Common use of Additional Rent Clause in Contracts

Additional Rent. Tenant shall pay as Additional Rent, Tenant's pro rata share of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.

Additional Rent. As additional rental for the entire term of this Lease, Tenant shall agrees to pay as Additional Rent, Tenant's pro to the Landlord its pro-rata share of the following items: (i) any sales operating expenses of the building, as herein defined. If this Lease commences or use tax imposed terminates on rents collected by Landlord (a day other than Citythe first or last day of a calendar year, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building additional rent payable by Tenant applicable to the extent year in which such commencement or termination occurs shall be pro-rated in accordance with the number of days during such year this Lease was in effect. Landlord shall invoice Tenant for estimated operating expenses exceed costs for each calendar year at the actual amount beginning of such calendar year, and Tenant agrees to prepay monthly, due at the same time as and together with the Base Rent above provided, one-twelfth of such estimated amount. Within a reasonable time after the end of each calendar year, Landlord will provide Tenant with an accounting showing the operating expenses for such year and Tenant's share thereof. Tenant shall have the first twelve months right, at its sole expense and at a reasonable time convenient to Landlord, no more frequently than once each year, to audit Landlord's books relevant to the additional rent due hereunder. In the event that the estimated amount paid for such year exceeds the amount due for such year based on such accounting, Landlord agrees to return such amount to the Tenant, together with said accounting. In the event that the estimate is less than the operating expenses for such calendar year, Tenant agrees to reimburse Landlord for such amount within thirty (30) days of occupancy of any portion receipt of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyabove-referenced accounting.

Additional Rent. Tenant shall Lessee agrees to pay as Additional Rentadditional rent, Tenant's without deduction or set-off of any kind except as otherwise set forth herein, Lessee’s pro rata share of all ad valorem taxes and installments of special assessments (including dues and assessments by means of deed restrictions and/or owner’s associations) lawfully levied or assessed against the following items: Building (ias hereinafter defined) of which the Leased Premises are a part and any sales and all insurance required herein or use tax imposed which is standard for similar projects (specifically including fire and casualty, commercial general liability and rent loss insurance). Said ad valorem taxes, assessments and insurance shall be prorated and paid on rents collected by Landlord (other than Cityor before the first day of every month commencing on the Commencement Date, State or Federal Income Tax)in advance, or any tax on rents in lieu as additional rent. The pro ration shall be based upon Lessor’s estimate of ad valorem taxes on taxes, assessments and insurance for the Buildingcurrent calendar year, even though laws imposing such taxes attempt to require Landlord to pay provided, that in the same; and (ii) the amount event Lessor is required under a mortgage, deed of operating expenses (as defined below) for trust, underlying lease or loan agreement covering the Building to escrow ad valorem taxes, assessments or insurance, Lessor may but shall not be obligated, to use the amount required to be escrowed as a basis for its estimate. There will be an annual accounting as to actual ad valorem taxes, assessments and insurance and appropriate payment or credits made. To the extent operating expenses exceed the actual amount Commencement Date or termination date of operating expenses for this Lease is not on the first twelve months day of occupancy the calendar year or last day of the calendar year respectively, Lessees liability for ad valorem taxes, assessments and insurance shall be subject to a pro rata adjustment based on the number of days of any portion of the Building per rentable square foot of the Building in any lease such year during which the term Term is in effect. Lessee shall have the right at its expense to contest or appeal by appropriate proceedings any value assessment rendered by applicable taxing authorities and Lessor shall cooperate to the extent reasonably necessary in such contest or appeal. To the extent the Leased Premises are part of this Lease; provideda multi-occupancy building, however, an amount equal to $1.25 per rentable square foot Lessee shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than pay a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's such ad valorem taxes, assessments and insurance, such pro rata share to be equal to the product obtained by multiplying the total of such real property taxes assessments and insurance by a fraction, the numerator of which shall be the number of square feet of floor area of the items to Leased Premises and the denominator of which shall be billed to all tenants the number of square feet of floor area in the Building as Additional Rent shall be determined by calculating of which the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on Leased Premises are a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancypart.

Additional Rent. 3.1 Tenant shall be responsible to pay as Additional RentRent hereunder all taxes, costs, charges, maintenance, and operational expenses associated with the Demised Premises together with all interest and penalties that may accrue thereon in the event of the Tenant's pro rata share ’s failure to pay such amounts, and all damages, costs and expenses which the Landlord may incur by reason of any default of the Tenant or failure on the Tenant’s part to comply with the terms of this Lease, except those specifically allocated to Landlord under Article 5 of this Lease. Therefore, and without limitation, commencing at the Effective Date, Tenant shall continue to pay to Landlord One Hundred percent (100%) of the total costs of the following items, herein called “Additional Rent”: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem A. All real estate taxes on the Buildingland, even though laws imposing such as more fully described on Schedule “B” attached hereto and made a part hereof (the “Land”), site improvements and the Building comprising the Demised Premises. Said real estate taxes attempt shall include all real estate taxes and assessments that are levied upon and/or assessed against the Demised Premises, including any taxes which may be levied on rents, except that as to require assessments, Landlord shall elect to pay same over the same; and (ii) longest period permitted by law and only the amount of operating expenses (as defined below) current year’s installment, including interest, shall be added into Tenant’s calculation. In addition, Tenant shall reimburse Landlord for the Building Landlord’s reasonable costs incurred in appealing taxes and/or assessments on Demised Premises, including reasonable legal fees, expert witness fees and other proper costs but Tenant will not be liable to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy pay a reimbursement in excess of any portion actual tax savings resulting from such an appeal. If any such appeal is successful, any recovery net of such expenses shall be credited (proportionately) to Tenant’s obligation hereunder. Except during the final three (3) years of the Building per rentable square foot of then Term, Tenant shall have the Building right to appeal tax assessments on the Demised Premises at Tenant’s sole cost and expense; and if any such tax appeal is unsuccessful or if it results in any lease year an increase in real estate taxes, Tenant shall bear all such costs, attorneys fees and tax increases during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the LeaseTerm. Notwithstanding the foregoing, the increased cost foregoing taxes shall specifically exclude income taxes assessed against the Landlord, franchise taxes, estate taxes, sales taxes, corporate income taxes, capital stock taxes, employment benefit taxes, social security taxes, worker’s compensation taxes, capital levy, succession, inheritance, or transfer taxes payable by the Landlord, corporate franchises, capital stock, loans and bonus taxes imposed upon any owner of the Land, any late fees, penalties or interest with respect to the payment of any such taxes, and any income, profits or revenue tax. Landlord hereby agrees to pay all such taxes so as to include and obtain any applicable discount for early payment. B. All premiums and deductible costs paid by Landlord for the Demised Premises only associated with Insurance (as described in Articles 11.3 and 11.4 below). C. All costs incurred by Landlord pursuant to this Lease to maintain, repair and replace exterior walls, structural steel, foundations, roof, landscaped areas, parking and loading areas including driveways, sidewalks and curbs (including snow and ice removal from parking and exterior loading areas and sidewalks) and site drainage facilities and other areas within the Land which are not the responsibility of Tenant to maintain, repair and replace under this Lease. There shall also be included any parking charges, utilities surcharges, COAH development fees or any other costs levied, assessed or imposed by, or at the direction of, or resulting from statutes or regulations, or interpretations thereof, promulgated by any governmental authority in connection with the expansion, renovation, use or occupancy of the Demised Premises or the Parking Lot by or on behalf of Tenant (as defined in Article 43 below) from and after the Effective Date. Any and all such replacement costs shall be amortized over the useful economic life of such improvements. D. On or about the Effective Date, Landlord shall submit to Tenant for operating expenses (exclusive a statement of the costs anticipated monthly Additional Rent for utilities the period between the Effective Date, and the following December 31, and Tenant shall pay this Additional Rent on a monthly basis concurrently with the payment of the Fixed Rent. Tenant shall continue to make said monthly payments until notified by Landlord of a change thereof. By March 1 of each calendar year (commencing in 2010), Landlord shall use its best efforts to give Tenant a statement showing the total Additional Rent for the Demised Premises for the prior calendar year (an “Operating Expense Statement”). Landlord shall also submit to Tenant by separate invoice not less often than annually a statement documenting any unanticipated charges relating to the repair of the common driveway area shared with ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇, and the charges relating to the Private Communications Ductbank (described in Section 32.2 below), and Tenant shall pay its proportionate share thereof within thirty (30) days after presentation thereof. E. In the event the total of the monthly payments which cost Tenant has made for the prior calendar year be less than the Tenant’s actual share of such Additional Rent, then Tenant shall pay the difference in a lump sum within thirty (30) days after receipt of such statement from Landlord and shall concurrently pay the difference between the total previous monthly payments made in the then calendar year and the total of monthly payments calculated as Additional Rent based on the prior year’s experience. Any overpayment by Tenant shall be credited towards the Fixed Rent and/or Additional Rent next coming due. The actual Additional Rent for the prior year shall be used for purposes of calculating the anticipated monthly Additional Rent for the then current year with actual determination of such Additional Rent after each calendar year as above provided. Even though the term has expired and Tenant has vacated the Demised Premises, when the final determination is not cappedmade of Tenant’s share of said Additional Rent for the year in which this Lease terminates, Tenant shall pay any increase due over the estimated Additional Rent previously paid within thirty (30) days after demand, and, conversely, any overpayment made shall be immediately rebated by Landlord to Tenant within thirty (30) days after such notice to Tenant, and this provision shall survive termination for said purpose. Failure of Landlord to submit Operating Expense Statements to Tenant as called for herein within six (6) months after the end of any applicable lease year or one (1) year from the expiration of the Initial Term, or any renewal term, as the case may be, shall be deemed to be a waiver of Tenant’s requirement to pay sums as herein provided. In addition, Tenant shall not exceed per rentable square foot be responsible or liable for the payment of the Premises, any amount which should have been included in any an Operating Expense Statement as Additional Rent for a particular calendar year that was not so included. The term “lease year” as used throughout this Lease shall mean: (a) as to the period from January 1, an amount greater than 2009 through September 30, 2015, a five percent increase over the amount paid the previous lease year per rentable square foot calendar year, i.e. January 1 to December 31 of the Premises. Tenant's pro rata share of the items set forth in subparagraph each calendar year; and (b) above shall be calculated by dividing as to the rentable square footage period from October 1, 2015 through the balance of the Premises by the rentable square footage Initial Term and through each of the Building. Tenant's pro rata share renewal option terms, if exercised, a period from October 1 to September 30 of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyfollowing calendar year.

Additional Rent. Tenant 5.01 All charges payable by Lessee other than Base Monthly Rent are called "Additional Rent." Unless this Lease provides otherwise, Additional Rent shall pay be paid with the next monthly installment of Base Monthly Rent. As used herein, the term "Rent" means Base Monthly Rent and Additional Rent, and the phrase "Lessee's Proportionate Share" means 70% (which reflects Lessee's portion of the gross leasable area of the Project). 5.02 Lessee shall pay, as Additional Rent, Tenant's pro rata share of all excise, privilege, sales, rental or transaction privilege taxes levied or assessed by any governmental authority against, on account of, allocable to or measured by any or all amounts payable hereunder by Lessee or the following items:receipt thereof by Lessor (except state or federal income taxes levied or assessed against Lessor). (i) any sales or use tax imposed on rents collected 5.03 Operating Costs" are all costs and expenses incurred by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year Lessor during the term of this LeaseLease in connection with owning, operating, maintaining, managing, repairing and insuring the Project including, but not limited to, the following: all management fees; providedthe cost of all supplies, howevermaterials, an amount equal labor, equipment, and utilities (including but not limited to, water, electricity, gas, lighting, sewer, and waste disposal) used in or related to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year operation, maintenance and repair of the Lease. Notwithstanding Common Areas; all amounts payable to any owners' association under any covenants, conditions or restrictions applicable to the foregoing, Project; all real estate tax consulting fees; all fees for licenses or permits related to the increased cost to Tenant for operating expenses (exclusive ownership or operation of the Project; all premiums and costs for utilities of liability, casualty, property and other insurance related to the Project; all costs of patching, overlaying, sealing and restriping roadways, driveways and parking areas; all costs of preventative maintenance of all building roofs and 70% annually of the replacement cost of the building roof; maintenance and repair costs related to building exteriors including painting; amortization (along with reasonable financing charges) of capital improvements made to the Common Areas which cost is not capped) may be required by any government authority or which will improve the operating efficiency of the Project. Except as specified above, Operating Costs shall not exceed per rentable square foot include costs relating to structural repairs, or the maintenance or repair of the Premises, in any lease year, an amount greater interior space other than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage Operating Costs will not include depreciation of the Premises by the rentable square footage nor any overhead, or general and administrative charges of the Building. TenantLessor or its employees. 5.04 Lessee's pro rata share of the items total "Additional Rent" costs for this project are currently estimated to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building $100 for Additional RentManagement Fees, $1,100 for Property Taxes, and multiplying this amount by Tenant's pro rata share$192.40 for Property Dues. Ad valorem taxes included These amounts may be adjusted up or down depending on the actual incurred expenses as operating expenses shall be included on a fully assessed basis, outlined in section 5.02 & 5.03. 5.05 Lessee is responsible for interior janitorial cleaning and operating expenses shall be grossed up to reflect 100 percent occupancyutilities for their suite.

