Master Lease of access or inspection and any right\nof Landlord under the Master Lease to do work in the Master Lease premises or in\nthe Building and any right of Landlord under the Master Lease in respect of\nrules and regulations, which is incorporated herein by reference, shall be\ndeemed to inure to the benefit of Sublandlord, Landlord, and any other person\nintended to be benefitted by said provision, for the purpose of incorporation by\nreference in this Sublease.\n\n                  5.4 For the purposes of incorporation herein, the terms of the\nMaster Lease are subject to the following additional modifications:\n\n                        (a) In all provisions of the Master Lease (under the\nterms thereof and without regard to modifications thereof for purposes of\nincorporation into this Sublease) requiring the approval or consent of Landlord,\nSubtenant shall be required to obtain the approval or consent of both\nSublandlord and Landlord.\n\n                        (b) In all provisions of the Master Lease requiring\nTenant to submit, exhibit to, supply or provide Landlord with evidence,\ncertificates, or any other matter or thing, Subtenant shall be required to\nsubmit, exhibit to, supply or provide, as the case may be, the same to both\nLandlord and Sublandlord. In any such instance, Sublandlord shall determine if\nsuch evidence, certificate or other matter or thing shall be satisfactory, in\nthe exercise of its reasonable discretion.\n\n                        (c) Sublandlord shall have no obligation to restore or\nrebuild any portion of the Sublease Premises after any destruction or taking by\neminent domain.\n\n                        (d) In all provisions of the Master Lease requiring\nTenant to designate Landlord as an additional or named insured on its insurance\npolicy, Subtenant shall be required to so designate Landlord and Sublandlord on\nits insurance policy.\n\n                  5.5 Notwithstanding the terms of Section 5.3 above, Subtenant\nshall have no rights nor obligations under the following parts, Sections and\nExhibits of the Master Lease: Article 1, 2, 3, 4 (the issue of pass-throughs\nbeing governed by Section 3.2 above), 12.2, 15, 22, 24, and 33 of the Initial\nMaster Lease, Exhibits A and B of the Initial Master Lease, Section 2, 3, and 4\nof Exhibit\n\n\n                                       6\n\n\nD to the Initial Master Lease, and Sections 4, 5 and 6 of the First Amendment.\n\n                  5.6 During the Term and for all periods subsequent thereto\nwith respect to obligations which have arisen prior to the termination of this\nSublease, Subtenant agrees to perform and comply with, for the benefit of\nSublandlord and Landlord, the obligations of Sublandlord under the Master Lease\nwhich pertains to the Subleased Premises and\/or this Sublease, except for those\nprovisions of the Master Lease which are directly contradicted by this Sublease,\nin which event the terms of this Sublease document shall control over the Master\nLease.\n\n            6. Termination of Master Lease.\n\n                  6.1 If for any reason the term of the Master Lease shall\nterminate prior to the scheduled Expiration Date, this Sublease shall thereupon\nbe terminated and Sublandlord shall not be liable to Subtenant by reason\nthereof, except if such termination results from Sublandlord's breach of its\nobligations hereunder; in no event shall Sublandlord be liable to Subtenant for\nconsequential damages or the loss of Subtenant's profits or business.\n\n                  6.2 Sublandlord covenants to maintain the Master Lease in full\nforce and effect, without default, throughout the term of this Sublease.\n\n            7. Indemnity. Subtenant shall indemnify, defend and hold harmless\nSublandlord from and against all losses, costs, damages, expenses and\nliabilities, including, without limitation, reasonable attorneys' fees and\ndisbursements, which Sublandlord may incur or pay out (including, without\nlimitation, to the landlord under the Master Lease) by reason of (i) any\naccidents, damages or injuries to persons or property occurring in, on or about\nthe Subleased Premises (unless the same shall have been caused by Sublandlord's\nnegligence or wrongful act, (ii) any breach or default hereunder on Subtenant's\npart, (iii) the successful enforcement of Sublandlord's rights under this\nSection 7 or any other Section of this Sublease, (iv) any work done after the\ndate hereof in or to the Subleased Premises except if done by Sublandlord or\nLandlord under the Master Lease, or (v) any act, omission or negligence on the\npart of Subtenant and\/or its officers, partners, employees, agents, customers\nand\/or invitees, or any person claiming through or under Subtenant relating to\nSubtenant's use of the Subleased Premises pursuant to this Sublease.\n\n            8. Limitation on Liability. Sublandlord shall not be liable for\npersonal injury or property damage to Subtenant, its officers, agents,\nemployees, invitees, guests, licensees or any other person in the Sublease\nPremises, regardless of how such injury or damage may be caused (except to the\nextent arising solely\n\n\n                                       7\n\n\nout of Sublandlord's gross negligence or willful misconduct). Any property of\nSubtenant kept or stored in the Sublease Premises shall be kept or stored at the\nsole risk of Subtenant. Subtenant shall hold Sublandlord harmless from any\nclaims arising out of any personal injury or property damage occurring in the\nSublease Premises, including subrogation claims by Subtenant's insurance\ncarrier(s).