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GROUND LEASE AGREEMENT

between

WINDCREST ECONOMIC DEVELOPMENT CORPORATION, as Landlord,

and RACKSPACE US, INC. as Tenant

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GROUND LEASE AGREEMENT

THIS GROUND LEASE AGREEMENT (“Lease”) is entered into by and between WINDCREST ECONOMIC DEVELOPMENT CORPORATION, a Section 4B corporation created pursuant to the Texas Development Corporation Act of 1979, as amended (“Landlord”) and RACKSPACE US, INC., a Delaware corporation (“Tenant”). For valuable consideration the parties agree and act as follows:

1. Definitions. The following terms have the meanings set forth below:

(a) Effective Date. The date this Lease is signed by both Landlord and Tenant as reflected on the signature page hereof.

(b) Leased Premises. Approximately 66.9915 acres of land (the “Land”) located in the City of San Antonio, Bexar County, Texas, described by metes and bounds in Exhibit A hereto and depicted on the Site Plan attached hereto as Exhibit A-1, together with (i) any and all improvements now or hereafter situated on the Land, including but not limited to the existing buildings constructed thereon comprising approximately 1,245,000 square feet (collectively, the “Improvements”), (ii) any and all fixtures, personal property and equipment now or hereafter situated on the Land and/or the Improvements, and (iii) any and all appurtenances, easements and privileges pertaining to the Land, the Improvements and/or the items listed in clauses (i) and (ii) above.

(c) Lease Year. Each twelve (12) month period commencing on the first day of the first full month of the Term of this Lease following the Effective Date, or anniversary of such date.

(d) Permitees. All partners, officers, directors, employees, agents, contractors, customers, visitors and invitees of Tenant at the Leased Premises.

(e) Permitted Exceptions. The conditions, restrictions, easements and encumbrances, if any, affecting title to the Leased Premises set forth in Exhibit B.

(f) Site Plan. The plat map or drawing depicting the Leased Premises attached hereto as Exhibit A-1.

2. Demise, Term.

(a) Demise and Grant of Leased Premises. Landlord hereby leases to Tenant and Tenant accepts from Landlord under the terms, provisions and conditions of this Lease the Leased Premises commencing on the Effective Date hereof and continuing until the expiration or earlier termination of the Term as hereinafter provided.

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(b) Term. The primary term (“Primary Term”) of this Lease shall commence as of the Effective Date hereof, and shall expire on the last day of the Three Hundred Sixtieth (360th) full month following the Effective Date, subject to earlier termination as provided in paragraph 3(b) below. The Primary Term and any extension thereof pursuant to paragraph 2(c) below is hereinafter referred to as the “Term”.

(c) Reserved.

(d) Quiet Enjoyment. Upon Tenant’s payment of all rent hereunder and observance and performance of all of the covenants, terms and conditions to be observed and performed by Tenant pursuant to this Lease, Tenant shall have throughout the Term the peaceful, quiet and undisturbed use and possession of the Leased Premises and all rights and privileges appertaining thereto, subject to the terms, conditions and provisions of this Lease.

(e) Landlord’s Title, Subordination. Landlord covenants, represents and warrants to Tenant as follows:

(1) Title. Landlord hereby represents and warrants that it owns good and indefeasible fee simple title in and to the Leased Premises, subject only to the Permitted Exceptions, and has full right and authority to make this Lease. This Lease shall not be recorded; however, to establish the status of Landlord’s title and to establish the priority of this Lease as a condition of title, Landlord and Tenant shall execute on the date hereof a Memorandum of this Lease in the form attached hereto as Exhibit C which may be recorded by Tenant at any time following the Effective Date. In the event this Lease is terminated for any reason, at the request of either Landlord or Tenant, the other party shall execute such documentation as may be reasonably required to terminate such Memorandum of Lease. Tenant shall have the right, at its expense and as a condition to its obligations hereunder, to receive an Owner Policy of Title Insurance (with Leasehold Endorsement) covering the Leased Premises reflecting no exceptions other than the Permitted Exceptions.

(2) Landlord’s Pledge and Subordination of Fee Title. Landlord shall not at any time create or acquiesce to the creation of any liens against the Leased Premises except those (i) created or to be created by Tenant as provided herein or (ii) imposed by operation of law. Upon Tenant’s request, from time-to-time, Landlord will pledge its fee title in and to the Leased Premises to any lender(s) of Tenant and subordinate its title to the Leased Premises to any lien or liens created by Tenant in favor of such lender(s) to the extent such lien(s) secure loan(s) to Tenant used in whole or in part for the payment of the Rent or the cost of constructing improvements to the Leased Premises or to refinance any such costs, and Landlord shall execute such documents as Tenant’s lender(s) may reasonably request to effectuate such pledge and subordination, including but not limited to a deed of trust lien and other related security agreements conveying to Tenant’s lender(s) a first lien in and to fee title to the Leased Premises. Tenant shall be responsible for reimbursement of reasonable out-of-pocket legal expenses incurred by Landlord in connection with the negotiation and preparation of documentation relating to such pledge and subordination. Notwithstanding the foregoing, any such subordination shall provide Landlord with the right to a 30 day notice and cure period to pay the outstanding debt and to maintain ownership of the Leased Property.