Additional Rent. Tenant shall Lessee agrees to pay as Additional Rentadditional rent, Tenantwithout deduction or set-off of any kind except as otherwise set forth herein, Lessee's pro rata share of all ad valorem taxes and installments of special assessments (including dues and assessments by means of deed restrictions and/or owner's associations) lawfully levied or assessed against the following items: Building (ias hereinafter defined) of which the Leased Premises are a part and any sales and all insurance required herein or use tax imposed which is standard for similar projects (specifically including fire and casualty, commercial general liability and rent loss insurance). Said ad valorem taxes, assessments and insurance shall be prorated and paid on rents collected by Landlord (other than Cityor before the first day of every month commencing on the Commencement Date, State or Federal Income Tax)in advance, or any tax on rents in lieu as additional rent. The proration shall be based upon Lessor's estimate of ad valorem taxes on taxes, assessments and insurance for the Buildingcurrent calendar year, even though laws imposing such taxes attempt to require Landlord to pay provided, that in the same; and (ii) the amount event Lessor is required under a mortgage, deed of operating expenses (as defined below) for trust, underlying lease or loan agreement covering the Building to escrow ad valorem taxes, assessments or insurance, Lessor may but shall not be obligated, to use the amount required to be escrowed as a basis for its estimate. There will be an annual accounting as to actual ad valorem taxes, assessments and insurance and appropriate payment or credits made. To the extent operating expenses exceed the actual amount Commencement Date or Termination Date of operating expenses for the Lease is not on the first twelve months day of occupancy the calendar year or last day of the calendar year respectively, Lessee's liability for ad valorem taxes, assessments and insurance shall be subject to a pro rata adjustment based on the number of days of any portion of the Building per rentable square foot of the Building in any lease such year during which the term Term is in effect. Lessee shall have the right at its expense to contest or appeal by appropriate proceedings any value assessment rendered by applicable taxing authorities and Lessor shall cooperate to the extent reasonably necessary in such contest or appeal. To the extent the Leased Premises are part of this Lease; provideda multi-occupancy building, however, an amount equal to $1.25 per rentable square foot Lessee shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than pay a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's such ad valorem taxes, assessments and insurance, such pro rata share to be equal to the product obtained by multiplying the total of such real property taxes assessments and insurance by a fraction, the numerator of which shall be the number of square feet of floor area of the items to Leased Premises and the denominator of which shall be billed to all tenants the number of square feet of floor area in the Building as Additional Rent shall be determined by calculating of which the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on Leased Premises are a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancypart.

Additional Rent. In addition to Tenant’s payment of the Triple Net Expenses related to the Premises, as designated in Section 1.5 of the Summary, Tenant shall pay as Additional RentRent to Landlord the following: Real Property Taxes and Assessments (as hereinafter defined), Tenant's pro rata share all operating expenses of any kind or nature which are necessary, ordinary or customarily incurred in connection with the operation, maintenance or repair of the following items: (i) any sales or use tax imposed on rents collected Premises, including but not limited to Landlord’s cost of insurance, utilities and maintenance service for the Premises, as determined by Landlord (other than Citycollectively, State or Federal Income Taxthe “Operating Expenses”), or any tax on rents in lieu and the costs of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require property management fee paid by Landlord to pay the same; and property manager in an amount not to exceed three percent (ii3%) of Rent (including Monthly Basic Rent and Additional Rent, but excluding the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion cost of the Building per rentable square foot of property management fee itself) (the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease“Management Fee”). Notwithstanding the foregoing, the increased cost Management Fee shall include only 1.5% of real property taxes and assessments, rather than the full 3%, as provided above. During the Term of this Lease, Tenant shall pay (i) the Management Fee and Operating Expenses, as reasonably estimated by Landlord, in monthly installments, in the amount of Landlord’s estimate, in advance on the first day of each and every calendar month, without demand, notice, deduction or offset, and together with the Monthly Basic Rent; and (ii) the Real Property Taxes and Assessments within ten (10) days after delivery of an invoice by Landlord. Landlord shall endeavor to furnish to Tenant for operating expenses (exclusive within a reasonable period after the end of the costs for utilities which Term, a statement (a “Reconciliation Statement”) indicating in reasonable detail the actual cost is not capped) shall not exceed per rentable square foot of the PremisesOperating Expenses, in the Management Fee and any lease year, an amount greater than a five percent increase over additional Real Property Taxes and Assessments attributable to the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional RentTerm, and multiplying this amount the parties shall, within thirty (30) days thereafter, make any payment or allowance necessary to adjust Tenant’s estimated payments to the actual cost thereof, as indicated by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancysuch Reconciliation Statement.

Additional Rent. Tenant shall Lessee agrees to pay as Additional Rentadditional rent, Tenant's pro rata share without deduction or set-off of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than Citykind except as otherwise set forth herein, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses Lessee’s Pro Rata Share (as defined below) of all ad valorem taxes and installments of special assessments (including dues and assessments by means of deed restrictions and/or owner’s associations) lawfully levied or assessed against the Building (as hereinafter defined) of which the Leased Premises are a part and any and all insurance required herein or which is standard for similar projects (specifically including fire and casualty, commercial general liability and rent loss insurance). Said ad valorem taxes, assessments and insurance shall be prorated and paid on or before the first day of every month commencing on the Commencement Date, in advance, as additional rent. The pro ration shall be based upon Lessor’s estimate of ad valorem taxes, assessments and insurance for the current calendar year, provided, that in the event Lessor is required under a mortgage, deed of trust, underlying lease or loan agreement covering the Building to escrow ad valorem taxes, assessments or insurance, Lessor may but shall not be obligated, to use the amount required to be escrowed as a basis for its estimate. There will be an annual accounting as to actual ad valorem taxes, assessments and insurance and appropriate payment or credits made. To the extent operating expenses exceed the actual amount Commencement Date or termination date of operating expenses for this Lease is not on the first twelve months day of occupancy the calendar year or last day of the calendar year respectively, Lessees liability for ad valorem taxes, assessments and insurance shall be subject to a pro rata adjustment based on the number of days of any portion such year during which the Term is in effect, Lessee shall have the right at its expense to contest or appeal by appropriate proceedings any value assessment rendered by applicable taxing authorities and Lessor shall cooperate to the extent reasonably necessary in such contest or appeal. To the extent the Leased Premises are part of a multi-occupancy building, Lessee shall pay Lessee’s Pro Rata Share of such ad valorem taxes, assessments and insurance. Lessee’s Pro Rata Share will be a fraction, the numerator of which shall be the number of rentable square feet of floor area of the Building per Leased Premises and the denominator of which shall be the number of rentable square foot feet of floor area in the Building in any lease year during of which the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than Leased Premises are a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancypart.

Additional Rent. Prior to the commencement of each Lease Year --------------- (except the Base Services Year) during the term hereof, Landlord shall furnish Tenant a written statement of the Estimated Costs Allocable to the Premises for such Lease Year and a calculation of the portion of Estimated Costs Allocable to the Premises payable by Tenant as Additional Rent in accordance with this Section. In advance of or before the first day of each month during the term hereof commencing on the first day of the first Lease Year following the Base Services Year, Tenant shall pay as Additional Rent, Tenant's pro rata share Rent for each month during each such Lease Year: one-twelfth (1/12th) of the following items: (i) any sales or use tax imposed on rents collected amount, if any, by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on which the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building Estimated Costs Allocable to the extent operating expenses Premises exceed the actual amount of operating expenses Base Amount. If at any time or times during any such Lease Year, it appears to Landlord that the Estimated Costs Allocable to the Premises will vary from Landlord's estimate by more than five percent (5%) on an annualized basis, Landlord may, by written notice to Tenant, reasonably revise its estimate for such Lease Year and the first twelve months of occupancy of any portion of the Building per rentable square foot of Estimated Costs Allocable to the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot Premises payable by Tenant as Additional Rent as provided herein for such Lease Year shall be used as the expense stop for the Tenant for utilities for the first lease year of the Leaseaccordingly adjusted based on such revised estimate. Notwithstanding the foregoing, Landlord hereby abates and forgives the increased cost payment of Additional Rent pursuant to Tenant for operating expenses this ARTICLE 9 during the first twelve (exclusive 12) months of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyLease Term.

Additional Rent. (a) Tenant shall pay and discharge, as additional rent (collectively, "Additional Rent, Tenant's pro rata share of the following items:"): (i) except as otherwise specifically provided herein, all costs and expenses of Tenant, Landlord and any sales other Persons specifically referenced herein which are incurred in connection or use tax imposed on rents collected associated with (A) the ownership, use, non-use, occupancy, monitoring, possession, operation, condition, design, construction, maintenance, alteration, repair or restoration of any of the Leased Premises, (B) the performance of any of Tenant's obligations under this Lease, (C) any sale or other transfer of any of the Leased Premises to Tenant under this Lease, including costs and expenses incurred in connection with the payment of a Prepayment Premium, (D) any Condemnation proceedings, (E) the adjustment, settlement or compromise of any insurance claims involving or arising from any of the Leased Premises, (F) the exercise or enforcement by Landlord, its successors and assigns, of any of its rights under this Lease, (G) any amendment to or modification or termination of this Lease made at the request of Tenant, (H) Costs of Landlord incurred in connection with the preparation, negotiation and execution of this Lease, or incurred in connection with any act undertaken by Landlord (other than City, State or Federal Income Tax)its counsel) at the request of Tenant, or incurred in connection with any tax act of Landlord performed on rents behalf of Tenant, (I) the reasonable Costs of Landlord incurred in lieu connection with any act undertaken by Landlord at the request of ad valorem taxes on Tenant or Tenant's failure to act promptly in an emergency situation, (J) an administrative fee of $5,000 (the Building"Administrative Fee") to defer the internal costs of Landlord with respect to each applicable Related Premises in connection with Tenant's exercise of its rights under Paragraphs 36 or 37 hereof; provided that (x) the total amount of Administrative Fees payable in any Lease Year shall not exceed $150,000 in the aggregate for the Leased Premises, even though laws imposing and (y) no Administrative Fee shall be payable in connection with any exercise by Tenant of its right under Paragraphs 36 or 37 hereof if the Administrative Fee is paid by UHS under the UHS Lease in connection with such taxes attempt transaction and (L) any other items specifically required to require Landlord to pay the same; andbe paid by Tenant under this Lease; (ii) after the date all or any portion of any installment of Basic Rent is due and not paid by the applicable Basic Rent Payment Date, an amount (the "Late Charge") equal to the lesser of (x) $15,000 and (y) five percent (5%) of the amount of operating expenses (such unpaid installment or portion thereof to reimburse Landlord for its cost and inconvenience incurred as defined below) for the Building to the extent operating expenses exceed the actual amount a result of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this LeaseTenant's delinquency; provided, however, an amount that with respect to the first late payment of all or any portion of any installment of Basic Rent in any Lease Year, the Late Charge shall not be due and payable unless the Basic Rent has not been paid within five (5) days' following the due date thereof. To the extent the Tenant has timely deposited funds sufficient to pay Basic Rent then due hereunder into a lockbox established for the benefit of Landlord and/or Lender, the failure or delay of the transfer of such funds to Landlord shall not entitle Landlord to a Late Charge or to declare a default hereunder; (iii) to the extent in excess of amounts collected by Landlord under item (iv) below, a sum equal to $1.25 per rentable square foot shall be used as any additional sums (excluding the expense stop for the Tenant for utilities for the first lease year repayment of principal under a Loan but including any late charge in excess of the Lease. Notwithstanding the foregoing, the increased cost to Tenant amount payable under clause (ii) above for operating expenses (exclusive that portion of the costs Basic Rent paid to the Lender as scheduled installments of principal and interest, default penalties, interest in excess of amounts payable under clause (iv) below for utilities which cost is not capped) shall not exceed per rentable square foot that portion of the PremisesBasic Rent paid to the Lender as scheduled installments of principal and interest, in and fees of Lender's counsel) which are payable by Landlord to any lease year, Lender under any Note by reason of Tenant's late payment or non-payment of Basic Rent or by reason of an amount greater than a five Event of Default; and (iv) interest at the rate (the "Default Rate") of four percent increase (4%) over the amount Prime Rate per annum on the following sums until paid in full: (A) any and all installments of Basic Rent and/or any amounts of Additional Rent (other than as described in clause (B) herein below) not paid prior to the previous lease year per rentable square foot expiration of any applicable notice and cure period, (B) all overdue amounts of Additional Rent relating to obligations which Landlord shall have paid on behalf of Tenant, from the Premises. Tenant's pro rata share date of the items set forth in subparagraph payment thereof by Landlord. (b) above Tenant shall pay and discharge (i) any Additional Rent referred to in Paragraph 7(a)(i) when the same shall become due, provided that amounts which are billed to Landlord or any third party, but not to Tenant, shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenantpaid within thirty (30) days after Landlord's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building demand for payment thereof, and (ii) any other Additional Rent, within thirty (30) days after Landlord's demand for payment thereof. (c) In no event shall amounts payable under Paragraph 7(a)(ii), (iii) and multiplying (iv) or elsewhere in this Lease exceed the maximum amount permitted by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyapplicable Law.

