UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF CALIFORNIA

Transcription

1 0 Keith J. Shapiro (Pro Hac Vice Pending) Andrew Cardonick (Pro Hac Vice Pending) David W. Baddley (Pro Hac Vice Pending) GREENBERG TRAURIG, LLP West Wacker Drive, Suite 00 Chicago, IL 00 Telephone: /-00 Facsimile: /- John D. Fiero (CA Bar No. ) Kenneth H. Brown (CA Bar No. 00) 0 California Street, th Floor San Francisco, California -00 Telephone: /-000 Facsimile: /-00 jfiero@pszjlaw.com kbrown@pszjlaw.com 0 [Proposed] Attorneys for Debtor and Debtor in Possession Heller Ehrman LLP In re: Heller Ehrman LLP, UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF CALIFORNIA Debtor SAN FRANCISCO DIVISION Case No.: 0- Chapter FIRST OMNIBUS MOTION FOR () AUTHORITY TO REJECT NONRESIDENTIAL REAL PROPERTY LEASES AND SUBLEASES PURSUANT TO U.S.C. (A) NUNC PRO TUNC TO MOTION FILING DATE; () AUTHORITY TO ABANDON CERTAIN PERSONAL PROPERTY PURSUANT TO U.S.C. (A); AND () CONFIRMATION OF BAR DATE FOR AFFECTED POTENTIAL REJECTION DAMAGE CLAIMANTS Date: Time: Place: Judge: January, 00 [Requested] :0 p.m. [Requested] U. S. Bankruptcy Court Pine Street, nd Floor San Francisco, CA Honorable Dennis Montali -00\DOCS_SF:. FIRST OMNIBUS LEASE REJECTION MOTION Case: 0- Doc #: Filed: 0/0/00 Page of

2 0 TO THE HONORABLE DENNIS MONTALI, UNITED STATES BANKRUPTCY JUDGE, THE PARTIES TO THE LEASES AND SUBLEASES SUBJECT TO THIS MOTION, THE OFFICE OF THE UNITED STATES TRUSTEE, THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS, THE DEBTOR S SECURED LENDERS AND OTHER PARTIES REQUESTING NOTICE PURSUANT TO BANKRUPTCY RULE 00: THIS IS AN OMNIBUS MOTION TO REJECT MULTIPLE UNEXPIRED LEASES AND SUBLEASES NOT BETWEEN THE SAME PARTIES. PURSUANT TO BANKRUPTCY RULE 00, THE LEASES AND SUBLEASES ARE LISTED ON EXHIBITS AND TO THIS MOTION ALPHABETICALLY BY NON-DEBTOR PARTY. PARTIES RECEIVING THIS MOTION SHOULD REFER TO EXHIBITS AND FOR THE LEASES AND SUBLEASES TO BE REJECTED. Heller Ehrman, LLP, formerly known as Heller Ehrman White & McAuliffe LLP, a California limited liability partnership, the debtor and debtor-in-possession in the above-captioned case (the Debtor ), hereby moves this Court (the Motion ) for entry of an order, in substantially the same form and substance as the proposed form of order attached hereto as Exhibit (the Order ), authorizing the Debtor to reject certain nonresidential real property leases and subleases pursuant to U.S.C. (a) effective as of January, 00 (the date upon which this Motion is being filed), confirm that the claims bar date for affected contract counterparties will be the one already in place (April, 00); and abandon personal property at some (but not all) of the leased locations pursuant to U.S.C. (a). This Motion is supported by the Declaration of Peter J. 0 Benvenutti in Support of First Omnibus Motion to Reject Real Property Leases and Abandon Personal Property (the Benvenutti Declaration ) which is attached hereto as Exhibit. The Debtor, a year-old international law firm, is currently winding down its business and affairs following the adoption of a Plan of Dissolution by the shareholders of the Debtor s limited partners in September, 00. Although the Debtor is no longer engaged in the practice of law, there remain a substantial number of unperformed, yet necessary, tasks relating to winding down the business, maximizing the value of the Debtor s assets for the benefit of its creditors and equity interest holders, and discharging the Debtor s obligations to former clients. All of these remaining operations are taking place in a reduced space at the Debtor s San Francisco office, and the Debtor no longer occupies any of its other leased office spaces. (The Debtor in currently engaged in negotiations with the lessor of the San Francisco premises, to attempt to reduce the amount of postpetition rent payable, in recognition of the reduced space that the Debtor is now occupying.) -00\DOCS_SF:. FIRST OMNIBUS LEASE REJECTION MOTION Case: 0- Doc #: Filed: 0/0/00 Page of