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(3) No Actions. There are no actions, suits or proceedings pending or to the best of Landlord’s knowledge, threatened against Landlord and affecting any portion of the Leased Premises, at law or in equity, or before any federal, state, municipal or other governmental court, department, commission, board, bureau, agency or instrumentality, domestic or foreign.

(4) Authority. The execution and consummation of this Lease by Landlord has been duly authorized and does not result in a breach of any of the terms or provisions of, or constitute a default under, any indenture, agreement, instrument or obligation to which Landlord is a party or by which the Leased Premises or any portion thereof is bound.

(f) Condition of Leased Premises. TENANT UNDERSTANDS AND ACKNOWLEDGES ITS ACCEPTANCE OF THE LEASED PREMISES IS WITHOUT RECOURSE, REPRESENTATION OR WARRANTY (EXCEPT AS SPECIFICALLY SET OUT HEREIN) OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY AND LANDLORD IS LEASING THE LEASED PREMISES AS IS, WHERE IS, AND WITH ALL FAULTS, AND WITHOUT REPRESENTATIONS OR WARRANTY (ALL OF WHICH LANDLORD HEREBY DISCLAIMS) AS TO FITNESS FOR ANY PARTICULAR PURPOSE, MERCHANTABILITY, DESIGN, QUALITY, LAYOUT, FOOTAGE, PHYSICAL CONDITION, OPERATION, COMPLIANCE WITH SPECIFICATIONS, ABSENCE OF LATENT DEFECTS, OR COMPLIANCE WITH LAWS AND REGULATIONS. TENANT HEREBY ASSUMES ALL RISK AND LIABILITY (AND AGREES THAT GRANTOR SHALL NOT BE LIABLE FOR ANY SPECIAL, DIRECT, INDIRECT, CONSEQUENTIAL, OR OTHER DAMAGES) RESULTING OR ARISING FROM OR RELATING TO THE OCCUPANCY, CONSTRUCTION, USE, CONDITION, LOCATION, MAINTENANCE, REPAIR, OR OPERATION OF THE LEASED PREMISES. TENANT ACKNOWLEDGES THAT TENANT HAS INSPECTED THE LEASED PREMISES AND ACCEPTS THE LEASED PREMISES “AS IS”, “WHERE IS” AND “WITH ALL FAULTS” AND HAS DELIVERED THE CERTIFICATION ATTACHED HERETO AS EXHIBIT D.

3. Rent. Tenant shall pay Landlord the following amounts:

(a) Rent. Upon the Effective Date, Tenant shall pay to Landlord as rent (“Rent”) for the Leased Premises the sum of Thirty-two Million Six Hundred Seventy-three Thousand One Hundred Thirty-seven and  ⁵⁵/100 Dollars ($32,673,137.55) in good and immediately payable funds, representing total prepayment of all sums of Rent due under this Lease. It is expressly understood that no additional Rent shall be payable by Tenant to Landlord at any time with respect to the Primary Term.

(b) Tax Exemption. Landlord and Tenant acknowledge and agree that contemporaneously with the execution hereof they have entered into a Master Economic Incentives Agreement (“EIA”) pursuant to which the Leased Premises is to be “tax exempt” (i.e. no real property taxes or other like assessments (“Taxes”) are expected to be assessed against the Leased Premises), including without limitation, during the Exemption Period as defined in the EIA (the “Tax Exemption”).