Additional Rent. Effective April 1, 2006 but commencing January 1, 2007, and in each calendar year thereafter during the Term, Tenant shall pay as Additional Rentin advance on a monthly basis to Landlord, Tenant's pro rata share ’s Share of the following items: (i) any sales “Recognized Expenses”, without deduction, counterclaim or use tax imposed on rents collected by Landlord (other than Citysetoff, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses such Recognized Expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building Recognized Expenses in any lease calendar year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot 2006 (“Base Year”). Tenant’s Share shall be used as 46.77% which is the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be percentage calculated by dividing the rentable total square footage of the Premises by into the rentable total square footage of the BuildingBuilding which is 51,388. Tenant's pro rata share Recognized Expenses are (i) all reasonable operating costs and expenses related to the maintenance, operation and repair of the items Project incurred by Landlord, including but not limited to be billed management fee not to all tenants exceed five (5%) percent of the Building as Additional Rent Rent; common area electric; and capital expenditures and capital repairs and replacements shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses solely to the extent of the amortized costs of same over the useful life of the improvement in accordance with generally accepted accounting principles such useful life not to exceed ten (10) years; (ii) all insurance premiums payable by Landlord for insurance with respect to the Project and (iii) Taxes payable on the Project. Each of the Recognized Expenses shall for all purposes be treated and considered as Additional Rent. Tenant shall pay, in monthly installments in advance, on account of Tenant’s Share of Recognized Expenses, the estimated amount of the increase of such Recognized Expenses for such year in excess of the Base Year as determined by Landlord in its reasonable discretion. Prior to the end of the calendar year in which the Lease commences and thereafter for each successive calendar year (each, a “Lease Year”), or part thereof, Landlord shall send to Tenant a statement of projected increases in Recognized Expenses in excess of the Base Year and shall indicate what Tenant’s Share of Recognized Expenses shall be. The Base Year shall be adjusted to exclude from the Base Year “extraordinary items” incurred in such calendar year. For purposes or this subparagraph, extraordinary items shall mean either (X) cost increases over the prior calendar year of eleven and one quarter percent (11.25%) or more, or (Y) items which increase Landlord’s total expenses and such items have not been included in the determination of expenses by the Landlord (or the Landlord’s predecessor in interest) for the prior three years of operating the Building. As soon as administratively available, Landlord shall send to Tenant a statement of actual for Recognized Expenses for the prior Lease Year showing the Share due from Tenant. In the event the amount prepaid by Tenant exceeds the amount that was actually due then Landlord shall issue a credit to Tenant in an amount equal to the over charge, which credit Tenant may apply to future payments on a account of Recognized Expenses until Tenant has been fully assessed basiscredited with the over charge. If the credit due to Tenant is more than the aggregate total of future rental payments, and operating expenses Landlord shall pay to Tenant the difference between the credit in such aggregate total. In the event Landlord has undercharged Tenant, then Landlord shall send Tenant an invoice with the additional amount due, which amount shall be grossed up paid in full by Tenant within thirty (30) days of receipt. Tenant shall have the right, at its sole cost and expense, within ninety (90) days from receipt of Landlord’s statement of Recognized Expenses, to reflect 100 audit or have its appointed accountant audit Landlord’s records related to Recognized Expenses and Taxes provided that any such audit may not occur more frequently than once each calendar year nor apply to any year prior to the year of the statement being reviewed. In the event Tenant’s audit discloses any discrepancy, Landlord and Tenant shall use their best efforts to resolve the dispute and make an appropriate adjustment, failing which, they shall submit any such dispute to arbitration pursuant to the rules and under the jurisdiction of the American Arbitration Association in Philadelphia, Pennsylvania. The decision rendered in such arbitration shall be final, binding and non-appealable. The expenses of arbitration, other than individual legal and accounting expenses which shall be the respective parties’ responsibility, shall be divided equally between the parties. In the event, by agreement or as a result of an arbitration decision, it is determined that the actual Recognized Expenses and Taxes exceeded those claimed by the Landlord by more than six percent occupancy.(6%), the actual, reasonable hourly costs to Tenant of Tenant’s audit (including legal and accounting costs) shall be reimbursed by Landlord. In the event Tenant utilizes a contingent fee auditor and Landlord is responsible for the payment of such auditor, Landlord shall only pay the reasonable hourly fee of such auditor

Additional Rent. (a) Commencing on the Commencement Date, and in each calendar year thereafter during the Term, Tenant shall pay as Additional Rentin advance on a monthly basis to Landlord, Tenant's pro rata share ’s Share of the following items: (i) any sales “Recognized Expenses”, without deduction, counterclaim or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premisessetoff. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing ’s Share is 2.38%, which Share may increase or decrease as the rentable square footage of the Premises by Building increases or decreases. Recognized Expenses are (i) all reasonable operating costs and expenses related to the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants maintenance, operation and repair of the Building as Additional Rent incurred by Landlord, including but not limited to management fee not to exceed five (5%) percent of Rent; common area electric; and capital expenditures and capital repairs and replacements shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses solely to the extent of the amortized costs of same over the useful life of the improvement in accordance with generally accepted accounting principles such useful life not to exceed five (5) years; (ii) all insurance premiums payable by Landlord for insurance with respect to the Building and (iii) Taxes payable on the Building. “Taxes” shall be defined as all taxes, assessments and other governmental charges, including special assessments for public improvements or traffic districts which are levied or assessed against the Building during the Term or, if levied or assessed prior to the Term, which properly are allocable to the Term, and real estate tax appeal expenditures incurred by Landlord to the extent of any reduction resulting thereby. Nothing herein contained shall be construed to include as Taxes: (A) any inheritance, estate, succession, transfer, gift, franchise, corporation, net income or profit tax or capital levy that is or may be imposed upon Landlord or (B) any transfer tax or recording charge resulting from a transfer of the Building; provided, however, that if at any time during the Term the method of taxation prevailing at the commencement of the Term shall be altered so that in lieu of or as a substitute for the whole or any part of the taxes now levied, assessed or imposed on real estate as such there shall be levied, assessed or imposed (i) a tax on the rents received from such real estate, or (ii) a license fee measured by the rents receivable by Landlord from the Premises or any portion thereof, or (iii) a tax or license fee imposed upon Premises or any portion thereof, then the same shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyin the computation of Taxes hereunder.

Additional Rent. (a) Landlord shall pay all real estate taxes, assessments and other governmental levies against the Complex (hereinafter referred to as "Real Estate Taxes") except as hereinafter provided. Commencing with the first calendar year following the year 2000 (2000 being hereinafter referred to as the "Base Year"), if the amount of the real estate taxes levied or assessed against the Complex shall exceed the real estate taxes assessed in the Base Year, Tenant shall pay as Additional Rentadditional rent that portion of such excess which is equal to the product obtained by multiplying said excess by a fraction, Tenant's pro rata share the numerator of which shall be the following items:number of Square Feet in the demised premises and the denominator of which shall be the number of square feet leasable in the Buildings included in the tax listing. (ib) any sales or use tax imposed Landlord shall pay the premium required to maintain a satisfactory fire policy, with extended coverage endorsement, on rents collected the Complex which includes the Premises as required by Landlord Article 26. Commencing in the first calendar year of this Lease Agreement after the calendar year 2000 (other than City, State or Federal Income Tax2000 hereinafter referred to as the "Base Year"), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) if the amount of operating expenses (as defined below) the annual premium for such coverage shall exceed the annual premium for the Building Base Year, Tenant shall pay as additional rent that portion of such excess which is equal to the extent operating expenses exceed product obtained by multiplying said excess by a fraction, the actual amount numerator of operating expenses for which shall be the first twelve months number of occupancy Square Feet in the Premises leased to Tenant and the denominator of which shall be the number of square feet leasable in the Complex covered by the policy that includes the Premises leased to Tenant. (c) In any portion calendar year that the tenancy of the Building per rentable square foot of Tenant is for less than the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoingfull calendar year, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not cappedadditional rent due under Article 5.2(a) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph and or (b) above hereof shall be calculated by dividing adjusted and prorated so that the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of said sum shall bear the items same percentage that the period less than the full calendar year bears to be billed to all tenants of the Building as Additional Rent full calendar year. (d) Such additional rent due under Article 5.2(a) and or (b) shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, due and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included payable immediately on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancydemand.

Additional Rent. Tenant shall pay as Additional Rent, Tenant's pro rata share of the following items: (i1) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building Subject to the extent operating expenses exceed the actual amount other provisions of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term this Section 601(B) and (D) and Section 605(B) of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop in consideration for the Tenant for utilities for Authority’s operations and maintenance obligations under this Lease with respect to the first lease year Facilities, including providing Utilities and performance of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items those obligations set forth in subparagraph Articles X and XI of this Lease, Tenant will pay the Authority monthly additional rent (b“Additional Rent”), in arrears, on or before the fifteenth (15th) above shall day of each calendar month for the prior calendar month. Subject to Section 601(B)(2-6) below, the Additional Rent that is assessed by the Authority for a particular calendar month will be calculated by dividing solely on basis of the rentable square footage of the Leased Premises that was Occupied by Tenant during that calendar month. The annual Additional Rent rate for the Leased Premises during the Term will be Six Dollars and 20/100 ($6.20) per square foot. (2) Within one hundred twenty (120) days after the end of each calendar year during the Term, the Authority shall provide Tenant with a statement showing the actual costs and expenses incurred by the rentable square footage Authority in owning, operating, insuring, maintaining, repairing, and replacing the Land, the Facilities, the Facilities Systems and the Equipment (the “Actual Facilities Costs and Expenses”), and, to the extent reasonably requested by Tenant, will provide Tenant with supporting data therefor. The annual calculation of the Building. Tenant's pro rata share Actual Facilities Costs and Expenses will be calculated utilizing GAAP accrual basis financial statements of the items to be billed to all tenants Authority including amortization of any capital expenditure that brings about operating expense savings. In the event that the Actual Facilities Costs and Expenses of the Building as Additional Rent total Facilities, for that calendar year, are less than Seven Million Dollars ($7,000,000.00), Tenant shall be determined entitled to a credit from the Authority against future Rental that would otherwise be payable by calculating Tenant under this Lease, which credit shall be in an amount calculated and applied as follows: (a) The amount by which the Actual Facilities Costs and Expenses of the total amount to Facilities is less than Seven Million Dollars ($7,000,000.00) shall be billed tenants divided by the total number of square feet of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses Facility (the “Savings Per Square Foot”). (b) The Savings Per Square Foot shall be included on a fully assessed basis, and operating expenses multiplied times eighty five percent (85%) (the “Tenant’s Share of Savings”). (c) The Tenant’s Share of Savings shall be grossed up applied evenly to reflect 100 percent occupancy.each monthly Rentals payment due over the remainder of the calendar year. (i.

Additional Rent. Tenant All charges payable by Lessee other than Rent are called "Additional Rent" shall be paid with the next monthly installment of Rent. The term "rent" shall mean Rent and Additional Rent. The Lessee shall pay as Additional Rentannually that portion of any increase in real estate taxes, Tenant's pro rata share of property and casualty insurance and maintenance fees for the following items: (i) any sales or use tax imposed Property and building on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on which the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) Leased Premises is a part over the amount of operating expenses (as defined below) such amounts assessed against the land and the building for the Building calendar year 1966 which the total number of square feet of floor space in the Leased Premises compared to the extent operating expenses exceed total number of square feet of the actual amount floor space in the entire building. The Lessor shall furnish the Lessee with a property authenticated statement of operating the real estate taxes, property and casualty insurance and maintenance fees for the calendar year 1996 and with a receipted bill ▇▇▇ the aforesaid expenses for any subsequent year in which an increased amount has been paid. Any annual increase in the first twelve months maintenance fees shall be limited to the annual percentage increase in the cost of occupancy living index for January of each year. The Lessor shall notify the Lessee of the total increase in real estate taxes on or before November 15 of each year and the Lessor shall notify the Lessee of any portion other increases within fifteen (15) days of the Building per rentable square foot effective date of the Building required increase. Any annual increase in the real estate taxes, property and casualty insurance and maintenance fees shall be paid in four equal quarterly payments commencing within fifteen (15) days after written notice thereof by Lessor. Lessor agrees that Lessee shall have the right at Lessee's sole cost and expense to contest the legality or validity of any lease year during the term of taxes or assessments or other public charges which are to be paid by Lessee by Lessee pursuant to this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as and in the expense stop for event of any such contest the Tenant for utilities for failure on the first lease year part of the Lease. Notwithstanding Lessee to pay any such tax, assessment or other charge prior to the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) aforesaid date thereof shall not exceed per rentable square foot constitute a default hereunder. Lessor further agrees at the request of Lessee to execute or to join in the Premisesexecution of any instrument or document necessary in connection with any such contest, but at no expense to Lessor. However, by virtue of any such contest made by Lessee, Lessee agrees in no way to permit any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items lien to be billed filed against the property for any delinquency and agrees to all tenants of properly bond the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancysame if any lien is filed.