3 0 Prior to filing this case, the Debtor negotiated settlements with a number of its landlords relating to surrendering possession of the leased premises. The Debtor believes that these settlements resulted in the termination of the underlying lease agreements. However, in an abundance of caution and to eliminate all doubt, the Debtor seeks to reject two such leases -- for the Debtor s Seattle, Washington and Washington D.C. (Rhode Island Avenue) offices -- to the extent these leases may not have been terminated pre-bankruptcy. The applicable leases are listed on Exhibit attached hereto (the Terminated Leases ). The Debtor seeks to reject the Terminated Leases, effective nunc pro tunc to the date of this Motion, to the extent the Terminated Leases still may be unexpired, for purposes of Section of the Bankruptcy Code, in order to minimize potential claims for administrative rent against the Debtor s estate. The Debtor has not occupied the spaces subject to the Terminated Leases since the Petition Date, and the Terminated Leases, to the extent still in existence, have no value to the estate. The landlords at these locations have asserted possessory lien rights against the Debtor s personal property and refused to allow the Debtor to remove its property from the space. Next, as of the Petition Date, the Debtor was a party to certain leases and subleases relating to the Debtor s offices in San Diego, California and in Singapore, and its former office in 0 Washington, D.C. (K Street). The applicable leases and subleases are listed on Exhibit attached hereto (the Non-Terminated Leases, and together with the Terminated Leases, the Leases ). The Debtor seeks to reject the Non-Terminated Leases, effective nunc pro tunc to the date of this Motion. The Debtor has not occupied the San Diego or Singapore space since the Petition Date, and the Debtor subleases the office space on K Street at an approximate monthly deficit of $,. The Debtor also seeks to abandon any personal property remaining at the premises subject to the Non- Terminated Leases back to the affected landlord. As set forth in the Benvenutti Declaration, the value of any property remaining at these offices does not exceed the cost of removal and sale and/or storage, and thus, the property is of inconsequential value and may be abandoned pursuant to Section (a) of the Bankruptcy Code. In light of the lessors assertions of possessory lien rights, the Debtor reserves all rights with respect thereto. -00\DOCS_SF:. FIRST OMNIBUS LEASE REJECTION MOTION Case: 0- Doc #: Filed: 0/0/00 Page of

4 0 The Debtor reserves the right to remove any of the leases and subleases listed on Exhibit or Exhibit attached hereto, and/or to continue the hearing on the rejection of any such leases and subleases, as may be appropriate. The current bar date for filings proofs of claim in this Chapter case is April, 00. The Debtor requests that any Order approving this Motion require that all claims for damages arising from the rejection of the leases and subleases listed on Exhibit and Exhibit be governed by such bar date. WHEREFORE, the Debtor respectfully requests that the Court grant this Motion in its entirety and enter the Order:. In substantially the same form and substance as the proposed form of order attached hereto as Exhibit ;. Authorizing the Debtor to reject the leases and subleases listed on Exhibit and Exhibit, effective nunc pro tunc to the date of this Motion;. Authorizing the Debtor to abandon to the affected landlord any and all personal property located at the premises subject to the Non-Terminated Leases listed on Exhibit ;. Requiring any damage claims arising from the rejection of the leases and subleases 0 listed on Exhibit and Exhibit hereto to be filed by April, 00, in accordance with the requirements governing the filing of proofs of claim in this case;. Providing that this Court shall retain jurisdiction with respect to all matters arising from or related to the implementation and interpretation of the Order; and. For such other and further relief as the Court may deem just and proper. Dated: January, 00-00\DOCS_SF:. By /s/ John D. Fiero John D. Fiero Kenneth H. Brown [Proposed] Attorneys for Debtor and Debtor in Possession Heller Ehrman LLP Case: 0- Doc #: Filed: 0/0/00 Page of FIRST OMNIBUS LEASE REJECTION MOTION