\n\n            9. Consents. In any instance when Sublandlord's consent or approval\nis required under this Sublease, Sublandlord's refusal to consent to or approve\nany matter or thing shall be deemed reasonable if, among other matters, such\nconsent or approval is required under the provisions of the Master Lease\nincorporated herein by reference but has not been obtained from Landlord. Except\nas otherwise provided herein, Sublandlord shall not unreasonably withhold, or\ndelay its consent to or approval of a matter if such consent or approval is\nrequired under the provisions of the Master Lease and Landlord has consented to\nor approved of such matter. If Subtenant shall seek the approval by or consent\nof Sublandlord and Sublandlord shall fail or refuse to give such consent or\napproval, Subtenant shall not be entitled to any damages for any withholding or\ndelay of such approval or consent by Sublandlord, it being agreed that\nSubtenant's sole remedy in connection with an alleged wrongful refusal or\nfailure to approve or consent shall be an action for injunction or specific\nperformance and that said remedy of an action for injunction or specific\nperformance shall be available only in those cases where Sublandlord shall have\nexpressly agreed in this Sublease not to unreasonably withhold or delay its\nconsent.\n\n            10. Attorney's Fees. If Sublandlord, Subtenant or Landlord brings an\naction to enforce the terms hereof or to declare rights hereunder, the\nprevailing party who recovers substantially all of the damages, equitable relief\nor other remedy sought in any such action on trial and appeal shall be entitled\nto his reasonable attorney's fees to be paid by the losing party as fixed by the\nCourt.\n\n            11. 'As-Is' Occupancy. Sublandlord shall deliver, and Subtenant\nshall accept, possession of the Subleased Premises in their 'AS IS' condition as\nthe Subleased Premises exists on the date hereof, for purposes of Subtenant's\ngeneral contractor constructing Subtenant's improvements. Sublandlord shall have\nno obligation to furnish, render or supply any work, labor, services, materials,\nfurniture, fixtures, equipment, decorations or other items to make the Subleased\nPremises ready or suitable for Subtenant's occupancy. In making and executing\nthis Sublease, Subtenant has relied solely on such investigations, examinations\nand inspections as Subtenant has chosen to make or has made and has not relied\non any representation or warranty concerning the Subleased Premises or the\nBuilding, except as expressly set forth in this Sublease. Subtenant acknowledges\nthat Sublandlord has\n\n\n                                       8\n\n\nafforded Subtenant the opportunity for full and complete investigations,\nexaminations and inspections of the Subleased Premises and the common areas of\nthe Building. Subtenant acknowledges that it is not authorized to make or do any\nalterations or improvements in or to the Subleased Premises except as permitted\nby the provisions of this Sublease and the Master Lease and that upon\ntermination of this Sublease, Subtenant shall deliver the Subleased Premises to\nSublandlord in the same condition as the Subleased Premises were at the\ncommencement of the Term hereof, reasonable wear and tear excepted.\n\n            12. Parking. During the Term hereof and provided that Subtenant\ntimely pays all amounts payable therefor pursuant to the provisions of Paragraph\n1 of Exhibit D to the Master Lease, Subtenant and its employees shall be\npermitted to use five (5) unassigned non-exclusive and unlabelled parking spaces\nin the Parking Facility (as defined in the Master Lease).\n\n            13. Notices. Any notice by either party to the other required,\npermitted or provided for herein shall be valid only if in writing and shall be\ndeemed to be duly given only if (a) delivered personally, or (b) sent by means\nof Federal Express, UPS Next Day Air or another reputable express mail delivery\nservice guaranteeing next day delivery, or (c) sent by United States Certified\nor registered mail, return receipt requested, addressed (i) if to Sublandlord,\nat the following addresses:\n\n                           Oracle Corporation\n                           500 Oracle Parkway\n                           Box LGN2\n                           Redwood Shores, CA 94065\n                           Attn: Lease Administrator\n\n                           With a copy to:\n\n                           Oracle Corporation\n                           500 Oracle Parkway\n                           Box 5OP7\n                           Redwood Shores, CA 94065\n                           Attn: Legal Department\n\nand (ii) if the Subtenant, at the Subleased Premises.\n\nor at such other address for either party as that party may designate by notice\nto the other A notice shall be deemed given and effective, if delivered\npersonally, upon hand delivery thereof, if sent via express mail, upon hand\ndelivery, and if mailed by United States certified or registered mail, five (5)\ndays following such mailing in accordance with this Section.\n\n            14. Complete Agreement. There are no representations, warranties,\nagreements, arrangements or understandings, oral or\n\n\n                                       9\n\n\nwritten, between the parties or their representatives relating to the subject\nmatter of this Sublease which are not fully expressed in this Sublease. This\nSublease cannot be changed or terminated nor may any of its provisions be waived\norally or in any manner other than by a written agreement executed by both\nparties.\n\n            15. Furniture and Equipment Lease. Concurrently with the execution\nand delivery of this Sublease, Sublandlord and Subtenant are executing that\ncertain Furniture and Equipment Lease attached hereto as Exhibit B. The parties\nhereto acknowledge that the Furniture and Equipment Lease shall govern\nSubtenant's use of certain items of furniture and equipment belonging to\nSublandlord within the Sublease Premises, and that a default under the Furniture\nand Equipment Lease shall automatically constitute a default under this\nSublease.