Additional Rent. Tenant (1) Lessee shall pay Lessor as “Additional Rent” for each calendar year or portion thereof during the Term Lessee’s Share of the amount (if any) by which Operating Costs for the period exceed Base Operating Costs. Lessee agrees that any Operating Costs that accrue or are incurred during the Term of this Lease may be included in the calculation of Additional Rent, Tenant's pro rata share of the following items:notwithstanding that such Operating Costs may be payable by Lessor in arrears. (i2) any sales or use tax imposed on rents collected by Landlord Within ninety (other than City90) days after the end of each calendar year following the Base Year, State or Federal Income Tax), or any tax on rents Lessor shall furnish Lessee a written statement showing in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) reasonable detail Lessor’s Operating Costs for the Building to preceding calendar year and the extent operating expenses exceed Base Year, and showing the actual amount of operating expenses for the first twelve months of occupancy amount, if any, of any portion increase or decrease in the sums due from Lessee taking into account prior increases paid by Lessee (if any). However, the failure of the Building per rentable square foot Lessor to supply such statement within said ninety (90) day period shall not constitute a waiver of the Building in Lessor’s right to collect for any lease year current or past due Operating Cost overages during the term of this Lease; provided. Lessor and Lessee intend that the obligations of the preceding sentence shall survive the expiration or earlier termination of this Lease. Concurrent with the monthly rent payment next due following Lessee’s receipt of such statement, howeverLessee shall pay to Lessor (in the case of an increase), or Lessor shall credit against the next rent due from Lessee (in the case of a decrease), an amount equal to $1.25 per rentable square foot the sum of (1) the difference between Operating Costs for the preceding calendar year and the Base Year less increases paid by Lessee (if any); and (2) one-twelfth (1/12th) of said increases for the current calendar year multiplied by the number of rent payments (including the current one) then elapsed in such calendar year. Thereafter the one twelfth (1/12th) shall be used paid monthly with the rent until the adjustment the following year pursuant hereto. In no event shall the adjustment entitled Lessee to receive the benefit of a reduction in Building Operating Costs below the level of the initial Base Year during the term hereof. (3) As soon as reasonably practicable after the expense stop end of the Base Year and each calendar year thereafter, Lessor shall furnish Lessee a statement (the “Statement”) with respect to such year, showing Operating Costs, Real Property Taxes, costs for Required Insurance, and Additional Rent for the Tenant for utilities for year, and the first lease year total payments made by Lessee with respect thereto. If Lessee disputes the amount of Additional Rent stated in the Statement, Lessee may, at Lessee’s own cost and expense, designate, within ninety (90) days after receipt of that Statement, an independent certified public accountant to inspect Lessor’s records. Lessee is not entitled to request that inspection, however, if Lessee is then in default under this Lease. The accountant must be a member of a regionally recognized accounting firm and must not charge a fee based on the amount of Additional Rent that the accountant is able to save Lessee by the inspection. Lessee must give reasonable notice to Lessor of the Leaserequest for inspection, and the inspection must be conducted in Lessor’s offices at a reasonable time or times. Notwithstanding If, after that inspection, Lessee still disputes the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this a certification of the proper amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basismade, and operating expenses at Lessee’s expense, by Lessor’s independent certified public accountant. That certification shall be grossed up final and conclusive, provided, however, that if such certification establishes that the Statement in question overstated Lessee’s Additional Rent obligations by ten percent (10%) or more, Lessor shall pay the cost of the certification, but only to reflect 100 percent occupancythe extent that such cost does not exceed the amount of refund owing to Lessee. Any objection of Lessee to the Statement and resolution of any dispute shall not postpone the time for payment of any amounts due Lessee or Lessor based on the Statement, nor shall any failure of Lessor to deliver the Statement in a timely manner relieve Lessee of Lessee’s obligation to pay any amounts due Lessor based on the Statement.

Additional Rent. Tenant (a) Lessor shall pay all real estate taxes, assessments, and other governmental levies against the Building (hereinafter referred to as "Real Estate Taxes"), except as otherwise hereinafter provided. Commencing in the first calendar year after the Base Year (as described on the BLI), if the amount of the Real Estate Taxes levied or assessed against the Building shall exceed by more than six percent (6%) per annum the Real Estate Taxes assessed in the Base Year, Lessee shall pay as Additional RentRent Lessee's Percentage Share of that portion of such excess (e.g., Tenant's pro rata share over and above six percent (6%) per annum). The computation of Additional Rent under this Section 3.3(a) is expressed by the following formula: A = [T-B(1+(0.6 x C))] x L A = Additional Rent T = Real Estate Taxes for the calendar year in question B = Real Estate Taxes for the Base Year C = The number of calendar years since the end of the following items:Base Year L = Lessee's Percentage Share (ib) any sales or use tax imposed on rents collected by Landlord Lessor shall pay the costs of providing water, gas and electricity (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on hereinafter collectively called the "Utility Costs") to the Building. Commencing in the first calendar year after the Base Year, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) if the amount of operating expenses the Utility Costs shall exceed by more than six percent (as defined below6%) per annum the Utility Costs for the Building Base Year, Lessee shall pay as Additional Rent under this Section 3.3(b) is expressed by the following formula: A = (U-B(1+0.6 x C)) x L A = Additional Rent U = Utility Costs for the calendar year in question B = Utility Costs for Base Year C = The number of calendar years since the end of the Base Year L = Lessee's Percentage Share (c) In any calendar year in which the tenancy of the Lessee is for less than the full calendar year, the Additional Rent due under this Section 3.3 shall be adjusted and prorated so that the Lessee's Percentage Share of said sum shall bear the same percentage that the partial calendar year bears to the extent operating expenses exceed full calendar year. Such Additional Rent due under this Section 3.3 shall be paid in one (1) lump sum which shall be due and payable thirty (30 days after Lessee is invoiced therefor. Lessee's obligation to pay such Additional Rent shall survive the actual amount termination of operating expenses for this Lease in the first twelve months of occupancy of any portion of event the Building per rentable square foot of the Building in any lease year Real Estate Taxes or Utility Costs payable during the term last year of Lease cannot reasonably be determined until after the termination of this Lease; provided. (d) Lessor shall cause an independent certified public accountant selected by Lessor, howeverin its sole discretion, to prepare on an amount equal to $1.25 per rentable square foot annual basis a statement of the Utility Costs and Real Estate Taxes paid by Lessor, a copy of which shall be used as the expense stop for the Tenant for utilities for the first lease year made available to Lessee upon written request. The Statement of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above said independent certified public accountant shall be calculated final and binding upon Lessor and Lessee, absent manifest error. Lessee hereby waives any further accounting by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyLessor.

Additional Rent. Commencing January 1, 2007, and in each calendar year thereafter during the Term, Tenant shall pay as Additional Rentin advance on a monthly basis to Landlord, Tenant's pro rata share ’s Share of the following items: “Recognized Expenses”, without deduction, counterclaim or setoff, to the extent such Recognized Expenses exceed the Recognized Expenses in calendar year 2006 (“Base Year”). Tenant’s Share is 3.19% (“Tenant’s Share”), which is (1,638)/(51,388) expressed as a percentage, which Tenant’s Share may increase or decrease as the Building or Premises size increases or decreases. Recognized Expenses are (i) any sales all reasonable operating costs and expenses related to the maintenance, operation and repair of the Project incurred by Landlord, including but not limited to management fee not to exceed five (5%) percent of Rent; common area electric; and capital expenditures and capital repairs and replacements shall be included as operating expenses solely to the extent of the amortized costs of same over the useful life of the improvement in accordance with generally accepted accounting principles and provided such expenses have the effect of reducing Recognized Expenses or use tax imposed on rents collected are required by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu a governmental authority after the date of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the samethis Lease; and (ii) all insurance premiums payable by Landlord for insurance with respect to the amount of operating expenses Project and (iii) Taxes payable on the Project, Taxes shall be defined as defined below) all taxes, assessments and other governmental charges (“Taxes”), including special assessments for public improvements or traffic districts which are levied or assessed against the Building Project during the Term or, if levied or assessed prior to the Term, which properly are allocable to the Term, and real estate tax appeal expenditures incurred by Landlord to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion reduction resulting thereby. Nothing herein contained shall be construed to include as Taxes: (A) any inheritance, estate, succession, transfer, gift, franchise, corporation, net income or profit tax or capital levy that is or may be imposed upon Landlord or (B) any transfer tax or recording charge resulting from a transfer of the Building per rentable square foot of or the Building in any lease year during the term of this LeaseProject; provided, however, that if at any time during the Term the method of taxation prevailing at the commencement of the Term shall be altered so that in lieu of or as a substitute for the whole or any part of the taxes now levied, assessed or imposed on real estate as such there shall be levied, assessed or imposed (i) a tax on the rents received from such real estate, or (ii) a license fee measured by the rents receivable by Landlord from the Premises or any portion thereof, or (iii) a tax or license fee imposed upon Premises or any portion thereof, then the same shall be included in the computation of Taxes hereunder. Each of the Recognized Expenses shall for all purposes be treated and considered as Additional Rent. Tenant shall pay, in monthly installments in advance, on account of Tenant’s Share of Recognized Expenses, the estimated amount of the increase of such Recognized Expenses for such year in excess of the Base Year as determined by Landlord in its reasonable discretion. Prior to the end of the calendar year in which the Lease commences and thereafter for each successive calendar year (each, a “Lease Year”), or part thereof, Landlord shall send to Tenant a statement of projected increases in Recognized Expenses in excess of the Base Year and shall indicate what Tenant’s Share of Recognized Expenses shall be. The Base Year shall be adjusted to exclude from the Base Year “extraordinary items” incurred in such calendar year. For purposes of this subparagraph, extraordinary items shall mean either (X) cost increases over the prior calendar year of eleven and one quarter percent (11.25%) or more, or (Y) items which increase Landlord’s total expenses and such items have not been included in the determination of expenses by the Landlord (or the Landlord’s predecessor in interest) for the prior three years of operating the Building. As soon as administratively available, Landlord shall send to Tenant a statement of actual for Recognized Expenses for the prior Lease Year showing the Share due from Tenant. In the event the amount prepaid by Tenant exceeds the amount that was actually due then Landlord shall issue a credit to Tenant in an amount equal to $1.25 per rentable square foot the over charge, which credit Tenant may apply to future payments on account of Recognized Expenses until Tenant has been fully credited with the over charge. If the credit due to Tenant is more than the aggregate total of future rental payments, Landlord shall pay to Tenant the difference between the credit in such aggregate total. In the event Landlord has undercharged Tenant, then Landlord shall send Tenant an invoice with the additional amount due, which amount shall be used as the expense stop for the paid in full by Tenant for utilities for the first lease year within thirty (30) days of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyreceipt.

Additional Rent. Tenant shall pay as Additional Rent, Tenant's pro rata share of the following itemsIn addition to Subtenant’s Base Rent Obligation: (ia) any sales or use tax imposed on rents collected Lobby – Beginning as of May 1, 2010 Subtenant shall pay to Safeway monthly installments equal to Subtenant’s Pro Rata Share of the Base Rent payable by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on Safeway under the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) Master Lease for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage 1st Floor lobby area of the Building. Tenant's pro rata share It is agreed that the Net Rentable Area of the items lst Floor Lobby is 7,008 sq. ft. and the rent per square foot for the lobby is the same as for the Subleased Premises. Each installment shall be paid not later than the date by which Subtenant’s Base Rent Obligation is required to be billed paid. For example, since at July 1, 2010, Subtenant’s Pro Rata Share is 48%, and Subtenant would pay additional rent on 3,364 sq. ft. (48% x 7,008) at the same rent/sq. ft rate that Subtenant pays for the Subleased Premises. (b) For the period through April 30, 2010, Subtenant shall pay to all tenants Safeway Subtenant’s Pro Rata Share of “Assignee’s Additional Rent Obligation” (as such term is defined in Section 5.2.2 of the Building Assignment and subject to any adjustments as provided in such Section). It is agreed that Subtenant has paid to Safeway Subtenant’s Pro Rata Share of Assignee’s Additional Rent shall be determined by calculating Obligation through April 30, 2010. (c) For the total amount to be billed tenants balance of the Building Sublease Term, Subtenant shall pay to Safeway Subtenant’s Pro Rata Share of all increases in Basic Operating Costs and Estimated Basic Operating Costs (as such terms are defined in Sections 1.12, 1.25 and 3.06 of the Master Lease) for the Leased Premises attributable to each “Comparison Year” (as defined in Section 3.05 of the Master Lease) over the actual Basic Operating Costs for the 2010 calendar year (the “Base Year”) in accordance with the procedures and provisions of Sections 3.04 and 3.05 of the Master Lease. Subtenant shall pay all such amounts (including any estimates of such amounts) to Safeway at least five (5) days prior to the date such sums are due and owing by Safeway to Master Landlord pursuant to the terms and conditions of the Master Lease. Safeway shall provide a schedule or a periodic invoice as well as a copy of any demand letter it receives from the Master Landlord to substantiate any estimated or actual amounts in advance of any payment by Subtenant. All amounts payable by Subtenant pursuant to subparagraphs (a), (b) and (c) of this Section 6.3 are herein referred to collectively as “Subtenant’s Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyRent Obligation.”