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If during the Term of this Agreement, Taxes shall become due and owing concerning the Leased Premises and/or the Personal Property, and Tenant has not terminated this Lease as provided in paragraph 6(d)(2) below, Tenant shall thereafter pay directly to the applicable taxing entity if permitted by such taxing entity; or, in the alternative, to Landlord and such taxing entity by way of a joint check as tax cost (“Tax Cost”) the Taxes assessed against the Leased Premises for any prior, current or subsequent Lease Year during the Term. In such event, Tax Cost shall be paid prior to the delinquency date for such Taxes, but in no event earlier than ten (10) days after written notice of the Tax Cost is delivered to Tenant by the applicable taxing authority, along with copies of statements of assessed value and tax statements applicable to each Lease Year to which such Tax Cost applies. Tenant shall have the first and prior right to contest the amount or validity of the Taxes pertaining to the Leased Premises by appropriate administrative and legal proceedings brought either in its own name, Landlord’s name or jointly, as Tenant deems appropriate. Landlord shall cooperate with Tenant in its efforts to minimize the Taxes to the lowest possible level but Landlord shall not be required to incur any cost or expense in connection therewith. Landlord shall from time-to-time execute and deliver to Tenant whatever documents may be reasonably required by governmental authorities to evidence Tenant’s authority to contest Taxes attributable to the Leased Premises. Landlord will send Tenant copies of any assessed values and statements received by Landlord promptly upon receipt and Tenant shall have the right, at its own expense, in good faith, to contest any such values, Taxes or payments in lieu of Taxes and permit the items so contested to remain unpaid during the period of contest and any appeal therefrom, provided that prior to the date the Taxes would become delinquent, Tenant provides a bond or other security required by applicable law and otherwise reasonably satisfactory to Landlord in the full amount of the unpaid Taxes, together with any penalties, interest or fees attributable thereto that are due or are reasonably anticipated to accrue between the date thereof and the date of final payment of the Taxes. Landlord shall be responsible for payment of any and all Taxes attributable to the Rent to be paid by Tenant or other income of Landlord related to the Leased Premises.

(c) No Operation Required. Tenant shall have no obligation whatsoever to open or to operate or continue operations of any type within or upon the Leased Premises, except that the parties acknowledge that the EIA provides for the loss or reduction in Tax Exemptions if a Cessation of Business Activities (as defined in the EIA) should occur.

4. Improvements, Signs, Additions and Repairs.

(a) Delivery of Leased Premises. Landlord shall deliver exclusive possession of the Leased Premises to Tenant upon the Effective Date, subject only to the Permitted Exceptions.

(b) Alterations and Improvements. Tenant may from time-to-time construct, alter, change, and/or demolish any improvements, signs, driveways, parking areas or other improvements now or hereafter situated on the Leased Premises, including but not limited to the Improvements (all of such improvements constructed, altered and/or changed by Tenant during the Term being hereinafter referred to collectively as the “Tenant Improvements”); provided, however, that any such construction, alterations, additions or changes shall be subject to the following:

(1) All such work shall be performed in a good and workmanlike manner;

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(2) Such construction, alterations, additions or changes shall not violate any building regulation applicable to the Leased Premises, and shall be in compliance with all applicable building codes, rules, regulations and ordinances affecting construction of such alterations, additions and changes; and

(3) At Tenant’s election, Landlord shall serve as the general contractor for the construction of the Tenant Improvements to the extent necessary to exempt the Tenant Improvements from sales and use taxes. In such event, Landlord and Tenant shall enter into a construction contract on terms and conditions mutually acceptable to each of them pursuant to which Landlord agrees to construct the Tenant Improvements, Tenant agrees to pay all third-party costs approved by Tenant with respect to such construction with no additional costs to be charged to Landlord and with no fees being payable by Tenant to Landlord for its services as general contractor, and Tenant agrees to indemnify and hold harmless Landlord from and against any liability, damages and third-party costs it may incur as a result of its so acting as the general contractor for the Tenant Improvements.

(c) No Mechanic’s Liens. Tenant shall not permit any mechanic’s or materialman’s liens to be filed against Landlord’s interest in the Leased Premises arising out of the Tenant Improvements (unless the same are fully bonded so as to cause same to be removed in accordance with applicable law), and Tenant shall indemnify, and hold harmless Landlord from and against any costs, liability or expense, including attorneys fees, attributable to any such liens. Tenant’s obligations under this paragraph 4(c) shall expressly survive the expiration or earlier termination of this Lease.

(d) Environmental. Tenant will conduct its business in a lawful manner and will not make or permit any unlawful use of the Leased Premises. Tenant will, at its own expense, promptly comply with all laws, regulations, and ordinances affecting the Leased Premises and the cleanliness, safety, occupancy, and use thereof. Tenant shall indemnify, defend (using counsel acceptable to Landlord in its reasonable discretion) and hold harmless Landlord from and against any cost, liability or expense arising out of or attributable to any claims, demands, causes of action, fines, penalties, liability or expenses (including attorney’s fees and court costs) arising out of or related to the existence, removal or disposal of any toxic or hazardous substances or materials within or upon the Leased Premises caused by Tenant, its employees, agents or representatives during the Term of this Lease following the Effective Date. For purposes hereof, the phrase “toxic or hazardous substances or materials” shall include items covered by the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C. ¤¤9601-75(1986), as amended by the Superfund Amendment and Reauthorization Act, Pub. L. No. 99-499, 100 Stat. 1613 (1986) (“CERCLA”), The Toxic Substances Control Act, 15 U.S.C. ¤2601 et seq., The Clean Water Act, 33 U.S.C. ¤1251 et seq., The Safe Drinking Water Act, 42 U.S.C. ¤¤300(f)-300(j), and other federal, state and local laws now or hereafter in effect governing the existence, removal or disposal of toxic or hazardous substances or materials. Tenant’s obligations under this paragraph 4(d) shall expressly survive the expiration or earlier termination of this Lease.