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6 0 Keith J. Shapiro (Pro Hac Vice Pending) Andrew Cardonick (Pro Hac Vice Pending) David W. Baddley (Pro Hac Vice Pending) GREENBERG TRAURIG, LLP West Wacker Drive, Suite 00 Chicago, IL 00 Telephone: /-00 Facsimile: /- John D. Fiero (CA Bar No. ) Kenneth H. Brown (CA Bar No. 00) 0 California Street, th Floor San Francisco, California -00 Telephone: /-000 Facsimile: /-00 jfiero@pszjlaw.com kbrown@pszjlaw.com 0 [Proposed] Attorneys for Debtor and Debtor in Possession Heller Ehrman LLP In re: Heller Ehrman LLP, UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF CALIFORNIA Debtor SAN FRANCISCO DIVISION Case No.: 0- Chapter ORDER AUTHORIZING REJECTION OF NONRESIDENTIAL REAL PROPERTY LEASES AND SUBLEASES PURSUANT TO U.S.C. (A) NUNC PRO TUNC, CONFIRMING CLAIMS BAR DATE, AND ABANDONING CERTAIN PERSONAL PROPERTY PURSUANT TO U.S.C. (A) Date: Time: Place: Judge: January, 00 [Requested] :0 p.m. [Requested] U. S. Bankruptcy Court Pine Street, nd Floor San Francisco, CA Honorable Dennis Montali -00\DOCS_SF:. Case: 0- Doc #: Filed: 0/0/00 Page of

7 0 Upon the motion (the Motion ) of the above captioned debtor and debtor-in-possession (the Debtor ) for entry of an order authorizing the Debtor to reject nonresidential real property leases and subleases pursuant to U.S.C. (a) and abandon personal property at some (but not all) of the leased locations pursuant to U.S.C. (a), all as more fully set forth in the Motion; and it appearing that the Court has jurisdiction over this matter; and it appearing that due notice of the Motion as set forth therein is sufficient under the circumstances, and that no other or further notice need be provided; and it further appearing that the relief requested in the Motion is in the best interests of the Debtor and its estate and creditors and that the property to be abandoned is burdensome to the estate or of inconsequential value and benefit to the estate; and upon all of the proceedings had before the Court; and after due deliberation and sufficient cause appearing therefor; IT IS HEREBY ORDERED that:. The Motion is GRANTED.. The leases listed on Exhibit to the Motion, to the extent any such leases constitute an unexpired lease under section of the Bankruptcy Code, are hereby rejected effective nunc pro tunc to the date of the Motion. Nothing in this Order shall be construed as a determination that the Terminated Leases are unexpired leases for purposes of Section of the Bankruptcy Code. 0. The leases and subleases listed on Exhibit to the Motion are hereby rejected effective nunc pro tunc to the date of the Motion.. The Debtor is authorized to abandon to the affected landlord, pursuant to section (a) of the Bankruptcy Code, any interest it has in the personal property located at the premises subject to the Non-Terminated Leases listed on Exhibit to the Motion only. The Debtor retains all rights, claims and causes of action with respect to the personal property located at the premises subject to the Terminated Leases listed on Exhibit to the Motion.. Any damage claims arising from the rejection of the leases and subleases listed on Exhibit and Exhibit to the Motion must be filed by April, 00, in accordance with the requirements governing the filing of proofs of claim in this case. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Motion. -00\DOCS_SF:. Case: 0- Doc #: Filed: 0/0/00 Page of