\n\n            16. Interpretation. This Sublease shall be governed by and construed\nin accordance with the laws of the State of California. If any provision of this\nSublease or the application thereof to any person or circumstance shall, for any\nreason and to any extent, be invalid or unenforceable, the remainder of this\nSublease and the application of that provision to other persons or circumstances\nshall not be affected but rather shall be enforced to the extent permitted by\nlaw. The captions, headings and titles, if any, in this Sublease are solely for\nconvenience of reference and shall not affect its interpretation. This Sublease\nshall be construed without regard to any presumption or other rule requiring\nconstruction against the party causing this Sublease or any part thereof to be\ndrafted. If any words or phrases in this Sublease shall have been stricken out\nor otherwise eliminated, whether or not any other words or phrases have been\nadded, this Sublease shall be construed as if the words or phrases so stricken\nout or otherwise eliminated were never included in this Sublease and no\nimplication or inference shall be drawn from the fact that said words or phrases\nwere so stricken out or otherwise eliminated. Each covenant, agreement,\nobligation or other provision of this Sublease shall be deemed and construed as\na separate and independent covenant of the party bound by, undertaking or making\nsame, not dependent on any other provision of this Sublease unless otherwise\nexpressly provided. All terms and words used in this Sublease, regardless of the\nnumber or gender in which they are used, shall be deemed to include any other\nnumber and any other gender as the context may require. The word 'person' as\nused in this Sublease shall mean a natural person or persons, a partnership, a\ncorporation or any other form of business or legal association or entity.\n\n            17. Counterparts. This Sublease may be executed in separate\ncounterparts, each of which shall constitute an original and all of which\ntogether shall constitute one and the same instrument. This Sublease shall be\nfully executed when each party whose signature is required has signed and\ndelivered to each of the\n\n\n                                       10\n\n\nparties at least one counterpart, even though no single counterpart contains the\nsignatures of all parties hereto.\n\n            18. Sublandlord's Option to Terminate. Sublandlord shall have the\nright, from time to time during the Term, to terminate this Sublease with\nrespect to all or any portion of the Sublease Premises. Any such termination\nshall be affected by at least sixty (60) days' advance written notice to\nSubtenant, which notice shall specify the portion of the Sublease Premises which\nshall be subject to such termination, and the effective date of such\ntermination. Prior to the effective date of such termination as specified in\nSublandlord's notice, Subtenant shall vacate such portion of the Sublease\nPremises, leaving the same broom-clean and free of Subtenant's equipment,\npersonnel and personal property (except such items of furniture and\/or equipment\nwhich Subtenant leases from Sublandlord pursuant to the Furniture and Equipment\nLease attached hereto as Exhibit B, which Sublandlord has specified that\nSubtenant must leave behind). On the later to occur of (i) the effective date of\nsuch termination as specified in the Sublandlord's notice to Subtenant and (ii)\nthe date upon which Subtenant actually vacates the subject space pursuant to the\nprovisions of the immediately preceding sentence, this Sublease shall be revised\nto provide that the Sublease Premises shall consist only of the portion of the\nMaster Lease Premises which Subtenant may remain in occupancy of pursuant to the\nprovisions of Sublandlord's notice (provided that if and to the extent that\nclause (ii) also is applicable due to Subtenant's failure to timely vacate the\nsubject space, the provisions of Section 20.2 of the Master Lease shall govern\nand, provided further, that notwithstanding the provisions of said Section 20.2\nof the Master Lease, Subtenant shall pay holdover rent in the amount of 150% of\nthe previously applicable Base Rent during the entirety of such holdover);\nconcurrently, the Base Rent and Subtenant's Percentage Share shall be\nappropriately adjusted to reflect the relationship between the Sublease\nPremises, as so reduced, and the Master Lease Premises. As soon as reasonably\npossible, Sublandlord shall present to Subtenant, for execution by Subtenant, an\namendment to this Sublease setting forth such changes to the Sublease Premises,\n\n\n                                       11\n\n\nBase Rent payable, and Subtenant's Percentage Share, together with an amendment\nto the Furniture and Equipment Lease, reflecting the reduction of the Sublease\nPremises in the manner described in this Section 18.\n\n            IN WITNESS WHEREOF, the parties hereto hereby execute this Sublease\nas of the day and year first above written.\n\n                                 SUBLANDLORD:\n\n                                 ORACLE CORPORATION, a Delaware \n                                 corporation\n\n\n                                 By: \/s\/ Bruce Lange\n                                     ----------------------------------------\n                                 Print Name:   BRUCE LANGE\n                                             --------------------------------\n                                 Title:        VP AND CORPORATE TREASURER\n                                        -------------------------------------\n\n                                 SUBTENANT:\n\n                                 NETWORK COMPUTER, INC., a\n                                 Delaware corporation\n\n\n                                 By: \/s\/ Jerry Baker\n                                     ----------------------------------------\n                                 