Additional Rent. (a) If, in any calendar year or partial calendar year during the Term hereof (or renewal periods, if any) the Operating Expenses, as hereinafter defined, of the Building and the Developed Parcel should exceed Seven Dollars and 51/100 ($7.51) per rentable square foot of area therein (being the Operating Expenses per rentable square foot in 2007) (such excess being hereinafter referred to as the “Operating Expense Differential”), then as Additional Rent for that year, or partial calendar year, Tenant shall pay its Proportionate Share of the Operating Expense Differential all in accordance with the terms herein. “Proportionate Share” shall be 5.2035% (13,000 rentable square feet in the Building divided by 249,828 rentable square feet in the Building). Notwithstanding the foregoing to the contrary, Tenant shall not be required to pay its Proportionate Share of Operating Expenses for the months of March, April and May, 2008. (b) At the Commencement Date, or prior to or at the commencement of any calendar year during the Term, Landlord shall deliver to Tenant a written estimate of any Additional Rent (such expense being hereinafter referred to as Additional “Estimated Operating Expense Differential”) which may be due hereunder during the calendar year in which this Lease commences or for any such succeeding calendar year as the case may be. For each month, Tenant shall pay 1/12 of the amount of the Estimated Operating Expense Differential for that particular calendar year in addition to the Monthly Base Rent. (c) Landlord shall deliver to Tenant statements showing the actual Operating Expenses of the Building and the Developed Parcel and Tenant’s Proportionate Share thereof (hereinafter referred to as “Statement of Actual Adjustment”) within one-hundred twenty (120) days after the end of any calendar year in which Estimated Operating Expense Differential was paid by Tenant or due Landlord under the provisions hereof, provided, however, any delay in delivery of such Statement of Actual Adjustment shall not be grounds for any claim by or on behalf of Tenant. Within thirty (30) days after the delivery by Landlord to Tenant of such Statement of Actual Adjustment, Tenant shall pay to Landlord the amount by which the actual adjustment exceeds the amount paid by Tenant as Estimated Operating Expense Differential during said previous calendar year, or Landlord shall credit Tenant the amount by which the Estimated Operating Expense Differential exceeded the Statement of Actual Adjustment, or in the event this Lease shall have expired, Landlord will remit to Tenant the excess within said thirty (30) day time frame. Within sixty (60) days after receipt of the Statement of Actual Adjustment, Tenant's pro rata , at its own cost and expense and at the offices of the Landlord in Denver, Colorado, where books and records for the Building are maintained or at such other place as Landlord may reasonably designate in Denver, Colorado, may examine Landlord’s books and records relating to the Operating Expenses to determine the accuracy of the statement in question. The cost of any audit, including the costs and expenses of services provided by Landlord’s employees or representatives, reasonable administrative costs, costs of copies, and such, shall be borne and paid by Tenant unless such audit determines that Landlord’s statement has overcharged Tenant by more than five percent (5%). If Landlord and Tenant cannot mutually agree upon a settlement of a disputed overcharge within ten (10) days of Tenant’s review, the parties shall select a mutually acceptable independent, certified public accountant to review the records at Tenant’s expense, and the decision of such accountant shall be final and binding upon the parties. Landlord shall pay the fee of such independent accountant and reimburse Tenant for Tenant’s reasonable costs and expenses (not to exceed Two Thousand Five Hundred Dollars ($2,500.00)) in the event such accountant determines that Landlord’s statement has overcharged Tenant by more than five percent (5%); provided, however, under no circumstances shall Landlord pay any fees, costs or expenses relative to an audit performed on a contingency basis. Tenant shall pay the fee of such independent accountant and reimburse Landlord for Landlord’s costs and expenses of such audit in all other events. In any event (whether the audit shows an overcharge or an undercharge), the Tenant’s share of Operating Expense Differential shall be adjusted to correspond with the following itemsfigures determined in the audit. Further, Tenant shall have no right to audit the books and records of Landlord during any period that Tenant is in default under the terms of this Lease beyond any applicable grace or cure period. Tenant, its agents and representatives, agree that all information of any nature or kind provided or disclosed by Landlord during any such audit shall be held in strict confidence. (d) The computations set forth in this Paragraph shall be made on a calendar year basis except if this Lease commences on a day other than the first day of a calendar year or terminates on a day other than the last day of a calendar year, in such event the computations shall be made on the basis of the proportion that the number of days that this Lease was in effect for such calendar years bears to 365. (e) For the purposes of this Lease, Operating Expenses shall mean any and all commercially reasonable costs paid or incurred in connection with the operation, servicing, maintenance and repair of the Building and the Building’s proportionate share of Operating Expenses incurred in connection with the maintenance, repair and cleaning of areas within the Developed Parcel, which shall include, but not be limited to the following: (i) All real estate taxes, assessments, governmental levies, county taxes or any sales other governmental charge, ordinary or use tax extraordinary, unforeseen as well as foreseen, of any kind or nature whatsoever which are or may be assessed or imposed on upon the Building and the Developed Parcel or upon rents collected by Landlord (other than Cityunder the laws of the United States, Arapahoe County or the State of Colorado, as a substitute in whole or Federal Income Tax)in part for taxes payable or hereinafter imposed on the Building and the Developed Parcel or resulting from or due to any change in method of taxation, but excluding any income, franchise, excise, corporation, estate, inheritance, succession, capital stock or transfer tax levied on Landlord to the extent that it is not a substitute in whole or in part for real estate taxes. For purposes of this paragraph, real estate taxes, assessments, governmental levies, county taxes or any tax on rents in lieu of ad valorem taxes other governmental charge shall be prorated to the Tenant based on the Buildingperiod of time indicated on the tax ▇▇▇▇ rather than the period of time in which it was paid. For example, even though laws imposing such if real estate taxes attempt for Lease Year 1 are actually paid by Landlord in Lease Year 2 (i.e. the billing is in arrears) Tenant shall remain responsible via an Operating Expense adjustment for its proportionate share of the amount paid in Lease Year 2 indicated for the Lease Year 1 period. The foregoing shall also apply with respect to require Landlord to pay the same; andany other Operating Expenses paid in arrears. (ii) Compensation provided in the form of wages, salaries, fees and such other compensation and benefits (including insurance, welfare, pension or similar fund payments, retirement, vacation, holiday, sick pay and other fringe benefits) as well as any adjustments thereto for the following classes of employees, employees of agents, or agents of Landlord performing services rendered in connection with the management, operation and maintenance of the Developed Parcel and/or the Building, and to the extent time is shared by such employee, the compensation attributed to such employee shall be equitably allocated; a. Building Manager; b. Assistant Building Manager(s); c. clerical and accounting staff; d. window cleaners, porters, janitors, cleaners, dusters, sidewalk shovelers and miscellaneous handymen; e. security personnel, gardeners, caretakers and persons engaged in patrolling and protecting the Building; f. engineers, mechanics, electricians, plumbers and persons engaged in the operating and maintenance of the heating, air conditioning, ventilating, plumbing, electrical and elevator systems of the Building; and g. carpenters, plasterers, painters and other persons engaged in connection with the management, operating and maintenance of the Building. (iii) The uniforms of employees specified in subdivision (ii) above and the cleaning, pressing and replacement thereof. (iv) Payroll taxes, including federal and state unemployment taxes and social security taxes and any other such taxes that may be created, payable in connection with the employment of any of the employees specified in subdivision (ii) above. (v) Premiums and other charges incurred by Landlord with respect to the following insurance (listed below) on employees specified in subdivision (ii) above, and on the Building and the Developed Parcel as required by Paragraph (20), and, if Landlord elects to self insure some or all of the risks as would normally be covered by insurance, an amount deemed by Landlord in its reasonable discretion to be equal to the amount of operating expenses which would have been incurred if insurance had been purchased (as defined below) but, in any event, in an amount consistent with amounts paid for other comparable Class A office buildings in the Denver Metro Area): a. fire; extended coverage, including windstorm, hail, explosion, riot, rioting attending a strike, civil commotion, aircraft, vehicle and smoke; all risk; and terrorism; b. public liability; c. elevator; d. boiler damage, water damage, legal liability, and pilferage on equipment and materials for the Building and the Developed Parcel; e. workmen’s compensation as required under applicable state law and employer’s liability for the employees specified in subdivision (ii) above; f. health, accident, disability and group life on employees enumerated in subdivision (ii) above as therein qualified; and g. other insurance which Landlord reasonably deems necessary for a first class office building would carry or which the holder of any mortgage affecting the Building or the Building and the Developed Parcel might require to be carried under the terms of such mortgage. (vi) Costs or premiums incurred for electricity, steam, gas, water or other utilities or fuels required in connection with the operation and maintenance of the Building and the Developed Parcel. (vii) Water and sewer charges. (viii) Repairs or maintenance of the Building and the Developed Parcel and the cost, repair or replacement of supplies, tools, communication devices (including those incidental to monitoring of systems from remote locations) materials and equipment used in connection therewith. (ix) Charges of any independent contractor incurred in connection with operating, maintaining or repairing the Building and its appurtenances, including inspection and servicing of elevator, electrical, plumbing and mechanical equipment, energy management systems and security monitoring systems; and the furnishing of cleaning and janitorial services, base concierge services, if any, and the cost of materials, tools, supplies and equipment used in connection thereof. (x) Sales, use and excise taxes on goods and services purchased or provided by Landlord to properly manage, operate and maintain the Building and the Developed Parcel. (xi) License, permit and inspection fees. (xii) Auditor’s fees for public accounting with respect to the Building and/or the Developed Parcel. (xiii) Legal fees of outside or special counsel retained by Landlord in connection with proceedings for the reduction of real estate taxes, labor relations, or other matters to the extent operating expenses exceed that the actual amount same shall be of operating expenses general benefit to all tenants in the Building. (xiv) Cost of telephone, telegraph, postage, stationery supplies and other materials required for the first twelve months of occupancy of any portion routine operation of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses Manager’s office. (exclusive of the costs for utilities which cost is not cappedxv) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyAssociation dues.

Additional Rent. Tenant shall pay as Additional Rent, Tenant's pro rata share It is the agreement and intention of the following items: Lessor and the Lessee that the Minimum Rent to Lessor shall be net, net, net of any and all utility costs, property taxes, insurance costs and any and all other costs, expenses and fees associated in any way with the Leased Premises, the Parking Area, the Access Area, the Common Areas and/or the Building and/or the Real Property and the management, maintenance, insuring and operation thereof provided that such costs, expenses and fees are commercially reasonable and are customarily payable by lessees under triple net leases. The Lessor and the Lessee acknowledge and agree that pursuant to the Budget (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined belowhereinafter defined) for the Building to first year of the extent operating expenses exceed Term, the actual amount estimate of operating expenses all of the Operating Expenses (hereinafter defined) for the Leased Premises for the first twelve months of occupancy of any portion year of the Building Term is Four and 00/100 Dollars ($4.00) per rentable square foot of space contained in the Leased Premises (i.e., $14,536.00 based upon $4.00 per rentable square foot multiplied by 3,634 square feet contained in the Leased Premises) (the "Annual Estimated Operating Expenses"). Accordingly, the Lessee shall pay for (i) all utility costs to the Leased Premises and the Parking Area or its Proportionate Share of all utilities costs to the entire Building and the Real Property if such utilities to the Leased Premises are not separately metered, (ii) its Proportionate Share of all utility costs to the Access Area and the Common Areas, as hereinbefore set forth in any lease year during the term Paragraph 8 of this Lease), (iii) its Proportionate Share of all property taxes as hereinabove set forth in PARAGRAPH 7 of this Lease, and (iv) its Proportionate Share of all Grounds Maintenance Costs (hereinafter defined) of the Real Property, and (v) its Proportionate Share of any and all other fees, costs and expenses attributable to the management, maintenance, insuring and operation of the Building, the Parking Area, the Access Area, the Common Areas and the Real Property (all of the aforesaid items are hereinafter collectively referred to as the "Operating Expenses"). Anything contained in this Lease to the contrary notwithstanding, the standard business hours for the operation of the Building shall be 7:00 a.m. to 7:00 p.m. Mondays through Fridays and 8:00 a.m. to 1:00 p.m. on Saturdays excluding all legal holidays (collectively, the "Building Standard Hours"). All utilities, if not separately metered for the Leased Premises, applicable to the Leased Premises during Building Standard Hours shall be billed to, and paid by, the Lessee based upon the Lessee's Proportionate Share of the aggregate cost and expense thereof attributable to the entire Building. If, however, the Lessee is desirous of utilizing HVAC services or other utilities within the Building or the Leased Premises during hours other than during Building Standard Hours, then the Lessee shall coordinate such after-hours use of the same with the Lessor, or the Lessor's management agent, and the Lessee shall be responsible for the payment of an additional charge therefor equal to Twenty-Five Dollars ($25.00) per hour for each floor (or portions of a floor) within the Leased Premises which are the subject of the Lessee's after-hours use. For purposes of this PARAGRAPH 10, "Grounds Maintenance Costs" shall be all costs and expenses incurred by the Lessor with respect to the grounds maintenance and upkeep of the Real Property including, without limitation, all landscape maintenance and replacement costs, such as grass cutting, the upkeep, maintenance and replacement of all shrubs, plantings and other landscape materials, snow and ice removal from all exterior portions of the Building including all sidewalks, stairways, entrances and exits with respect to all areas of the Building and the Real Property including, without limitation, the Parking Area, the Access Area and the Common Areas and all cleaning and sweeping of the Parking Area, the Access Area and the Common Areas and all other items of maintenance and upkeep associated therewith. Accordingly, all costs, expenses and obligations relating to the Leased Premises, the Parking Area, the Access Area and the Common Areas which may arise or become due during the Term including, but not limited to, any and all costs for utilities, heat, repairs (except for structural repairs to the Leased Premises which shall be the Lessor's sole responsibility as hereinafter provided for) and maintenance costs relating to the Leased Premises, the Parking Area, the Access Area and the Common Areas (other than those maintenance obligations and costs expressly required to be performed, and paid for, respectively, by the Lessor under this Lease), shall be borne, and paid for, by the Lessee as Additional Rent. Any and all sums which may become due and payable by Lessee under the terms of this Lease (other than the Minimum Rent), together with any late fees, penalties or additional interest thereon for non-payment shall hereinafter collectively be referred to as "Additional Rent." The Lessor shall be indemnified, defended and held harmless by Lessee against any such costs, expenses and obligations which Lessor may be called upon to pay; provided, however, an amount equal to $1.25 per rentable square foot such costs, expenses and obligations shall be used as limited to those costs, expenses and obligations directly applying to the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoingLeased Premises, the increased cost to Tenant for operating expenses (exclusive of Parking Area, the costs for utilities Access Area and the Common Areas during the Term which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above Lessee shall be calculated by dividing required to pay pursuant to the rentable square footage terms of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyLease.