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(e) Repairs. Tenant shall, at its sole cost and expense, perform all repairs and preventative maintenance necessary to maintain the Leased Premises in good condition and repair, ordinary wear and tear excepted, and keep the Leased Premises in compliance with applicable law throughout the Term. The foregoing shall not in any way impair or limit Tenant’s right to make alterations or additions to the Leased Premises as set forth in paragraph 4(b) above. Tenant’s obligations under this paragraph 4(e) shall expressly survive the expiration or earlier termination of this Lease.

(f) Tenant’s Fixtures. Tenant may install in or upon the Leased Premises such trade fixtures and equipment as Tenant deems desirable and all of said items shall remain Tenant’s property whether or not affixed or attached to the Leased Premises, except to the extent Tenant elects to cause Landlord to acquire such property and lease it to Tenant as provided in Section 3.7 of the EIA (“Personal Property Lease”). Tenant may remove such items from the Leased Premises at any time during the Term, except to the extent, if any, that such removal is prohibited by the Personal Property Lease. Nothing contained in this Section 4(f) shall diminish Tenant’s obligations to maintain the Leased Premises pursuant to Section 4(e).

g) Platting, Approvals. Landlord and Tenant acknowledge that it may be necessary, from time-to-time, for Tenant to seek governmental approvals with respect to platting, zoning, permitting and/or obtaining other permits in connection with its use and occupancy of the Leased Premises for the uses permitted hereby (collectively, “Approvals”). Landlord agrees to cooperate with Tenant with respect to its obtaining the Approvals and to execute such documents as may be required of the owner of fee title to the Leased Premises in order for Tenant to obtain the Approvals, provided that Landlord shall not incur any costs or liabilities in connection therewith.

5. Utilities. Landlord hereby transfers and assigns to Tenant, commencing on the Effective Date, all rights and entitlements of Landlord attributable to the use, delivery and consumption of utilities at the Leased Premises. Tenant shall arrange with the appropriate utility suppliers for services to the Leased Premises, pay all connection, meter and service charges and deposits required to connect utilities to the Leased Premises, and pay such utility suppliers directly for such services.

6. Use, Transfers or Assignments.

(a) Tenant’s Use. Except as prohibited or restricted by the Permitted Exceptions, Tenant may use the Leased Premises for any lawful purpose. Notwithstanding the foregoing, Tenant acknowledges that failure to use the Leased Premises for Business Activities (as defined in the EIA) may result in the loss or reduction in the Tax Exemptions pursuant to the EIA.

(b) Assignment, Subletting. Tenant may assign all or any part of this Lease or sublet all or any part of the Leased Premises without Landlord’s consent. In the case of any assignment or sublease permitted hereunder, Tenant shall not be released from liability. In the event of any assignment of this Lease, Tenant shall provide written notice to Landlord of such assignment, which notice shall include the name, address and telephone number of the assignee.

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(c) Transfer, Mortgage by Landlord. Landlord shall not convey or mortgage, or propose to convey or mortgage, all or any part of its interest in the Leased Premises.

(d) Tenant’s Purchase Option.

(1) Purchase Option. For and in consideration of the sum of Fifty and No/100 Dollars ($50.00) and other good and valuable consideration paid by Tenant to Landlord, the receipt and sufficiency of which are hereby acknowledged, the same constituting independent consideration for this Purchase Option, commencing upon the Effective Date and continuing throughout the Term (as the same may be extended), Tenant shall have the continuing, exclusive right to purchase the Leased Premises from Landlord (the “Purchase Option”) pursuant to the terms, conditions, and provisions set forth hereinbelow. If Tenant elects to exercise the Purchase Option, Tenant shall deliver to Landlord and the Escrow Agent (as defined in paragraph 6(d)(3) below) written notice (the “Purchase Option Notice”) of such election on or before thirty (30) days prior to the expiration of the Term. Notwithstanding the foregoing, if Tenant has failed to deliver the Purchase Option Notice within such thirty (30) day period, the Purchase Option shall continue for a period of fifteen (15) days following Tenant’s receipt of written notice from Landlord (“Option Termination Notice”) stating that “TENANT HAS FAILED TO DELIVER THE PURCHASE OPTION NOTICE WITHIN THE TIME PERIOD SPECIFIED IN PARAGRAPH 6(D) OF THE LEASE”, and unless Tenant provides written notice to Landlord within such 15-day period following Tenant’s receipt of the Option Termination Notice that Tenant elects not to exercise the Purchase Option, then Tenant shall be deemed to have delivered the Purchase Option Notice to Landlord and Escrow Agent within the time period required hereby and the parties shall proceed with the Purchase Closing as provided in (2) below.