8 . This Court shall, and hereby does, retain jurisdiction with respect to all matters arising from or related to the implementation and interpretation of this Order. ** END OF ORDER ** \DOCS_SF:. Case: 0- Doc #: Filed: 0/0/00 Page of

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10 0 Keith J. Shapiro (Pro Hac Vice Pending) Andrew Cardonick (Pro Hac Vice Pending) David W. Baddley (Pro Hac Vice Pending) GREENBERG TRAURIG, LLP West Wacker Drive, Suite 00 Chicago, IL 00 Telephone: /-00 Facsimile: /- John D. Fiero (CA Bar No. ) Kenneth H. Brown (CA Bar No. 00) 0 California Street, th Floor San Francisco, California -00 Telephone: /-000 Facsimile: /-00 jfiero@pszjlaw.com kbrown@pszjlaw.com 0 [Proposed] Attorneys for Debtor and Debtor in Possession Heller Ehrman LLP In re: Heller Ehrman LLP, UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF CALIFORNIA Debtor SAN FRANCISCO DIVISION Case No.: 0- Chapter DECLARATION OF PETER J. BENVENUTTI IN SUPPORT OF FIRST OMNIBUS MOTION TO () REJECT REAL PROPERTY LEASES NUNC PRO TUNC; () ABANDON PERSONAL PROPERTY; AND () CONFIRM BAR DATE FOR REJECTION DAMAGE CLAIMS Date: Time: Place: Judge: January, 00 [Requested] :0 p.m. [Requested] U. S. Bankruptcy Court Pine Street, nd Floor San Francisco, CA Honorable Dennis Montali -00\DOCS_SF:0. Case: 0- Doc #: Filed: 0/0/00 Page of DECLARATION OF PETER J. BENVENUTTI IN SUPPORT OF FIRST OMNIBUS LEASE REJECTION MOTION

11 0 I, Peter J. Benvenutti, do hereby declare:. I am a member of the Dissolution Committee created by the Plan of Dissolution adopted as of September, 00, by Heller Ehrman LLP, formerly known as Heller Ehrman White & McAuliffe LLP, the debtor and debtor-in-possession in the above-captioned case (the Debtor ). I also am the designated responsible individual for the Debtor pursuant to B.L.R I am authorized to submit this declaration on behalf of the Debtor. I have personal knowledge of the facts set forth below, and if called to testify, I would testify competently thereto.. This declaration is provided in support of the First Omnibus Motion for ( )Authorization to Reject Nonresidential Real Property Leases and Subleases Pursuant to U.S.C. (a) Nunc Pro Tunc to Motion Filing Date;() Abandon Certain Personal Property Pursuant to U.S.C. (a); and () Confirmation of Bar Date for Affected Potential Rejection Damage Claimants (the Motion ) filed concurrently herewith and incorporated herein by reference.. On December, 00 (the Petition Date ), the Debtor filed a voluntary petition for relief under Chapter of the Bankruptcy Code. The Debtor has continued in possession of its property and is operating and managing its business as debtor-in-possession pursuant to Sections 0(a) and 0 of the Bankruptcy Code. 0. The Debtor, a year-old international law firm, is currently winding down its business and affairs following the adoption of a Plan of Dissolution by the shareholders of the Debtor s limited partners in September, 00. Although the Debtor is no longer engaged in the practice of law, there remain a substantial number of unperformed, yet necessary, tasks relating to winding down the business, maximizing the value of the Debtor s assets for the benefit of its creditors and equity interest holders, and discharging the Debtor s obligations to former clients. All of these remaining operations are taking place in a reduced space at the Debtor s San Francisco office, and the Debtor no longer occupies any of its other leased office space. (The Debtor in currently engaged in negotiations with the lessor of the San Francisco premises, to attempt to reduce the amount of post-petition rent payable, in recognition of the reduced space that the Debtor is now occupying.) -00\DOCS_SF:0. Case: 0- Doc #: Filed: 0/0/00 Page of DECLARATION OF PETER J. BENVENUTTI IN SUPPORT OF FIRST OMNIBUS LEASE REJECTION MOTION

