THIS SUBLEASE ("Sublease"), dated and effective as of June 1, 2003 ("Effective Date"), is by and between P-
Com, Inc., a Delaware corporation ("Sublandlord"), and Procera Networks, Inc, a Delaware corporation
WHEREAS, Bryan T. D. Trust, ("Original Landlord"), and Sublandlord have entered into a lease dated May 1,
2000 ("Lease"), with regard to the premises commonly known as 3165-3175 South Winchester Boulevard,
Campbell, CA 95008 ("Premises").
WHEREAS, Lease has been subsequently amended by a First Amendment to Lease dated as of March 13,
2002 ("First Amendment"), by and between Bryan Family Partnership II, Ltd., as successor in interest to Original
Landlord ("Landlord"), and Sublandlord.
WHEREAS, the Lease has been subsequently amended by a Second Amendment to Lease dated as of May 1,
2003 ("Second Amendment"), by and between Landlord and Sublandlord. As used herein, unless the context
otherwise requires, the term "Lease" refers collectively to the Lease, the First Amendment, the Second
Amendment, and all other contractual obligations of Sublandlord to Landlord with respect to the Premises.
WHEREAS, Sublandlord and Subtenant wish to enter into this Sublease for approximately 3,200 square feet of
the Premises and to share certain common areas of the Premises (the "Sublease Premises") for a term of 6
months, as more particularly set forth below.
NOW, THEREFORE, in consideration of the mutual covenants, agreements and undertakings set forth herein,
and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the
parties hereto, intending to be legally bound, hereby agree as follows:
1. Sublease of Premises. Subject to the terms and conditions herein set forth, Sublandlord hereby subleases the
Sublease Premises to Subtenant, as set forth on the map of the Premises attached hereto as Exhibit A, to have
and to hold for a period of 6 months commencing on the Effective Date and terminating on the fi