(2) Exercise of Purchase Option. If Tenant elects (or is deemed to have elected) to exercise the Purchase Option, the following terms, provisions, and conditions shall apply to the closing thereof (“Purchase Closing”):

(i) Purchase Price. The purchase price (the “Purchase Price”) for the Leased Premises shall be the cash sum of One and No/100 Dollar ($1.00) plus the independent consideration previously paid by Tenant to Landlord as described above; it being expressly acknowledged that as of the Purchase Closing Tenant shall have paid to Landlord as Rent the full fair market value of the Leased Premises and that the Purchase Price is in recognition of such fact and not a penalty.

(ii) Conveyance. At the Purchase Closing, Landlord shall execute and deliver to Tenant all of the documents necessary to convey to Tenant good and indefeasible fee simple title in and to the Leased Premises by special warranty deed and a bill of sale, as applicable, free and clear of all liens or encumbrances, other than (i) the Permitted Exceptions applicable thereto, and (ii) all other matters created (x) by, through, or under Tenant, or (y) by Landlord pursuant to the written request of Tenant. Tenant may, at its expense, obtain an Owner Policy of Title Insurance insuring Tenant’s fee simple title subject only to the Permitted Exceptions.

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(iii) Closing Date. The Purchase Closing shall occur within thirty (30) days following Tenant’s delivery (or deemed delivery) to Landlord of the Purchase Option Notice.

(iv) No Encumbrances. Landlord covenants that it shall not create, or acquiesce in the creation of, any restrictions, easements, liens or encumbrances, other than the Permitted Exceptions, that affect the Leased Premises at any time during the Term of this Lease without the prior written consent of Tenant, which consent may be withheld in Tenant’s sole discretion. Landlord further covenants that, except for the rights granted to Tenant hereunder, Landlord has not entered into any contracts or agreements to transfer, convey or encumber the Leased Premises or grant any interest therein and, following the date hereof, Landlord shall not enter into any agreements to transfer, convey or otherwise encumber the Leased Premises or grant any interest therein.

(3) Escrow of Deed and Bill of Sale. Contemporaneously with the execution of this Lease, Landlord has delivered to Alamo Title Company, 112 E. Pecan, San Antonio, Texas 78205 (Chris Varley) as escrow agent (“Escrow Agent”) a Special Warranty Deed and Assignment and Bill of Sale (“Bill of Sale”) in the forms attached hereto as Exhibit E-1 and Exhibit E-2 fully executed by Landlord conveying the Leased Premises to Tenant, which Special Warranty Deed and Bill of Sale are to be held in escrow by Escrow Agent in accordance with this paragraph 6(d)(3). Upon receipt or deemed receipt by Escrow Agent of the Purchase Option Notice and the sum of $1.00, Escrow Agent shall release from escrow the Special Warranty Deed and Bill of Sale, insert in the appropriate spaces on the Special Warranty Deed and Bill of Sale the date of release from escrow as the effective date of such documents, record the Special Warranty Deed in the Official Public Records of Real Property of Bexar County, Texas, deliver the Bill of Sale to Tenant, and disburse the $1.00 payment to Landlord, whereupon this Lease shall terminate and neither Landlord or Tenant shall have any further obligations hereunder with respect to matters arising or attributable to the period following such termination. It is understood and agreed that such Special Warranty Deed shall be delivered subject to all matters of record as of the date of this Lease that constitute Permitted Exceptions and all future matters of record that are created by, through or under Tenant or consented to by Tenant.

(4) Memorandum of Purchase Option. Landlord and Tenant shall include in the Memorandum of Ground Lease attached hereto as Exhibit C a provision setting forth the rights of Tenant to acquire the Leased Premises as provided in this paragraph 6(d).

If Tenant acquires the Leased Premises as provided hereinabove, effective as of the Purchase Closing, this Lease shall be of no further force and effect and neither party hereto shall have any further rights or obligations hereunder, except as expressly provided herein.

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7. Indemnification, Insurance.