12 0. Prior to the Petition Date, the Debtor was a party to certain lease agreements (the Terminated Leases ) relating to its offices in Seattle, Washington and in Washington D.C. (Rhode Island Avenue). The Debtor formally surrendered possession of those premises to the landlords prior to the Petition Date and the Debtor believes that the underlying lease agreements were terminated prior to this case, such that neither lease is unexpired for purposes of Section of the Bankruptcy Code. The Terminated Leases consist of the following: a. Amended and Restated Office Lease Agreement dated December, 00, as amended, between EOP-Columbia Center, LLC and Heller Ehrman White & McAuliffe LLP (the Seattle Lease ). b. Rhode Island Avenue Lease dated July, 00, between MEPT St. Matthews LLC and Heller Ehrman White & McAuliffe LLP (the DC Rhode Island Lease ).. Next, as of the Petition Date, the Debtor was a party to certain leases and subleases (the Non-Terminated Leases, and together with the Terminated Leases, the Leases ) relating to the Debtor s offices in San Diego, California and Singapore, and its former office in Washington D.C. (K Street). The Debtor entered into three subleases governing the former office in Washington 0 D.C. (K Street). The Non-Terminated Leases consist of the following: a. Office Building Lease dated April, 00, as amended, between 0 K Street Associates Limited Partnership and Heller Ehrman White & McAuliffe LLP; Office Building Storage Space Lease dated November, 00, between 0 K Street Associates Limited Partnership and Heller Ehrman White & McAuliffe LLP; Office Building Storage Space Lease dated December, 00, between 0 K Street Associates Limited Partnership and Heller Ehrman White & McAuliffe LLP (collectively, the DC K Street Lease ). b. Sublease dated March, 00, between Heller Ehrman LLP and Adfero Group, LLC (the Adfero Sublease ). -00\DOCS_SF:0. Case: 0- Doc #: Filed: 0/0/00 Page of DECLARATION OF PETER J. BENVENUTTI IN SUPPORT OF FIRST OMNIBUS LEASE REJECTION MOTION

13 0 c. Sublease dated April, 00, between Heller Ehrman LLP and Adworks, Inc. (the Adworks Sublease ). d. Sublease dated August, 00, between Heller Ehrman LLP and Schiff Hardin LLP (the Schiff Hardin Sublease ). e. Office Lease Agreement dated August, 000, as amended, between EOP- La Jolla II, LLC and Heller Ehrman White & McAuliffe LLP (the San Diego Lease ). f. Lease dated May, 00, between S. L. Development Pte. Ltd. and Heller Ehrman LLP (the Singapore Lease ).. None of the Leases are necessary in connection with the Debtor s ongoing operations, nor do the Leases have material value to the Debtor s estate. The Debtor subleases the Washington D.C. (K Street) space at a monthly deficit of approximately $,. The Debtor has not occupied the spaces subject to the Leases since the Petition Date. Therefore, I believe that the Debtor should reject the Leases to minimize any adverse impact that the Leases might otherwise have on the Debtor or its estate.. The Debtor has property remaining at the various leased locations. The landlords 0 under the Terminated Leases (i.e., Seattle and Washington D.C. (Rhode Island Avenue)) have asserted possessory lien rights against the Debtor s personal property and have refused to turn over possession of such property to the Debtor. While I believe that the personal property remaining at these locations may have value for the estate, in light of the lessors assertion of lien rights the Debtor reserves its rights with respect to such property.. On the other hand, I believe that any personal property remaining at the premises subject to the Non-Terminated Leases (i.e., Washington D.C. (K Street), San Diego and Singapore) has little to no value for the estate when compared to the cost of removing, selling and/or liquidating such property. Prior to the Petition Date, the Debtor removed its equipment from the premises subject to the San Diego Lease, for instance, but left the bulk of its furniture, which has little to no value. Any property remaining at the other locations consists primarily of office furniture and equipment that has little to no value. As such, I believe that the property remaining at these -00\DOCS_SF:0. Case: 0- Doc #: Filed: 0/0/00 Page of DECLARATION OF PETER J. BENVENUTTI IN SUPPORT OF FIRST OMNIBUS LEASE REJECTION MOTION