Print Name:   JERRY BAKER\n                                             --------------------------------\n                                 Title:        CEO 9\/24\/97\n                                        -------------------------------------\n\n\n                                       12\n\n\n                                   EXHIBIT 'A'\n\n\n                                   [Floor Plan\n                             First Interstate Plaza]\n\n                                                              TENTH\n                                                              FLOOR PLAN [ARROW]\n\n                                                                            10th\n================================================================================\n\nRodney E. Coles ALA      First Interstate Plaza\n          ARCHITECT      170 S. Main Stree\n                         Salt Lake City, Ut. 84101\n        [ILLEGIBLE]      (801) 531-8117\n\n\n                                   [ILLEGIBLE]\n\n\n\n                                    EXHIBIT B\n\n                          FURNITURE AND EQUIPMENT LEASE\n\n      This Furniture and Equipment Lease ('Lease') is entered into as of\nSeptember 17, 1997, by and between Oracle Corporation ('Lessor'), and NETWORK\nCOMPUTER, INC. ('Lessee'), with reference to the following facts:\n\n      A. Lessor currently leases space (the 'Premises') in that certain office\nbuilding known as First Interstate Place located at 170 South Main Street, Salt\nLake City, Utah (the 'Building') pursuant to the terms of a lease with Aetna\nLife Insurance Company ('Master Lease').\n\n      B. Lessor and Lessee are entering into that certain Sublease of even date\nherewith (the 'Sublease') pursuant to which Lessor will sublet a portion of the\nPremises (the 'Subleased Premises') to Lessee for an initial term of\napproximately seventeen (17) months, subject to certain cancellation rights set\nforth therein. In addition to subletting the Subleased Premises from Lessor,\nLessee desires to lease from Lessor certain furniture, equipment and furnishings\nowned or leased by Lessor and presently located in the Building, and Lessor is\nwilling to lease the same to Lessee on the terms, covenants and conditions\nhereinafter set forth.\n\n      NOW, THEREFORE, in consideration of the covenants herein contained, and\nfor other good and valuable consideration, the receipt and adequacy of which are\nhereby acknowledged, the parties hereto do hereby agree as follows:\n\n      1. LEASE. Lessor agrees to lease to Lessee and Lessee agrees to lease from\nLessor, subject to the terms, covenants and conditions herein, the items of\nfurniture, equipment, furnishings and other personal property described in\nExhibit A attached hereto and incorporated herein by this reference (the\n'Furniture'). Lessor being the owner of the Furniture for all purposes, this\nLease is intended to constitute a true lease of the Furniture and not an\nagreement for the sale of or the grant of a security interest in any Furniture.\nLessee's interest in the Furniture is limited to a leasehold.\n\n      2. TERM. The term of this Lease shall commence upon the commencement date\nof the term of the Sublease referred to above and, unless earlier terminated as\nprovided herein, shall continue for so long as the Sublease shall remain in\neffect. Upon the commencement of the term of this Lease, Lessor and Lessee shall\nconduct an inspection of the Building in order to identify and inventory the\nFurniture and verify its then current condition.\n\n\n      3. RENT. Lessee shall pay to Lessor rent for the Furniture in the amount\nof Two Thousand Six Hundred One and 12\/100 Dollars ($2,685.05) per month. Lessee\nshall commence payment of such monthly rent on the later to occur of (1)\ncommencement date of the term of the Sublease, which date shall be August 1,\n1997 and (ii) the date of Lessee's delivery to Lessor of an executed copy of\nthis Lease (in which event Lessee's payment shall include for all rent accrued\nfrom August 1, 1997), unless otherwise determined, notwithstanding any earlier\ncommencement of the term of this Lease. Such monthly rent shall be payable in\nadvance on the first day of each calendar month during the term hereof, in\nlawful money of the United States (via wire transfer or other method mutually\nacceptable to Lessor and Lessee), to Lessor at its offices at 500 Oracle\nParkway, Box LGN2, Redwood City, California 94065, Attention: Lease\nAdministrator, or to such other person or at such other place as Lessor may from\ntime to time designate in writing. All rent and other amounts payable hereunder\nshall be due and payable without any offset, deduction, prior notice or demand\nand without any abatement, reduction, counterclaim or other right Lessee may\nclaim against Lessor.\n\n      4. CONDITION OF FURNITURE. Upon the commencement of the term of this\nLease, Lessor shall deliver the Furniture to Lessee in good order and repair,\nsubject to normal wear and tear. Lessee acknowledges that Lessor is not a seller\nunder the California Uniform Commercial Code and that Lessor makes no warranties\nof any nature, including, but not limited to, warranties as to the\nmerchantability of the Furniture, its fitness for any particular purpose, its\ninstallation, its size, design, capacity or condition, its quality, its\ncompliance with any law, rule, specification or contract or latent defects.