(a) Indemnification. IN ADDITION TO ANY OTHER PROVISIONS OF THIS LEASE, TENANT SHALL INDEMNIFY, HOLD HARMLESS, AND, AT LANDLORD’S OPTION, DEFEND LANDLORD AND ITS OFFICERS, DIRECTORS, AGENTS AND EMPLOYEES (COLLECTIVELY, THE “INDEMNIFIED PARTIES”) FROM AND AGAINST ANY AND ALL LIABILITY, LIENS, CLAIMS, DEMANDS, DAMAGES, EXPENSES, FEES, COSTS, REASONABLE ATTORNEY’S FEES AND LITIGATION COSTS, FINES, PENALTIES, SUITS, PROCEEDINGS, ACTIONS AND CAUSES OF ACTION OF ANY AND EVERY KIND AND NATURE ARISING OUT OF TENANT’S USE, OCCUPANCY, CONSTRUCTION, MANAGEMENT OR CONTROL OF THE LEASED PREMISES, IMPROVEMENTS OR TENANT’S OPERATIONS, CONDUCT OR ACTIVITIES, UNLESS AND TO THE EXTENT THE SAME IS DUE TO THE GROSS NEGLIGENCE OR INTENTIONAL ACTS OR OMISSIONS OF LANDLORD, ITS AGENTS, EMPLOYEES OR CONTRACTORS. TENANT’S OBLIGATIONS UNDER THIS SECTION 7(a) SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THE LEASE TERM. THE FOREGOING INDEMNIFICATIONS ARE EXPRESSLY INTENDED AND SHALL OPERATE TO PROTECT AND INURE TO THE BENEFIT OF THE INDEMNIFIED PARTIES EVEN IF SOME OR ALL OF LIABILITIES ARE ALLEGED OR PROVEN TO HAVE BEEN CAUSED BY THE NEGLIGENCE OR STRICT LIABILITY OF ANY ONE OR MORE OF THE INDEMNIFIED PARTIES.

(b) Tenant’s Insurance. Tenant shall, at its expense, obtain comprehensive general liability insurance against all claims on account of bodily injury, personal injury or property damage for which Tenant may as a result of its business in the Leased Premises become liable, with limits of not less than (1) $1,000,000.00 for bodily injury to or death of any one person, (2) $2,000,000.00 for any one occurrence for bodily injury to or death of one or more persons arising out of any one occurrence, and (3) $1,000,000.00 per occurrence with respect to any property damage; with a $10,000,000.00 umbrella policy in addition to the foregoing policies. All polices of insurance to be maintained by Tenant hereunder may be maintained by way of “blanket policies” insuring the Leased Premises and other premises and/or property owned or operated by Tenant or its Affiliates, and shall be subject to such self-insured retention as may be included in Tenant’s policies.

(c) Worker Compensation. Tenant shall maintain workers’ compensation or similar insurance affording not less than statutory coverage and providing not less than statutory limits or benefits for all employees of Tenant employed at the Leased Premises.

(d) Scope. Each policy to be provided by Tenant hereunder shall name Landlord or its designee as additional insured and shall also contain a provision whereby the insurer agrees that such policy shall not be cancelled except after thirty (30) days’ written notice to Landlord or its designee. The insurance policies or duly executed certificates thereof, together with satisfactory evidence that the premium has paid, shall be deposited with Landlord on the date hereof; and, thereafter, evidence of continuing insurance and premium payment shall be delivered to Landlord not less than thirty (30) days prior to the expiration of each policy required to be in force hereunder. If Tenant fails to maintain the required insurance, Landlord may, but shall not be obligated to, obtain such insurance and be reimbursed upon demand.

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(e) Waiver of Subrogation. Neither Landlord nor Tenant shall be liable by way of subrogation or otherwise to the other party or to any insurance company insuring the other party for any loss or damage to any of the property of the Landlord or Tenant covered by insurance even though such loss or damage might have been occasioned by the negligence of the Landlord or Tenant or their respective Permitees. This release shall be in effect only so long as the applicable insurance policies shall contain a clause or endorsement to the effect that the waiver shall not affect the right of the insured to recover under such policies. Each party shall use its best efforts, including payment of any additional premium, to have its insurance policies contain the standard waiver of subrogation clause. In the event Landlord’s or Tenant’s insurance carrier declines to include in such carrier’s policies a standard waiver of subrogation clause, Landlord or Tenant shall promptly notify the other party.

8. Destruction, Condemnation.

(a) Destruction.

(1) Cancellation. If any portion of the Improvements situated on the Leased Premises shall be damaged or destroyed, this Lease shall continue in full force and effect and shall not be affected thereby.

(2) Restoration. Tenant shall remove the debris and cause the Leased Premises to be repaired or restored as Tenant may deem necessary or desirable, but in any event the Leased Premises shall be repaired or restored to a safe and sightly condition that is in compliance with all applicable laws.

(3) Insurance Proceeds. All of Tenant’s insurance proceeds payable with respect to damage or destruction of the improvements situated on the Leased Premises shall be retained by and be the property of Tenant.

(b) Condemnation.

(1) Taking of Parking or Access. In the event of a taking by the power of eminent domain or conveyance in lieu thereof (“Taking”) of the whole or any part of the Leased Premises, this Lease shall terminate as to the portion so taken but shall remain in full force and effect as to the balance of the Leased Premises.