Additional Rent. 4.1 Tenant shall pay as Additional Rent, Tenant's pro rata share bear the costs and expenses incurred each year in the operation of the following items: Building and the Land. For so long as Tenant is the sole lessee of the Building, Tenant shall have the right to provide input into the determination of such annual costs and expenses, as follows. Not more than thirty (30) days prior to the Lease Commencement Date, Landlord shall prepare and submit to Tenant a proposed budget for the operation and maintenance of the Building and the Land, the parties acknowledging and agreeing that such budget shall represent Landlord's reasonable expectation of such costs and expenses as the Building will not have been substantially completed at the time of the preparation of such budget. On or before November 15 of each calendar year during the Lease Term, Landlord shall prepare and submit to Tenant (i) any sales a proposed budget or use tax imposed on rents collected other form of summary identifying with reasonable detail the anticipated categories of expenditures to be made, proposed major vendors to provide services and proposed scope of services (including, but not limited to, security services) to be provided by Landlord for the ensuing calendar year in the operation and maintenance of the Building and the Land and (other than City, State or Federal Income Tax), or any tax on rents in lieu ii) after the first year of ad valorem taxes on operation of the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants history of the Building for Additional Rentthe previous year (the "OPERATING PLAN"). It is the intention of Landlord and Tenant that Operating Expenses, as defined below, and multiplying this amount by the individual components thereof shall not materially exceed prevailing market costs and rates for like items and services, however, the parties acknowledge and agree that there may be occasions from time to time where it is in the best interests of the Building for a particular item to be performed or purchased at a cost or expense which exceeds prevailing market rates. If Tenant has reasonable additions, deletions or modifications to any elements of Landlord's proposed Operating Plan, Tenant shall notify Landlord of same within thirty (30) days following receipt of the proposed Operating Plan and Landlord shall incorporate Tenant's pro rata sharereasonable additions, deletions and modifications into Landlord's proposed Operating Plan and shall operate the Building substantially in accordance therewith; provided that, in no event shall Landlord be obligated to operate the Building or the Land in a manner that is inconsistent with the standards of a Class A suburban office building in the Market Area. Ad valorem taxes included The Operating Plan (as operating expenses it may be revised with Tenant's input as aforesaid) shall serve as a general guide to the scope of services to be provided and expenditures to be made in the operation and maintenance of the Building and Land and Landlord shall not deviate therefrom in any material manner without first obtaining Tenant's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed. and shall be included on deemed given if not withheld in writing within seven (7) business days following Landlord's notice thereof to Tenant; provided that, in case of emergency or in any case in which Landlord reasonably believes delay might cause injury to persons, material injury to property or a fully assessed basisviolation of any Legal Requirement, Landlord may act without Tenant's prior written consent. Any failure of Landlord to timely provide an annual Operating Plan to Tenant as provided herein shall not relieve Tenant of its obligation to pay additional rent pursuant to this Article IV. 4.2 The costs and operating expenses (the "EXPENSES") for which Tenant shall be grossed up to reflect 100 percent occupancy.responsible are defined as follows:

Additional Rent. Tenant shall pay as Additional Rent, Tenant's pro rata share of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord continue to pay Additional Rent as set forth in the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Original Lease; provided, however, an amount equal (i) effective from and after January 1, 2013, Tenant shall pay Additional Rent to $1.25 per rentable square foot Landlord with respect to Expansion Premises A, (ii) from and after the Expansion Premises B Commencement Date, Tenant shall be used as pay Additional Rent to Landlord with respect to Expansion Premises B, and (iii) from and after the expense stop for Expansion Premises C Commencement Date, Tenant shall pay Additional Rent to Landlord with respect to Expansion Premises C. Notwithstanding anything to the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items contrary set forth in subparagraph the Original Lease, (bi) above shall be calculated by dividing for purposes of calculating the rentable square footage cap on increases in controllable Operating Expenses (as described in Section 6.2 of the Premises by Original Lease), for the rentable square footage period of January 1, 2013 through December 31, 2013, Landlord shall include an estimate of the Building. Tenant's pro rata share controllable Operating Expenses that would have been applicable to Expansion Premises A for the period of January 1, 2012 through December 31, 2012, (ii) for purposes of calculating the cap on increases in controllable Operating Expenses for the period commencing on the Expansion Premises B Commencement Date and continuing through the date that is one (1) year after the occurrence of the items to be billed to all tenants Expansion Premises B Commencement Date, Landlord shall include an estimate of the Building as Additional Rent shall be determined by controllable Operating Expenses that would have been applicable to Expansion Premises B for the one-year period preceding the Expansion Premises B Commencement Date, and (iii) for purposes of calculating the total amount to be billed tenants cap on increases in controllable Operating Expenses for the period commencing on the Expansion Premises C Commencement Date and continuing through the date that is one (1) year after the occurrence of the Building Expansion Premises C Commencement Date, Landlord shall include an estimate of the controllable Operating Expenses that would have been applicable to Expansion Premises C for Additional Rent, and multiplying this amount by Tenant's pro rata sharethe one-year period preceding the Expansion Premises C Commencement Date. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.​ ​ ​

Additional Rent. Tenant In addition to the Base Rent, the Lessee shall pay as to the Lessor additional rent (the "Additional Rent") which shall equal, Tenant's pro rata share of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease each calendar year during the term Term, the sum of this Lease(a) the Additional Rent payable with respect to the immediately preceding calendar year plus (b) twelve percent (12%) of Excess Gross Revenues for the then current calendar year. Additional Rent shall accrue commencing on December 1, 1998, and shall be payable during the Term, quarterly in arrears, commencing on April 20, 1999 ("Additional Rent Commencement Date") and there shall be an annual reconciliation as provided in Section 3.2 below. Notwithstanding the foregoing, in no event shall any increase to the Additional Rent for any calendar year exceed two and one-half percent (2.5%) of the total of Base Rent and Additional Rent payable with respect to the immediately preceding calendar year. Additional Rent payable hereunder for any fractional calendar year shall be prorated so that such Additional Rent shall equal the product of (x) the Additional Rent payable with respect to the immediately preceding calendar year plus an amount equal to twelve percent (12%) of the annualized Excess Gross Revenues for the applicable fractional calendar year multiplied by (y) a fraction (the "Proration Factor"), the numerator of which is the number of days in the applicable fractional calendar year and the denominator of which is 365; provided, however, an amount equal to $1.25 per rentable square foot that, in no event shall be used as the expense stop for Additional Rent payable during (a) the Tenant for utilities for calendar year in which the first lease year Additional Rent Commencement Date occurs exceed the product of two and one-half percent (2.5%) of the Lease. Notwithstanding total of Base Rent payable with respect to the foregoing, immediately preceding calendar year multiplied by the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph applicable Proration Factor and (b) above shall be calculated any other fractional calendar year increase by dividing more than the rentable square footage product of two and one-half percent (2.5%) of the Premises total of Base Rent and Additional Rent payable with respect to the immediately preceding calendar year multiplied by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyapplicable Proration Factor.

Additional Rent. (1) During the Term, in addition to the Base Rent, Tenant shall pay to Landlord as Additional Rent, Tenant's pro rata share of the following items: in accordance with this Paragraph 4, (i) any sales or use tax imposed on rents collected by Landlord (other than CityTenant’s Proportionate Share(s) of the total dollar increase, State or Federal Income Tax)if any, or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses Operating Expenses (as defined below) for attributable to each Computation Year (as defined below) over Base Operating Expenses (as defined below), (ii) Tenant’s Proportionate Share(s) of the Building total dollar increase, if any, in Insurance Expenses (as defined below) attributable to each Computation Year over Base Insurance Expenses (as defined below), (iii) Tenant’s Proportionate Share(s) of the total dollar increase, if any, in Utility Expenses (as defined below) attributable to each Computation Year over Base Utility Expenses (as defined below), and (iv) Tenant’s Proportionate Share(s) of the total dollar increase, if any, in Taxes (as defined below) attributable to each Computation Year over Base Taxes (as defined below). Notwithstanding anything to the extent operating expenses exceed contrary contained in this Lease, annual average cumulative increases in Tenant’s Proportionate Share of the actual amount of operating expenses for foregoing increases, with regard to Controllable Expenses (as defined below), beginning with the first twelve months of occupancy of Computation Year following the Base Year shall not exceed five percent (5%) (“Controllable Cap”), subject to the following clarifications: (i) “Controllable Expenses” for purposes hereof shall exclude Utility Expenses, Taxes and any Operating Expenses imposed or established by governmental or regulatory authorities, (ii) if Controllable Expenses increase by more than the Controllable Cap in any given year, Landlord may carry over the difference to another year, so long as Controllable Expenses billed to Tenant never increase by more than the Controllable Cap on an annual average cumulative basis over the then applicable Term, and (iii) if Controllable Expenses increase by less than the Controllable Cap in any given year, Landlord may carry over the unused portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; providedControllable Cap to another year, however, an amount equal to $1.25 per rentable square foot shall be used so long as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost Controllable Expenses billed to Tenant for operating expenses (exclusive of never increase more than the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, Controllable Cap on an amount greater than a five percent increase annual average cumulative basis over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyTerm.

Additional Rent. Tenant Lessee shall pay to Lessor, as Additional Rentadditional rent hereunder (“additional rent”), Tenant's pro rata share Lessee’s Proportionate Share of the following items: amount by which the annual operating expenses for each year of the term exceeds the annual operating expenses for calendar year 2005 (ithe “Base Year”). The Lessee’s Proportionate Share (herein so called) shall be the percentage obtained by dividing (a) the number of rentable square feet in the Building as stated above by (b) the rentable square feet in the Building with respect to the charge being prorated at the time a respective charge was incurred. Operating expenses for the Base Year, for the purpose of comparisons of the Base Year with subsequent years only, shall be calculated so as to not include any sales cost incurred by Lessor (or use tax imposed Synchronics, Inc.) in connection with ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, the maintenance employee of Synchronics, Inc. referenced in section 5.05 below, such costs to include, but not be limited to, ▇▇. ▇▇▇▇▇▇▇▇’▇ salary, benefits and associated payroll costs. Lessor shall make a good faith estimate of the additional rent to be due by Lessee for any calendar year or part thereof during the term. During each calendar year or partial calendar year of the term, Lessee shall pay to Lessor, in advance concurrently with each monthly installment of base rent, an amount equal to the estimated additional rent for such calendar year or part thereof divided by the number of months therein. From time to time, Lessor may estimate and re-estimate the additional rent to be due by Lessee and deliver a copy of the estimate or re-estimate to Lessee. Thereafter, the monthly installments of additional rent payable by Lessee shall be appropriately adjusted in accordance with the estimations so that, by the end of the calendar year in question, Lessee shall have paid all of the additional rent as estimated by Lessor. Any amounts paid based on rents collected by Landlord (other than City, State or Federal Income Tax)such an estimate shall be subject to adjustment as herein provided when actual operating expenses are available for each calendar year. By January 31 of each calendar year, or any tax on rents in lieu of ad valorem taxes on the Buildingas soon thereafter as practicable, even though laws imposing such taxes attempt Lessor shall furnish to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount Lessee a statement of operating expenses for the first twelve months previous year. If Lessee’s estimated payments of occupancy operating expenses exceed Lessee’s share of any portion actual operating expenses, then Lessor shall promptly credit or reimburse Lessee for such excess; likewise, if Lessee’s estimated payments of the Building per rentable square foot operating expenses for such year are less than Lessee’s share of the Building in any lease year during actual operating expenses, then Lessee shall promptly pay Lessor such deficiency, notwithstanding that the term has expired and Lessee has vacated the leased premises. Within sixty (60) days after Lessor furnishes to Lessee the actual statement of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop operating expenses for the Tenant for utilities for previous year, Lessee may, at its expense, during Lessor’s normal business hours, elect to audit Lessor’s books and records. Lessor shall cooperate fully with such audit. After verification, Lessor shall credit any overpayment determined by the first lease year audit report against the next rent due and owning by Lessee or, if no further rent is due, refund such overpayment directly to Lessee within thirty (30) days of determination. Likewise, Lessee shall pay Lessor any underpayment determined by the audit report within thirty (30) days of determination. The foregoing obligations shall survive the expiration or earlier termination of the Lease. Notwithstanding If the foregoing, the increased cost to Tenant for audit proves that Lessor’s calculation of operating expenses (exclusive of for the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater calendar year under inspection was overstated by more than a five percent increase over (5%) in the amount paid the previous lease year per rentable square foot aggregate, then, after verification, Lessor shall pay Lessee’s reasonable out-of-pocket audit and inspection fees for said audit within thirty (30) days after receipt of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyLessee’s invoice therefor.

Additional Rent. Tenant In accordance with the following, ▇▇▇▇▇▇ shall under the terms, conditions and provisions hereinafter provided, pay to LESSOR as additional rent, the following: REAL ESTATE TAXES 1. If real estate taxes upon the land and buildings (the "Property"), of which the Premises are a part, for any tax year exceed the real estate base tax amount, whether by reason of an increase in either the tax rate or the assessed valuation or both, LESSEE shall pay to LESSOR as Additional Rentadditional rent within ten (10) days after billing therefor, Tenantan amount equal to the product of (a) such excess over the base taxes and (b) the following fraction: Square Footage of Lessee's pro rata share Premises ----------------------------------- Aggregate of All the Rentable Square Footage (whether or not rented or improved within the entire building) Effective April 1, 1993, LESSEE shall pay monthly, at the time when Rent payments are due hereunder, an amount equal to one-twelfth (1/12th) of the following items: total of annual real estate taxes (ias estimated by ▇▇▇▇▇▇) due from LESSEE to LESSOR pursuant to this Subsection 8.1. Promptly after the determination by any sales or use taxing authority of real estate taxes upon the Building for each tax imposed year, LESSOR shall make a determination of the real estate taxes allocated to the Premises, and if the aforesaid payments theretofore made for such tax year by ▇▇▇▇▇▇ exceed the real estate taxes allocated to the Premises, such overpayment shall be credited against the payments thereafter to be made by LESSEE pursuant to this paragraph; and if the real estate taxes allocated to the Premises for such tax year are greater than such payments theretofore made on rents collected account for such tax year, LESSEE shall within ten (10) days of written notice from the LESSOR make a suitable payment to LESSOR. Xerox copies of tax bills submitted by Landlord (other than City, State or Federal Income Tax), or ▇▇▇▇▇▇ with any tax on rents in lieu such statement shall be conclusive evidence of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses real estate taxes charged, assessed or imposed. After the full assessment year, the initial monthly payment on account of the real estate taxes allocated to the Premises shall be replaced each year by a payment which is one-twelfth (as defined below1/12th) of the real estate taxes allocated to the Premises for the Building to immediately preceding tax year. 2. For the extent operating expenses exceed purposes of this clause, the actual amount of operating expenses term "Tax Year" shall mean the twelve month period commencing on April lst (or any month as it may apply and/or change for the first city, town or municipality tax period) immediately preceding the Commencement Date and each twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year month period thereafter during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.