\n\n      5. LOCATION; LESSOR'S INSPECTIONS; LABELS. All of the Furniture shall\nremain at the Building and shall not be removed therefrom for any reason\nwhatsoever without Lessor's prior written consent. Lessor shall have the right\nto enter the Building and inspect the Furniture at any time during normal\nbusiness hours and upon reasonable advance notice given to Lessee. If Lessor\nsupplies Lessee with labels stating that the Furniture or any item thereof is\nowned by Lessor (or by a primary lessor), Lessee shall affix and keep the same\non each item of Furniture, Lessee shall not alter, deface or remove any of the\nsame and Lessee shall promptly replace any such labels that may be removed,\ndefaced or destroyed. Lessee shall not permit the name of any person other than\nLessor (or any primary lessor identified to Lessee) to be placed on any item of\nFurniture in a manner that might be interpreted as a claim of any right, title\nor interest in or to such item.\n\n      6. TITLE. Title to each item of Furniture (whether full legal title or\nLessor's interest as primary lessee) shall be and remain with Lessor at all\ntimes, and Lessee shall at no time make any assertion to the contrary. Lessee\nshall have no right, title\n\n\n                                       B-2\n\n\nor interest in or to any of the Furniture except its leasehold interest solely\nas lessee as provided herein.\n\n            Each item of Furniture is and shall at all times remain personal\nproperty, notwithstanding the manner in which it may now or hereafter be affixed\nor attached to the Building.\n\n      7. REPAIRS AND MAINTENANCE; USE; ALTERATIONS. Lessee, at its sole expense,\nshall keep the Furniture in good working order, condition and repair throughout\nthe term of this Lease, ordinary wear and tear excepted. Lessee represents,\nwarrants and agrees that all Furniture will be used solely for business purposes\nand not for personal, family or household purposes. Lessee shall use the\nFurniture in a careful, proper manner only for the purposes for which it is\nintended to be used.\n\n      8. SURRENDER. Lessee acknowledges and agrees that each item of the\nFurniture will have significant value to Lessor at the expiration or earlier\ntermination of the term of this Lease, and that Lessor intends to retake\npossession of the Furniture at that time. Lessor shall notify Lessee of Lessor's\nschedule for removal of the Furniture, and Lessee shall cooperate with Lessor in\neffecting the removal of the Furniture from the Building in accordance with\nLessor's schedule. The parties shall agree upon an equitable proration of the\nrent for the final month of the term hereof based upon Lessor's schedule for\nremoval of the Furniture.\n\n      9. RISK OF LOSS. Lessee shall at all times bear the entire risk of loss,\ntheft, destruction or damage, whether partial or complete and whether or not\ninsured, of each item of the Furniture, and of any condemnation, confiscation,\nrequisition, seizure, forfeiture or other taking of title to or use of each item\nof Furniture, whether partial or complete, from any cause whatsoever (herein\n'Loss or Damage'), except to the extent that any such Loss or Damage may result\nfrom the negligence or willful misconduct of Lessor, or its agents, contractors\nor employees; and Lessee shall indemnify and defend Lessor and hold Lessor\nharmless from and against any and all Loss or Damage, except to the extent that\nany such Loss or Damage may result from the negligence or willful misconduct of\nLessor, or its agents, contractors or employees, until such time as such item\nof Furniture shall have been returned to Lessor and received by Lessor in\naccordance with all terms and conditions of this Lease. No Loss or Damage shall\nrelease, impair or otherwise affect Lessee's obligation to pay rent or any other\nobligation of Lessee under this Lease. In the event of any Loss or Damage to any\nitem of Furniture, Lessee shall notify Lessor thereof in writing within five (5)\ndays after the occurrence of such Loss or Damage, and Lessee shall immediately,\nat Lessee's option and at Lessee's sole expense, with respect to such item of\nFurniture, (a) place the same in good working order, condition and repair, (b)\nreplace the same with like Furniture. in good working order, condition and\nrepair, having equivalent value and utility and with\n\n\n                                      B-3\n\n\nclear title therein in Lessor (which shall thereupon be deemed substituted for\nsuch item of Furniture for all purposes), or (c) pay to Lessor an amount equal\nto the replacement cost of such item of Furniture.\n\n      10. INSURANCE. Lessee shall, at its own expense, at all times during the\nterm of this Lease, insure the Furniture against risks customarily insured\nagainst (as reasonably approved by Lessor) on similar items of furniture in an\namount not less than the full cost of replacement of the Furniture. The\ninsurance shall provide thirty (30) days prior written notice to Lessor in the\nevent of material change to or cancellation or expiration of the insurance.\nLessee shall deliver to Lessor certificates of such insurance and evidence\nsatisfactory to Lessor of Lessee's payment when due of all premiums on such\ninsurance. Without relieving Lessee of its obligations under section 9 above, in\nthe event of any Loss or Damage, if Lessor receives any insurance proceeds as a\nconsequence of being the loss payee under any insurance policy maintained by\nLessee, Lessor shall make such proceeds available to Lessee for replacement of\nany items of Furniture damaged or destroyed.\n\n      11. LIENS; TAXES. During the term of this Lease, Lessee shall keep the\nFurniture free of all claims, liens, charges resulting from the action of\nLessee. During the term of this Lease, Lessee shall comply with all federal,\nstate and local laws requiring the filing of ad valorem and other tax returns\nrelating to the Furniture. If such returns are required to be filed by Lessor,\nLessee shall so notify Lessor in writing, whereupon Lessee shall provide Lessor\npromptly on request such information as Lessor shall require to complete such\nreturns, and Lessor shall file such returns. If Lessee does not pay any of the\nsame when due, Lessor shall have the right, but shall not be obligated, to pay\nthe same, in which event Lessee shall pay to Lessor on demand, as additional\nrent, an amount equal to all amounts paid or expenses incurred by Lessor,\ntogether with interest thereon at the annual rate of twelve percent or, if\nlower, the maximum rate that Lessor may lawfully charge.