(2) Awards. All compensation awarded for any Taking of the Leased Premises, including any interest of Landlord or Tenant therein, shall be the property of Tenant, and Landlord hereby assigns to Tenant all of Landlord’s rights, title and interest in and to any and all such compensation. Tenant shall be entitled to claim, prove and/or receive in the condemnation proceeding all of the award as is attributable to the Leased Premises.

(3) Restoration. If there is a Taking of all or part of the Leased Premises, Tenant, at its sole expense, shall restore and rebuild the Leased Premises, in such manner as Tenant may elect, provided that the same shall be in accordance with all applicable laws.

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9. Default.

(a) Events of Default. The following are events of default (“Events of Default”):

(1) Obligations. Either party (“Defaulting Party”) fails to perform any obligation, covenant or condition or to comply with any provisions of the Lease and such failure continues for thirty (30) days after written notice from the other party (“Non-Defaulting Party”), unless said default requires more than thirty (30) days to cure and the Defaulting Party commences a cure within thirty (30) days after written notice and thereafter maintains a diligent effort to complete the cure.

(2) Bankruptcy. Either party files in any court pursuant to any statute a petition in bankruptcy or insolvency or for reorganization or arrangement or makes an assignment for the benefit of creditors or any such petition is filed against a party and a receiver or trustee of all or any portion of that party’s property is appointed and such proceeding is not dismissed or the trusteeship discontinued within ninety (90) days after such appointment.

(b) Landlord’s Remedies. Upon the occurrence of an Event of Default by Tenant, Landlord shall have one or more of the following remedies:

(1) No Termination. Because Tenant has prepaid all Rent due hereunder as of the Effective Date and has the option to purchase the Leased Premises as provided in paragraph 6(d), Landlord shall have no right to terminate this Lease due to Tenant’s default and Landlord hereby waives any such right to which it may otherwise be entitled to terminate this Lease at law or in equity.

(2) Waiver of Landlord’s Lien. It is expressly understood and agreed that Landlord shall have no contractual or statutory landlord’s lien or security interest of any kind applicable to Tenant’s furniture, fixtures, equipment, inventory, or other property located within the Leased Premises, and Landlord hereby waives and relinquishes any such contractual or statutory landlord’s lien applicable to Tenant’s property located within the Leased Premises.

(3) Landlord’s and Tenant’s Remedies. Upon the occurrence of an Event of Default by a Defaulting Party, the Non-Defaulting Party shall have the right to perform the applicable obligations not performed by the Defaulting Party on behalf of and at the expense of the Defaulting Party, and seek reimbursement from the Defaulting Party of all such expenses incurred in connection therewith, together with interest thereon at the rate of twelve percent (12%) per annum from the date such expenses are incurred, and the Defaulting Party agrees to reimburse the Non-Defaulting Party for such expenses, with interest on or before ten (10) days from written demand therefor, accompanied by reasonable supporting documentation evidencing such expenditures. Notwithstanding the foregoing, if Tenant files bankruptcy (voluntary or

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involuntary) following the expiration of the Exemption Period (as defined in the Walzem Road Redevelopment Project Master Economic Incentives Agreement among Landlord, Tenant and others dated on or about the date hereof) and the same is not dismissed within sixty (60) days after filing, Landlord shall be entitled to “put” the Leased Premises to Tenant, at which time Tenant shall be deemed to have delivered the Purchase Option Notice to Landlord and the Special Warranty Deed and the Bill of Sale described in paragraph 6(d)(3) shall be released from Escrow and accepted by Tenant as set forth in such paragraph, and thereafter Tenant shall become the fee simple owner of the Leased Premises.

10. Tenant’s Mortgagee Requirements.

(a) Tenant’s Personal Property. Except as may otherwise be provided in the Personal Property Lease as described in paragraph 4(f) above, the Tenant Improvements and all furniture, trade fixtures, inventory, stock-in-trade and related equipment (collectively, the “Personal Property”) installed by Tenant in the Leased Premises shall be and remain the property of Tenant throughout the Term of this Lease. The Personal Property shall also be and remain the property of Tenant upon termination of this Lease, subject to the terms and provisions of the Personal Property Lease. At Tenant’s request and expense, unless in conflict with the Personal Property Lease, Landlord shall execute such reasonable documents as Tenant and/or any mortgagee having an interest in Tenant’s Personal Property may request waiving any rights or claims of Landlord to such Personal Property of Tenant.