14 locations is burdensome to the estate and is of inconsequential value and benefit to the estate, and thus, should be abandoned to the landlord in each instance in order to avoid incurring unnecessary removal and storage charges. I declare under penalty of perjury under the laws of the United States of America that the foregoing is true and correct. Executed this th day of January, 00, at San Francisco, California. 0 By /s/ Peter J. Benvenutti 0-00\DOCS_SF:0. Case: 0- Doc #: Filed: 0/0/00 Page of DECLARATION OF PETER J. BENVENUTTI IN SUPPORT OF FIRST OMNIBUS LEASE REJECTION MOTION

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16 Lease/Location Landlord Additional Notice Parties 0 Fifth Avenue Seattle, WA Kirsten L. Hoffman Vice President and Assistant General Counsel Beacon Capital Partners, LLC 00 State Street, th Floor Boston, Massachusetts 00 Fax: --0 khoffman@beaconcapital.com Katarina Kueber Columbia Center, Sr. Property Manager CAC Real Estate Management Company, Inc. 0 Fifth Avenue, Suite 000 Seattle, WA 0 Fax: 0..0 Ri Milam Beacon Capital Partners Associate Asset Manager 0 th Ave., Suite 000 Seattle, WA 0 Jeremy B. Fletcher Beacon Capital Partners Wilshire Blvd. Suite 0 Los Angeles, CA 00 Fax: (0) - jfletcher@beaconcapital.com Matthew D. Green, Esq. Williams, Kastner & Gibbs, PLLC Two Union Square 0 Union Street, Suite 00 P.O. Box Seattle, WA - Fax: (0) - mgreen@williamkastner.com Vincent M. Coscino, Esq. Allen, Matkins, Leck, Gamble & Mallory, LLP 00 Main Street, th floor Irvine, CA Fax: () - vcoscino@allenmatkins.com EOP-Columbia Center, L.L.C. c/o Equity Office Properties Trust 0 Fifth Avenue, Suite 00 Seattle, Washington 0-0 Attention: Property Manager WA-Columbia Center, L.L.C. c/o Equity Office Management, L.L.C. 0 th Avenue, Suite 000 Seattle, Washington 0 Attn: Property Manager, Columbia Center CHI,0,v --0 Case: 0- Doc #: Filed: 0/0/00 Page of

17 Rhode Island Avenue Washington, D.C. MEPT St. Matthews LLC c/o Kennedy Associates Real Estate Counsel, Inc. Attn: Senior Vice-President Asset Management Fourth Avenue, Ste. 00 Seattle, WA Facsimile No.: (0) - MEPT St. Matthews LLC c/o Kennedy Associates Real Estate Counsel, Inc. Attn: Vice-President Asset Management Wisconsin Avenue, Ste. 0 West Bethesda, MD 0 Facsimile No.: (0) - MEPT St. Matthews LLC c/o Riggs Bank N.A. (MEPT) Attn: Patrick O. Mayberry 0 th Street, N.W. th Floor Washington, DC 000 Facsimile: (0) - EOP-Columbia Center, L.L.C. c/o Equity Office Properties Trust Two North Riverside Plaza Suite 00 Chicago, Illinois 00 Attention: Regional Counsel - Seattle Region Equity Office One Market, Spear Tower, Suite 00 San Francisco, California 0 Attn: Managing Counsel - Seattle Region Bennett Williams th Avenue, Suite 00 Seattle, WA Fax: (0) - bennetw@kennedyusa.com Adam Walsh Seyfarth Shaw LLP F Street, NW Washington, DC adam.walsh@seyfarth.com Karchem Property Management, LLC c/o Karchem Properties Inc. Attn: Daniel B. Karchem and David C. Stern Rhode Island Avenue, NW Washington, D.C. 00 Facsimile No.: (0) - 0 CHI,0,v --0 Case: 0- Doc #: Filed: 0/0/00 Page of