\n\n      12. INDEMNITY. Lessee shall indemnify and defend (by counsel engaged by\nLessee, but satisfactory to Lessor) Lessor and its agents, employees, officers\nand directors and hold them harmless from and against any and all claims,\nliabilities, losses, damages and expenses, including, without limitation, all\ncourt costs and attorneys' and expert witnesses' fees and costs, arising from or\nin connection with or based on (a) the possession, condition, operation or use\n(by whomever operated or used) of any of the Furniture, or (b) the performance\nor enforcement of any of the terms, or any noncompliance or nonperformance of\nany condition, of this Lease, except to the extent that any of the foregoing\nresult from the negligence or willful misconduct of Lessor, or its agents,\ncontractors or employees, or from any breach on the part of Lessor\n\n\n                                      B-4\n\n\nunder any contract made by Lessor affecting any of the Furniture. Lessee shall\nsatisfy, pay and discharge any and all settlements, judgments and fines that may\nbe recovered against Lessor in connection therewith. Lessor shall give Lessee\nwritten notice of any such claim.\n\n      13. ASSIGNMENT. Lessee expressly covenants and agrees that it shall not\nassign, mortgage or encumber this Lease or sublet or lend any of the Furniture\nor permit any of the Furniture to be used by anyone other than Lessee. No\nassignment or sublease by Lessee shall in any event relieve or release Lessee of\nor from any debt, duty, obligation or liability hereunder, and Lessee shall\nremain primarily liable hereunder.\n\n            Lessor, in its sole and absolute discretion, may sell, assign,\ntransfer, pledge, hypothecate, grant security interests in or otherwise encumber\nor dispose of this Lease or any interest herein, as a whole or in part, without\nnotice to Lessee. Notwithstanding any assignment by Lessor, Lessor warrants that\nso long as Lessee is not in default hereunder, Lessee shall quietly enjoy use of\nthe Furniture subject to the terms and conditions of this Lease and, as part of\nany such assignment, the assignee thereunder shall agree that Lessee's rights\nhereunder in and to the Furniture shall not be disturbed so long as Lessee is\nnot in default hereunder. Lessor shall notify Lessee in writing of any transfer\nof this Lease by Lessor; and Lessee agrees to acknowledge receipt of and comply\nwith any notice thereof given by Lessor in writing and to provide Lessor or its\nassignee with such agreements, consents, conveyances, documents and certificates\nas may be reasonably requested by Lessor or its assignee to effect, facilitate\nor perfect any assignment by Lessor.\n\n            Subject to the foregoing, this Lease shall inure to the benefit of\nand bind Lessor, Lessee and their respective heirs, legatees, personal\nrepresentatives, successors and assigns.\n\n      14. DELINQUENCY CHARGE. Should Lessee fail to pay any rent hereunder or\nany other sum required to be paid to Lessor by Lessee on the date due, Lessee\nagrees to pay to Lessor, on demand, (a) an amount equal to five percent (5%) of\nsuch rent or other sum, and (b) all of Lessor's costs and expenses incurred or\npaid in collecting the delinquent payment, with interest thereon from the date\npaid by Lessor until paid by Lessee at the annual rate of twelve percent or, if\nlower, the maximum rate Lessor may lawfully charge.\n\n      15. DEFAULT. Any of the following shall constitute a 'default' hereunder:\n(a) Lessee fails to pay when due any rent or any other sum required to be paid\nhereunder and such failure continues for ten days from written notice thereof\nfrom Lessor; (b) Lessee fails to observe, keep or perform any other term,\ncovenant or condition of this Lease and such failure continues for\n\n\n                                      B-5\n\n\nthirty days from written notice thereof from Lessor; (c) Lessee becomes\ninsolvent or admits in writing its inability to pay or fails to pay its debts as\nthey become due, or makes an assignment for the benefit of its creditors, or\napplies for or acquiesces in the appointment of a receiver, trustee or other\ncustodian for any of its properties or assets; (d) any proceeding shall be\ncommenced by or against Lessee for any relief which includes, or might result\nin, any modification of the obligations of Lessee under this Lease or relief\nunder any bankruptcy or insolvency laws or other laws relating to the relief of\ndebtors, adjustment of indebtedness, reorganization, composition or extension,\nunless, in the case of an involuntary proceeding not consented to or acquiesced\nin by Lessee, such proceeding shall have been dismissed within 90 days after the\nsame shall have been commenced (provided that this Lease shall terminate\nautomatically if Lessee fails to pay any rent when due hereunder after a\nproceeding has been commenced by or against Lessee under the United States\nBankruptcy Code); (e) Lessee voluntarily or involuntarily, by operation of law\nor otherwise, removes, sells, transfers, assigns, grants any security interest\nin, pledges, hypothecates, encumbers, parts with possession of or sublets this\nLease or any Furniture, or attempts to do so, except only as and to the extent\nexpressly permitted hereby; or (f) Lessee commits an event of default under the\nSublease.\n\n      16. REMEDIES. On any default hereunder by Lessee, Lessor shall have the\nright, but shall not be obligated, to exercise at any time or from time to time\nthereafter any one or more of the following rights and remedies, any of which\nrights and remedies may be exercised by Lessor without notice to or demand on\nLessee:\n\n            (a) Advance Rent. If Lessee shall have paid any rent hereunder in\nadvance of the due date therefor, Lessor may apply any or all thereof to any\nobligation of Lessee hereunder.