(b) Right to Encumber. In addition to the other rights and obligations set forth in this paragraph 10, and notwithstanding any other provision of the Lease to the contrary, Tenant shall have the right, at any time and from time to time, to encumber the leasehold estate created by this Lease and/or any of its trade fixtures, furniture or equipment to any bank, thrift institution, insurance company, or other institutional lender or third party with notice to, but not the required consent of Landlord. Any Landlord’s statutory lien for rent or any security interest granted to Landlord in Tenant’s furniture, fixtures or equipment is hereby waived in its entirety. With respect to any such mortgagee of Tenant’s leasehold interest and/or personal property and notwithstanding any other provisions of this Lease to the contrary, Landlord agrees to give such mortgagee written notice of any default by Tenant and grants to such mortgagee an opportunity to cure any such default within the same time periods specified in this Lease for Tenant to cure any such default. Any such notice shall be sent to Tenant’s mortgagee at the most recent address as to which Tenant or Tenant’s mortgagee shall have notified Landlord in writing.

11. General Provisions.

(a) Notice. “Notice” shall mean any notice, notification, consent, approval, request, designation, submission, specification, election or other communication required or permitted under this Lease. All Notices shall be in writing and shall be deemed to have been given and received the earlier of (1) the date the notice is delivered by one party to the other party personally or delivered to the party’s address by a party or by a delivery service which records delivery dates, or (2) three (3) days after the notice is placed in the mail addressed to the other party at the party’s address, properly stamped, certified or registered mail, return receipt requested. A party’s address shall be as follows or as set forth in a notice to the other party:

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(b) Entire Agreement. With the exception of the EIA, this Lease embodies the entire agreement and understanding between the parties as to the lease of the Leased Premises by Tenant and supersedes all prior negotiations, agreements and understandings pertaining to such lease. Any provision of this Lease may be modified, waived or discharged only by an instrument in writing signed by the party against which enforcement of such modification, waiver or discharge is sought.

(c) Commission. Tenant and Landlord hereby represent to each other that neither has entered into any agreement or understanding that would give rise to a real estate commission being owed in connection with this Lease, and each of Landlord and Tenant shall indemnify and hold the other harmless against any commission, payment, interest or participation claimed on account of this Lease with any party under any alleged agreement or understanding entered into on that party’s behalf with the person or entity claiming the commission, payment, interest or participation.

(d) Force Majeure. Each party shall be excused from performing an obligation or undertaking provided for in this Lease for so long as such performance is prevented,

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delayed, retarded or hindered by an Act of God, fire, earthquake, flood, explosion, action of the elements, war, invasion, insurrection, riot, mob violence, sabotage, strike, lockout, action of labor unions, requisitions, laws, or orders of government or civil or military authorities.

(e) Surrender. Upon the expiration of the Term or earlier termination of this Lease, unless upon such termination Tenant acquires the Leased Premises pursuant to paragraph 6(d), Tenant shall surrender the Leased Premises to Landlord. Tenant shall remove all Personal Property which are not fixtures (other than trade fixtures) installed by Tenant. All other installations or improvements, including all HVAC equipment, paneling, decorating, partitions, railings, mezzanine floors, and galleries made by either party shall be and become upon installation the property of Landlord and shall be surrendered with the Leased Premises at the expiration or termination unless Landlord notifies Tenant to the contrary, in which event Tenant may remove such property at its expense. Any property not promptly removed by Tenant under the provisions of this subparagraph may, at Landlord’s option, be deemed to have been abandoned by Tenant and may be retained by Landlord without any claim by Tenant. Tenant shall in any event repair any damage to the Leased Premises caused by the removal of Tenant’s Personal Property.

(f) Reserved.

(g) Applicable Law, Construction. The laws of the State of Texas shall govern the validity, performance and enforcement of this Lease. The invalidity or unenforceability of any provision of this Lease shall not affect or impair any other provision. If any provision of this Lease is capable of two constructions, one of which would render the provision invalid and the other of which would make the provision valid, the provision shall have the meaning which renders it valid. The submission of this document for examination does not constitute an offer to lease, this document being effective only upon execution and delivery by Landlord, Tenant and any guarantors.

(h) Time of the Essence. Time is of the essence with respect to each provision, term and covenant of this Lease.

(i) Captions. The captions are for convenience and do not limit or define the provisions of this Lease.

(j) Gender, Number. Whenever the sense of this Lease requires it, the use of (1) singular number shall be deemed to include the plural, (2) the masculine gender shall be deemed to include the feminine or neuter gender, and (3) the neuter gender shall be deemed to include the masculine and feminine gender.

(k) Counterparts. This Lease may be executed in multiple counterparts, each of which shall be an original, but all of which shall constitute one instrument.

(l) Binding Effect. All provisions of this Lease shall be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.

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[Signature Page Follows]

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EXECUTED this 2nd day of August, 2007.

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EXHIBIT A

METES AND BOUNDS DESCRIPTION OF LEASED PREMISES

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EXHIBIT A-1

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EXHIBIT B

PERMITTED EXCEPTIONS

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