Additional Rent. Tenant shall In addition to the Rent provided for in Paragraph 1 above, the Lessee agrees to pay as Additional Rent, Tenant's to the Lessor additional rent for each Lease Year subsequent to the initial full year of this Lease representing the Lessee’s pro rata share in any increase in the operational expenses of the following items: Building attributable to such Lease Year. The Lessee’s share of any increase in operational expenses for any Lease Year (isubsequent to the initial full year of this Lease) any sales or use tax imposed on rents collected shall be calculated as follows: first, as of the first and each subsequent anniversary date(s) of this Lease, the annual operational expenses of the Building for the preceding fiscal year ending 12/31 shall be calculated and from this amount shall be subtracted the annual operational expenses of the Building for the fiscal year ending December 31. In this manner, the total increase in operational expenses of the Building for the appropriate calendar year of this Lease shall be determined. The base year of the Lease referenced within this document shall be 2003. Second, such increase shall be divided by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt 34,751 square feet to require Landlord to pay the same; and (ii) arrive at the amount of operating the increase in operational expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during and then the term amount of such increase per square foot of the Building shall be multiplied by the number of square feet occupied by the Lessee pursuant to the terms of this Lease; providedLease to determine the amount, howeverif any, an amount equal to $1.25 per rentable square foot shall be used as of additional rent payable by the expense stop Lessee for the Tenant for utilities for the first lease year next Lease Year of the Lease. Notwithstanding If the foregoing, the increased cost to Tenant for calculations show an increase in operating expenses (exclusive of as compared with the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease base year, an amount greater than Lessee shall pay to Lessor within thirty (30) days following Lessor’s notice, a five percent increase over sum equal to the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata Lessee’s share of the items set forth increase in subparagraph (b) above shall be calculated by dividing such expense prorated for such Lease Year. For purposes of this paragraph, the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants operational expenses of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses any fiscal year shall be included on a fully assessed basisdefined as all expenditures with respect to the Building for such fiscal year other than expenditures for mortgage payments, capital expenditures, depreciation, tenant finish for other lessees, leasing commissions, advertising expenses and operating expenses shall be grossed up to reflect 100 percent occupancyexecutive salaries.

Additional Rent. Tenant In accordance with the following, ▇▇▇▇▇▇ shall under the terms, conditions and provisions hereinafter provided, pay to LESSOR as additional rent, the following: REAL ESTATE TAXES 1. If real estate taxes upon the land and buildings (the "Property"), of which the Premises are a part, for any tax year exceed the real estate base tax amount, whether by reason of an increase in either the tax rate or the assessed valuation or both, LESSEE shall pay to LESSOR as Additional Rentadditional rent within ten (10) days after billing therefor, Tenantan amount equal to the product of (a) such excess over the base taxes and (b) the following fraction: Square Footage of Lessee's pro rata share Premises -------------------------------------------- Aggregate of All the Rentable Square Footage (whether or not rented or improved within the entire building) Effective April 1, 1993, LESSEE shall pay monthly, at the time when Rent payments are due hereunder, an amount equal to one-twelfth (1/12th) of the following items: total of annual real estate taxes (ias estimated by ▇▇▇▇▇▇) due from LESSEE to LESSOR pursuant to this Subsection 8.1. Promptly after the determination by any sales or use taxing authority of real estate taxes upon the Building for each tax imposed year, LESSOR shall make a determination of the real estate taxes allocated to the Premises, and if the aforesaid payments theretofore made for such tax year by ▇▇▇▇▇▇ exceed the real estate taxes allocated to the Premises, such overpayment shall be credited against the payments thereafter to be made by LESSEE pursuant to this paragraph; and if the real estate taxes allocated to the Premises for such tax year are greater than such payments theretofore made on rents collected account for such tax year, LESSEE shall within ten (10) days of written notice from the LESSOR make a suitable payment to LESSOR. Xerox copies of tax bills submitted by Landlord (other than City, State or Federal Income Tax), or ▇▇▇▇▇▇ with any tax on rents in lieu such statement shall be conclusive evidence of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses real estate taxes charged, assessed or imposed. After the full assessment year, the initial monthly payment on account of the real estate taxes allocated to the Premises shall be replaced each year by a payment which is one-twelfth (as defined below1/12th) of the real estate taxes allocated to the Premises for the Building to immediately preceding tax year. 2. For the extent operating expenses exceed purposes of this clause, the actual amount of operating expenses term "Tax Year" shall mean the twelve month period commencing on April 1st (or any month as it may apply and/or change for the first city, town or municipality tax period) immediately preceding the Commencement Date and each twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year month period thereafter during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.

Additional Rent. (a) During each Fiscal Year (or part thereof) beginning on the Commencement Date and continuing throughout the Term, Tenant shall pay to Landlord, as Additional Rent, quarterly in advance on the first day of each calendar quarter during the applicable portion of the Term, and in accordance with this Lease and the terms and conditions of the annual Support Agreement: (i) The costs of Demand Services, if any, requested by ▇▇▇▇▇▇ from Landlord in such year; (ii) The ARFF Costs for the ARFF Services, if any, to be provided to Tenant by Landlord in such year; provided, that Landlord shall be responsible to pay for (b) of the ARFF Costs; and (iii) The costs of Utilities, if any, to be provided to Tenant by Landlord in such year, including, without limitation, Tenant's pro rata share of the following items: costs to operate and maintain any components of any Utility systems that serve the Premises as determined in accordance with the Utility Plan (i) including repairs and replacements, as well as any sales or use tax imposed on rents collected by Landlord (other than Cityupgrades, State or Federal Income Taxcapital improvements and/or separation of such Utility systems that have been made at Tenant's request), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord . Tenant will not be obligated to pay for or reimburse Landlord for any of the same; and (ii) the amount costs of operating expenses (as defined below) for the Building providing ISP Services to the extent operating expenses exceed Premises. Landlord and Tenant acknowledge and agree that during the RFP process described in the Recitals, the ISP Services Rate was factored into and constitutes a part of the Base Rent to be paid by Tenant pursuant to the Basic Lease Information and section 5.1, and the Base Rent will not be adjusted as a result of any increase or decrease in the actual amount of operating expenses for the first twelve months of occupancy of any portion costs of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the LeaseISP Services. Notwithstanding the foregoing, in the increased cost event any Additional Projects are developed on property within the Premises that is under exclusive federal legislative jurisdiction, then Tenant will be obligated to Tenant pay Landlord for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph providing ISP Services at then- current ISP Services Rate so long as such property remains under exclusive legislative jurisdiction. (b) above Beginning on the Commencement Date and continuing throughout the Term, Tenant shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building pay, as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, all other amounts of money and multiplying charges required to be paid by Tenant under this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basisLease, and operating expenses shall be grossed up to reflect 100 percent occupancywhether or not such amounts of money or charges are designated "Additional Rent."

Additional Rent. Section 26.01. Landlord and Tenant agree that in addition to the annual Fixed Rent stated in Section 1.04 herein, Tenant shall pay as Additional Rent, Tenant's be liable for the payment of its pro rata share of Landlord’s estimated “operating expenses” as hereinafter defined. Tenant’s pro data share shall be deemed to be 4.982% of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of annual operating expenses for the first twelve months Building. Said 4.982% is based upon 215,000 square feet of occupancy gross leasable area in the Building of any which 4.982% or 10,711 square feet of gross leasable area is demised to Tenant. Tenant’s pro rata portion of the Building operating expenses as of the Term Commencement Date of this Lease shall be estimated at the rate of $9.00 per rentable gross leasable square foot resulting in an annual sum of $96,399.00. Tenant shall be liable for the payment of $8,033.25 per month until Landlord notifies Tenant of Tenant’s new estimated pro rata payment as hereinafter provided. On or prior to January 1 of each calendar year during the term hereof, Landlord shall notify Tenant of the Building reasonably projected operating expenses for such upcoming calendar year and of Tenant’s new estimated pro rata payment. All monthly installments of additional rent thereafter due during such calendar year shall be increased or decreased, as the case may be, to reflect one-twelfth (1/12) of the annual amount of the new estimate until a new adjustment becomes effective for the next ensuing calendar year. In addition, in the event the estimated operating expenses during any lease calendar year are projected by Landlord to increase or decrease at an annual rate in excess of ten (10%) percent of the amount of the operating expenses on which the estimate then in effect is based, then upon notification by Landlord to Tenant, all monthly installments thereafter due during such calendar year shall be further adjusted to reflect such increase or decrease. After the end of each calendar year during the term of this Lease, Landlord shall furnish Tenant with a reasonably detailed statement relating to the actual operating expenses for the prior calendar year. If the pro rata actual operating expenses for any prior calendar year shall be greater (resulting in a deficiency) or shall be less (resulting in an excess), than the estimated amount actually paid by Tenant during such calendar year, then: (a) Tenant shall, in case of such a deficiency, pay to Landlord as additional rent for the Premises for such calendar year the amount of the difference, in one lump sum on the due date of the next monthly installment of Fixed Rent after the date of notice to Tenant (but not sooner than 15 days after notice of same), or (b) in case of such an excess Landlord shall credit to the Tenant the amount of the difference against future payments of additional rent, or in the case of the expiration of the Lease, Landlord shall remit Tenant such difference. Any adjustment for the final year of the term of this Lease shall survive the expiration thereof. Landlord, to the extent required by Landlord’s mortgagee, may elect, at its option, upon not less than thirty (30) days notice to Tenant, to require Tenant to pay with the next succeeding installment of rent due and payable by Tenant to Landlord, Tenant’s proportionate share of any real estate taxes paid by Landlord which represents the advance payment thereof. In such case, the succeeding monthly installments of additional rent payable by Tenant to Landlord shall be decreased by an amount equal to the fractional part thereof attributable to the real estate taxes which shall have been satisfied by the foregoing payment made by Tenant to Landlord as provided in the next preceding paragraph hereof. For purposes of determining what adjustment, if any, shall be made covering the period ending on the last day of each calendar year the term “Operating Expenses” shall be deemed to encompass any and all operating expenses paid or incurred by Landlord for the operating of Landlord’s Building and other improvements and shall specifically include, but not be limited to: A. Wages and salaries of all necessary employees, including clerical personnel engaged in the physical operation and maintenance of the Building and other improvements appurtenant thereto, including Employer’s Social Security Taxes, and any other taxes which may be levied on such wages and salaries, and any and all fringe benefits provided for such employees; B. All supplies and material used in the operation and maintenance of such Building and improvements appurtenant thereto, including the cost of electrical energy and other utilities to the common areas of the Building and to the Building’s parking area and garage; C. The costs of maintaining, repairing, snow plowing, lining and lighting all appurtenant parking, sidewalk and ingress areas, including traffic controls, and the planting, mowing and maintaining of all planted areas within or appurtenant to the Building; D. The allocable costs of all maintenance and service agreements on equipment used in the operation and maintenance of the Building and appurtenant areas (including the Building’s parking areas and garage); E. Hazard and liability insurance premiums for the Building and appurtenant areas, other than with respect to insurance coverage to be maintained by tenants; F. The costs of repairs, ordinary cleaning and general maintenance of the Building and appurtenances thereto, exclusive of expenses such as alterations for the accommodation of a specific tenant or tenants or such as leasehold improvements to premises demised exclusively to other tenants, or extra cleaning for a specific tenant or tenants for which direct charges are made, or brokerage commissions for leases or lease renewals or extensions with tenants of the Building; exclusive also of repairs or maintenance to be performed by tenants, or advertising and promotion expenses relating to vacant space in the Building; G. All taxes and assessments and governmental charges whether Federal, State or municipal which are levied or charged against the Land, Building and improvements, or against any personal property used in the operation of the Premises and any other taxes and assessments attributable to the Premises, or its operation (excluding, however. Federal, State or other income taxes); H. Management fees pertaining to operation of the Building and appurtenant parking areas and garage. The “operating expenses” for the calendar year in which the term of this Lease shall begin as well as for the calendar year in which this Lease shall end shall be apportioned so that the Tenant shall pay only those portions of each such calendar year as are within the lease term. Whenever any of the foregoing expenses are performed for, or relate to, any buildings and improvements in the M▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ in addition to the Building No. 1, such expenses shall be allocated equitably among such buildings and improvements and Building No. 1 based on the benefit inuring proportionately to all the buildings in the M▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇. Notwithstanding anything to the contrary contained herein, operating expenses shall exclude compensation or bonuses paid to officers or executives of Landlord (except for a Building Manager and a Facilities Manager), administrative wages and salaries (except as provided above), management fees (except and provided above), depreciation or accelerated cost recovery of the Building or any equipment, furniture or property attached to or installed in the Building, capital expenditures (except for capital expenditures required by governmental or regulatory authorities (provided, however, an amount equal the expenditures required to $1.25 per rentable square foot bring the Building and the Property into compliance with the American Disabilities Act [“ADA”] including without limitation, changes to the ingress and egress of the Building, the common areas of the Building and the restrooms in the Building shall be used as the expense stop excluded) or which are made primarily for the Tenant for utilities for the first lease year purpose of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for reducing operating expenses (exclusive provided, however, the cost of such capital expenditure(s) shall be amortized in accordance with generally accepted accounting principles over the life of the costs for utilities asset), replacement of the structural components of the Building (which cost is does not cappedinclude the roof) shall not exceed per rentable square foot of and the Premises, in ground rents, interest or amortization of mortgages, any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot costs related to development of the site, costs of maintaining Landlord’s corporate existence, legal expenses (except for reasonable outside legal expenses incurred by Landlord in attempting to reduce or eliminate any component of operating expenses and real estate taxes), travel expenses, leasing costs or brokerage commissions, marketing and advertising costs, renting commissions or fees, costs in connection with artwork in the Building, costs to correct construction defects and latent defects, costs for improving any other tenant’s space, costs for any repair or other work necessitated by condemnation, fire or other casualty (other than the reasonable deductible under said policy), costs to remove asbestos or Hazardous Substances (as defined herein) from the Building or the Property, services or benefits provided to some tenants but not offered to Tenant, repair of all damage of any kind to the Property (including the Building and the Premises) caused by the negligent or intentional acts of Landlord, its employees, agents or contractors, and any costs or fines due to Landlord’s violation of any governmental rule or authority related to the Building, the Premises or the Property. Section 26.02. Tenant's pro rata share Tenant and its agents and employees shall have one hundred eighty (180) days after receiving the Statement to audit Landlord’s books and records concerning the Statement at a mutually convenient time at Landlord’s offices. Landlord’s books and records shall be kept in accord with generally accepted accounting principles consistently applied. If Tenant reasonably believes that certain of the items set forth Operating Expenses charged by Landlord include costs that are not properly included within the term “Operating Expenses” or that Landlord has erred in subparagraph calculating same, Tenant shall have the following audit right. Tenant shall exercise such audit right by providing Landlord with a written notice of Tenant’s exercise of such audit right (bthe “Audit Notice”) above within one hundred eighty (180) days after Tenant’s receipt of the Statement. Upon the receipt by Landlord of an Audit Notice, Landlord shall, subject to the parties entering into a mutually agreeable confidentiality agreement, provide Tenant, at Landlord’s offices, and its employees with reasonable access to Landlord’s books and records relating to Operating Expenses. If, within thirty (30) days after Landlord’s receipt of the Audit Notice, Landlord and Tenant are unable to resolve Tenant’s objections, then Tenant shall have the right to employ an accounting firm selected by Tenant in its sole discretion to inspect and audit Landlord’s books and records relating to Operating Expenses. Such audit may not be conducted on a contingency fee basis. All costs and expenses of any such audit shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount paid by Tenant's . If, as a result of such audit, it is determined that Tenant has paid to Landlord additional rent in excess of that to which Landlord was entitled due to Landlord’s having included in Operating Expenses charges not permitted hereunder, or its having miscalculated Tenant’s pro rata share, then Landlord shall, within thirty (30) days after such determination of overpayment, remit such excess to Tenant. Ad valorem taxes included as operating expenses In addition to Landlord’s remitting such excess payment, Landlord shall be included on a fully assessed basisreimburse Tenant for the reasonable cost of Tenant’s audit, and operating expenses but only in the case that the charges exceeded by 5% the actual charges due. If Tenant disputes the accuracy of any Statement, Tenant shall be grossed up to reflect 100 percent occupancystill pay the amount shown owing pending resolution of such dispute in accordance with the foregoing paragraph.