\n\n            (b) Recovery of Sums Due and to Become Due. In lieu of such\nacceleration, Lessor may recover all rent and other amounts due as of the date\nof such default and recover all rent and other sums as they accrue thereafter.\n\n            (c) Proceeding in Court. Lessor may proceed by appropriate court\naction, either at law or in equity, to enforce performance by Lessee of the\nterms and conditions of this Lease or to recover damages for the breach hereof\nor to regain possession of the Furniture.\n\n            (d) Termination. Any of the foregoing actions by Lessor under this\nsection 16 shall not constitute a termination of this Lease or any of Lessee's\nobligations under this Lease. Lessor may, in its exclusive discretion, terminate\nthis Lease by express written notice thereof to Lessee.\n\n\n                                      B-6\n\n\n            (e) Other Remedies. Lessor may pursue any other remedy available to\nLessor at law or in equity. Under all circumstances, Lessee shall also pay to\nLessor, on demand, an amount equal to any and all incidental damages sustained\nby Lessor, including, without limitation, all costs of collection, repossession,\ntransportation, storage, repair, reconditioning, resale or other disposition of\nthe Furniture, all attorneys', expert witnesses' and accountants' fees and costs\n(whether or not suit is commenced), court costs and other costs and expenses\nincurred in exercising any rights or remedies hereunder or in enforcing any of\nthe terms or conditions hereof.\n\n            The discount rate for purposes of determining present value shall be\na rate equal to one percent in excess of the discount rate of the Federal\nReserve Bank of San Francisco as of the date of entry of judgment in favor of\nLessor.\n\n            The provisions of this section 16 shall not prejudice Lessor's right\nto recover or prove damages for unpaid rent accrued prior to default. No remedy\nreferred to in this section 16 is intended to be exclusive, but each shall be\ncumulative and in addition to any other remedy referred to above or otherwise\navailable to Lessor at law or in equity and may be exercised concurrently or\nconsecutively. The exercise or beginning of exercise by Lessor of any one or\nmore of such remedies shall not preclude the simultaneous or later exercise by\nLessor of any or all of such other remedies. Lessor's remedies shall be\navailable to Lessor's successors and assigns.\n\n      17. FURTHER ASSURANCES. Lessee will promptly and duly execute and deliver\nto Lessor such further documents and assurances and take such further action as\nLessor may from time to time reasonably request in order more effectively to\ncarry out the intent and purposes of this Lease and to establish and protect the\nrights, interests and remedies intended to be created in favor of Lessor\nhereunder, including, without limitation, the execution and filing of financing\nstatements and continuation statements with respect to the Furniture and this\nLease.\n\n      18. PERFORMANCE BY LESSOR OF LESSEE'S OBLIGATIONS. If Lessee fails\npromptly to perform any of its obligations under this Lease, Lessor, on written\nnotice to Lessee, may (but shall not be obligated to and shall not incur any\nliability or obligation to Lessee or any third party for failure to) perform the\nsame for the account of Lessee without waiving Lessee's failure as a default.\nAll sums paid or expense or liability incurred by Lessor in such performance\n(including reasonable legal fees) shall be promptly reimbursed by Lessee on\ndemand of Lessor, together with interest thereon from the date paid by Lessor to\nthe date reimbursed by Lessee at the annual rate of twelve percent or, if lower,\nthe maximum rate that Lessor may lawfully charge.\n\n\n                                      B-7\n\n\n      19. NOTICES. All notices, consents and other communications required or\npermitted under this Lease shall be in writing and shall be deemed duly given\nand received when delivered personally or three days after mailing if mailed by\nfirst class or certified mail, charges or postage prepaid, properly addressed to\nLessor or Lessee, as the case may be, at its address set forth below, or at such\nother address as either party shall from time to time designate by notice under\nthis section 19.\n\n            Lessor:            Oracle Corporation\n                               500 Oracle Parkway\n                               Box LGN2\n                               Redwood Shores, CA 94065\n                               Attn: Lease Administrator\n\n            With copy to:      Oracle Corporation\n                               500 Oracle Parkway\n                               Box 5OP7\n                               Redwood City, California 94065\n                               Attention: Lease Administrator\n\n            Lessee:            At the Subleased Premises\n\n      20. ENFORCEMENT. This Lease shall be deemed to have been entered into in\nthe County of San Mateo, State of California, where this Lease is being signed\non behalf of Lessor and Lessee, and all performance on the part of Lessee,\nincluding the payment of all rent and other sums due hereunder, shall be deemed\nto have been required to be performed by Lessee in said County. This Lease shall\nbe governed by and construed, interpreted and enforced in accordance with the\nlaws of the State of California, without giving effect to principles of\nconflicts of law or choice of law. Jurisdiction and venue in any action or\nproceeding in connection with this Lease shall be in the proper state or Federal\ncourt located in the City and County of San Francisco or the County of San\nMateo, State of California.