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19 Lease/Location Landlord/Sublessee Additional Notice Parties K Street Washington, D.C. (including leases for storage spaces S- and S-) 0 La Jolla Village Drive San Diego, CA 0 K Street Associates Limited Partnership c/o Charles E. Smith Real Estate Services L.P. Crystal Drive Arlington, VA 0 0 La Jolla Village LLC Pacifica Tower LLC 0 La Jolla Village Drive, Suite 0 San Diego, CA Attn: Property Manager Richard F. Levin, Esq. Grossberg, Yochelson, Fox & Beyda, LLP 000 L Street, N.W. Suite Washington, DC 00-0 Fax: (0) - levin@gyfb.com The Irvine Company LLC P.O. Box 0 Newport Beach, CA - 0 Attn: Vice President, Operations, Office Properties/San Diego Scott A. Lanni Vice President, Investment Management The Irvine Company Innovation Irvine, CA -00 Fax: () 0- slanni@irvinecompany.com Bess Wakeman Leasing Director The Irvine Company Towne Centre Drive, Suite 00 San Diego, California Fax: () -0 bwakeman@irvinecompany.c om Scott Diggs Leasing Director The Irvine Company 00 West Broadway Suite 00 San Diego, CA 0 Fax: () CHI,0,v --0 Case: 0- Doc #: Filed: 0/0/00 Page of

20 K Street Washington, D.C. (Adfero sublease) K Street Washington, D.C. (Adworks sublease) Singapore Adfero Group 0 Connecticut Avenue Suite 0 Washington, D.C. 00 Adfero Group K Street, NW Washington, D.C. 000 Attention: Chris Perrin Adworks, Inc. 00 Pennsylvania Avenue, NW th Floor Washington, D.C. 00 Attention: Bruce Levin Adworks, Inc. K Street, NW Washington, D.C. 000 Attention: Bruce Levin Selina Yap S. L. Development Pte Ltd Shenton Way #0- UIC Building Singapore 00 Fax: 00 selinayap@singland.com.sg sdiggs@irvinecompany.com EOP-LA JOLLA II, L.L.C., a Delaware limited liability company, as beneficiary of land trust dated April, and known as Stanley M. Stevens Trust No. 0 c/o Equity Office Properties Executive Drive, Suite 0 San Diego, California Attention: Building Manager Equity Office Properties Two North Riverside Plaza Suite 00 Chicago, Illinois 00 Attention: Regional Counsel - Pacific Region Howard Ross, Esq. Troutman Sanders LLP 0 International Drive, Suite 00 McLean, VA 0 Louis Lim K.H. Senior Manager Office Services - Singapore CB Richard Ellis (Pte) Ltd Battery Road #-0 Singapore (00) Fax: 0 CHI,0,v --0 Case: 0- Doc #: Filed: 0/0/00 Page of

21 K Street Washington, D.C. (Schiff Hardin sublease) Schiff Hardin LLP 00 Sears Tower South Wacker Drive Chicago, IL 00 Attention: Managing Partner Schiff Hardin LLP 00 Sears Tower South Wacker Drive Chicago, IL 00 Attention: Executive Director Schiff Hardin LLP K Street, NW Washington, D.C. 000 Attention: Office Manager louis.lim@cbre.com.sg CHI,0,v --0 Case: 0- Doc #: Filed: 0/0/00 Page of