\n\n      21. MISCELLANEOUS. The singular includes the plural and vice versa, as\napplicable. The term 'Lessee' as used herein, if this Lease is signed by more\nthan one Lessee, means each Lessee, and their obligations and representations\nhereunder shall be joint and several. The headings or captions at the beginning\nof sections hereof are solely for convenience of reference and are not part of\nthis Lease.\n\n      22. TIME. Time is of the essence of this Lease.\n\n      23. ENTIRE AGREEMENT; AMENDMENT; WAIVER. This Lease constitutes the entire\nagreement between Lessor and Lessee and supersedes all prior or contemporaneous\nagreements, promises, representations, correspondence and negotiations,\nregarding the subject matter hereof. This Lease may not be amended, altered or\n\n\n                                      B-8\n\n\nchanged except by written agreement signed by Lessor and Lessee and supported by\nnew consideration. No provision hereof for the benefit of Lessor and no default\nof Lessee hereunder may be waived except in writing signed by Lessor. No failure\non the part of Lessor to exercise, and no delay in exercising, any right or\nremedy hereunder shall operate as a waiver thereof. Waiver by Lessor of any\nprovision hereof or default hereunder in any instance shall not constitute a\nwaiver as to any other provision, default or instance.\n\n      24. SEVERABILITY. If any provision of this Lease is held invalid, such\ninvalidity shall not affect the other provisions, which shall be given effect\nwithout, the invalid provision.\n\n      IN WITNESS WHEREOF, the parties hereto have executed this Furniture Lease\nas of the date first above written.\n\nLESSOR:                                   LESSEE:\nORACLE CORPORATION                        NETWORK COMPUTER, INC.\n\nBy:                                       By:\n   ---------------------------               --------------------------------\nName:                                     Name:\n     -------------------------                 ------------------------------\nTitle:                                    Title:\n      ------------------------                  -----------------------------\n\n\n                                      B-9\n\n\n                           FIRST AMENDMENT TO SUBLEASE\n\n      THIS FIRST AMENDMENT TO SUBLEASE ('First Amendment') is entered into as of\nOctober 5, 1998 by and between ORACLE CORPORATION ('Sublandlord') and NETWORK\nCOMPUTER, INC. ('Subtenant') with reference to the following facts;\n\n      A. Pursuant to the provisions of that certain Sublease Agreement dated as\nof September 17, 1997 (the 'Sublease'), Sublandlord subleased to Subtenant\ncertain space in the Building known as First Interstate Plaza located at 170\nSouth Main Street, Salt Lake City, Utah (the 'Building').\n\n      B. Pursuant to the provisions of Sublease, the Term of the Sublease was\nscheduled to expire as of December 24, 1998.\n\n      C. Sublandlord and Subtenant wish to amend the Sublese to adjust the\nExpiration Date to February 28, 1999.\n\n      NOW, THEREFORE, in consideration of the foregoing and for other good and\nvaluable consideration, the receipt and adequacy of which are hereby\nacknowledged, Sublandlord and Subtenant hereby agree as follows:\n\n            1. Incorporation of Recitals. Recitals A through C above arc hereby\nincorporated herein.\n\n            2. Term. The Sublease is hereby amended to provide that the Term of\nthe Sublease shall expire on February 28, 1999 (the 'Expiration Date'), unless\nsooner terminated pursuant to any provision thereof. From and after the date\nhereof, all references in the Sublease to the Expiration Date shall be deemed to\nrefer to the Expiration Date as fixed by this Section 2.\n\n            3. Status of Sublease. Except as amended hereby, the Sublease is\nunchanged, and, as amended hereby, the Sublease is in full force and effect.\n\n\n      IN WITNESS WHEREOF, the parties hereto hereby execute this First Amendment\nas of the day and year first above written.\n\n                                    SUBLANDLORD:\n\n                                    ORACLE CORPORATION,\n                                    a Delaware corporation\n\n\n                                    By: \/s\/ Bruce Lange\n                                        ----------------------------------\n                                         BRUCE LANGE\n                                    Its: VP AND CORPORATE TREASURER\n                                         ---------------------------------\n\n                                    SUBTENANT:\n\n                                    NETWORK COMPUTER, INC.,\n                                    a Delaware corporation\n\n\n                                    By: \/s\/ David Rouse\n                                        ----------------------------------\n                                    Its: CEO and President\n                                         ---------------------------------\n\n\n                                       2\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[6587,8051,8419],"corporate_contracts_industries":[9513,9440],"corporate_contracts_types":[9579,9610],"class_list":["post-41697","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-aetna-inc","corporate_contracts_companies-liberate-technologies","corporate_contracts_companies-oracle-corp","corporate_contracts_industries-technology__software","corporate_contracts_industries-health__plans","corporate_contracts_types-land","corporate_contracts_types-land__ut"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/41697","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=41697"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=41697"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=41697"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=41697"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}