Additional Rent. Tenant shall pay as to Landlord throughout the term of this Lease the following ("Additional Rent, "): a. Tenant shall pay a sum equal to 41.096% ("Tenant's pro rata share proportionate share") of the following items: (i) Real Estate taxes. The term "Real Estate Taxes" shall mean all real estate taxes, all assessments and any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents taxes in lieu of ad valorem taxes on thereof which may be levied upon or assessed against the BuildingProperty. Tenant, even though laws imposing such taxes attempt in addition to require all other payments to Landlord by Tenant required hereunder, shall pay to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building Landlord, in any lease each year during the term of this Lease; providedLease and any extension or renewal thereof, howeverTenant's proportionate share of such real estate taxes and assessments paid in the first instance by Landlord. Any tax year commencing during any Lease year shall be deemed to correspond to such Lease year. In the event the taxing authorities include in such real estate taxes and assessments the value of any improvements made by Tenant, an or of machinery, equipment, fixtures, inventory or other personal property or assets of Tenant, then Tenant shall pay all the taxes attributable to such items in addition to its proportionate share of said aforementioned real estate taxes and assessments. A photocopy of the tax statement submitted by Landlord to Tenant shall be sufficient evidence of the amount of taxes and assessments assessed or levied against the Property of which the Demised Premises are a part, as well as the items taxed. b. Tenant shall pay a sum equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year 41.096% of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for annual aggregate operating expenses (exclusive incurred by Landlord in the operation, maintenance and repair of the Property ("Operating Expenses"). The term "Operating Expenses" shall include but not be limited to costs for utilities which cost is not capped) shall not exceed per rentable square foot of maintenance, repair, and care of all lighting, HVAC, plumbing and electrical fixtures, equipment and systems, roofs, parking and landscaped areas, signs, snow removal, non-structural repair and maintenance of the Premisesexterior of the Building, in any lease yearinsurance premiums, an amount greater than a management fees not to exceed five percent increase (5.0%) of the gross revenue of the Building, costs of equipment purchased and used for such purposes, wages and fringe benefits of required personnel employed for such work, and the cost or portion thereof properly allocable to the Property (amortized over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share respective useful lives, determined in accord with generally accepted accounting principles, of the items set forth in subparagraph question, together with interest at the rate of 8% per annum on the unamortized balance) of any capital improvements made to the Building by Landlord after the date of execution hereof which (bi) above result in a reduction of Operating Expenses, or (ii) are required under any governmental law or regulation that was not applicable to the Building at the time it was constructed. c. "Operating Expenses" shall be calculated by dividing not include the rentable square footage of the Premises by the rentable square footage cost to replace any structural portions of the Building. Tenant's pro rata share of the items to be billed to all tenants of the , parking area, or Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rentsystems including, but not limited to, HVAC, electrical, plumbing, exterior lighting, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basislife safety systems, and operating expenses shall be grossed up except to reflect 100 percent occupancythe extent (if any) specifically stated in paragraph 3.

Additional Rent. Tenant (a) In addition to the monthly base rent, commencing on the commencement date, Lessee agrees to monthly pay, as additional rent, a forty-four and 07/100 percent (44.7%) share of all Property maintenance and operating expenses as hereinafter defined. Lessee shall have no right to withhold, deduct or offset any amount from the additional rent even if the actual square footage of the premises is less than the approximate square footage of the premises set forth in Exhibit B attached hereto. (b) Lessee's percentage share of the Property maintenance and operating expenses set forth above is based upon the Lessee's percentage of the Property's maintenance and operating expenses as of the commencement date. The maintenance and operating expenses for the Property shall be computed on an annual basis, at the beginning of each calendar year, and, to the extent such expenses are not fixed or known in advance, shall be estimated by the Lessor for the ensuing year. Lessee shall pay such expenses, as Additional Rentadditional rent, Tenantthroughout the calendar year, in advance, with the monthly base rent, subject to reconciliation and adjustment as provided below. Lessor shall notify Lessee of Lessee's share of the expenses for the coming calendar year as soon as reasonably possible after the beginning of each year. In the event Lessee's lease term shall commence or end at any other time than the beginning or end of a calendar year, the Lessee's additional rent shall be adjusted prorata for such shortened period. Lessor shall have the right, in the event of unusual or extraordinary maintenance and operating expenses, to assess and collect, as additional rent, either as a one time or continuing charge, additional sums under this Section 3.2 to pay such expenses without affecting the Lessee's liability for the monthly sums hereinabove described. (c) Property maintenance and operating expenses" shall include, without limitation, shall include, without limitation: (i) Lessor's overhead expenses pertaining to the Property and the common areas; (ii) costs of non-structural repairs, line painting, landscaping and irrigation, electricity, maintenance of parking areas, bulb replacement, cleaning up, sweeping and janitorial service; and cost of garbage and refuse removal, and any repairs, improvements or replacements required by law; (iii) costs of any repairs, alterations, modifications, amendments, additions and/or improvements to the Property and/or the premises, not otherwise paid for by any tenant of the Property, necessary, required or appropriate in order to bring the Property and/or the premises into compliance with the requirements, policies and/or procedures of "The Americans with Disabilities Act of 1990," 42 U.S.C. Section 12101 et. seq., and/or any rules and/or regulations promulgated with respect thereto; (iv) all billing, security, management and legal expenses incurred or paid by Lessor relating to the protection, maintenance and operation of the Property, the common areas and/or the premises not separately payable by any other tenant of the Property; (v) any utility charges for the Property, the common areas and/or the premises not separately metered to or paid for by any tenant of the Property; (vi) costs of liability, fire, other property damage, flood, loss of rent, business interruption and other insurance, including any deductibles payable by the Lessor thereunder, which Lessor shall, in its sole discretion, deem necessary and/or appropriate with respect to the premises, the Property, the common areas and/or Lessee and/or Lessee's business, fixtures, equipment, installations and/or operations in the premises, common areas and/or Property; (vii) Lessee's share of the Property's real and personal property taxes and assessments as provided in Section 4.1; (viii) Lessee's share of the Master Lease rent and any other charges or assessments charged to or payable by Lessor under the Master Lease described in Section 17.1 below; and (ix) any other costs which the Lessor shall conclude, in its sole discretion, are reasonable and necessary for maintaining and operating the common areas and/or the Property. (d) A statement of Property maintenance and operating expenses shall be provided annually to Lessee within one hundred twenty (120) days of each calendar year end. If the maintenance and operating expenses according to such statement shall differ from the expenses estimated by Lessor as provided above, the expenses according to such statement shall be deemed correct and an appropriate adjustment shall be made in the additional rent by prompt payment by Lessee of any deficiency or, in the event of an excess, an adjustment of additional rent thereafter due to Lessor to provide Lessee with reimbursement over a period of time not to exceed twelve (12) months. Notwithstanding the preceding, however, Lessor's failure to provide Lessee with a statement of the Property maintenance and operating expenses by the date provided above shall in no way excuse Lessee from its obligation to pay its pro rata share of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of Property maintenance and operating expenses (as defined below) for the Building or constitute a waiver of Lessor's right to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's ▇▇▇▇ and collect such pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, Property maintenance and operating expenses shall be grossed up to reflect 100 percent occupancyfrom Lessee as provided in this Section 3.2.

Additional Rent. Tenant In addition to paying the Base Rent due hereunder, Sublessee shall pay to Sublessor, as Additional Rent, Tenant's pro rata its proportionate share of any escalations for increases in Operating Expenses (as such term is defined in Section 2.02 of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income TaxPrime Lease), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing when and as such taxes attempt Operating Expenses are billed to require Landlord to pay the same; and (ii) the amount of operating expenses Sublessor (as defined belowtenant) for from Prime Lessor under the Building to the extent operating expenses exceed the actual Prime Lease, said amount of operating expenses for the first twelve months of occupancy of any portion of the Building is currently $6.21 per rentable square foot of foot. In addition, any and all other charges imposed on Sublessor (as tenant) under the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot Prime Lease shall be used borne by Sublessee on the same terms and conditions as provided for in the Prime Lease and likewise shall be paid to Sublessor when and as such charges are billed to Sublessor (as tenant) under the Prime Lease. Sublessee shall make any and all such payments directly to Sublessor at the address stated in Section 5.05 hereof or such other persons as the expense stop for the Tenant for utilities for the first lease year of the LeaseSublessor may from time to time direct. Notwithstanding the foregoingFor purposes hereof, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. TenantSublessee's pro rata proportionate share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent Operating Expenses shall be determined by calculating multiplying Operating Expenses by a fraction, the total amount to be billed tenants numerator of which is the number of rentable square feet of Subleased Premises and the denominator of which is the number of rentable square feet of the Building Premises as follows: Sublessee's proportionate share is approximately 34.26% (36,246rsf/105,790rsf=34.26%). In the event that the Prime Lessor invoices the Sublessor on a monthly basis for Additional Rentthe estimated Operating Expenses, Sublessor shall then invoice Sublessee on a monthly basis for the estimated Operating Expenses, in accordance with Section 2.02 of the Prime Lease. Sublessee shall have fifteen (15) days to pay Sublessor after receipt of the written invoice. Within six (6) months following the close of each calendar year and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as following receipt of the documentation from the Prime Lessor, Sublessor shall provide an accounting showing in reasonable detail all computation of the operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyfor that year.

Additional Rent. Subject to the provisions of Section 5.2 below, commencing on the first day of the seventh (7th) month following the Lease Commencement Date (as determined pursuant to Section 2.3 above) and continuing throughout the Lease Term, in addition to the Base Monthly Rent, Tenant shall pay to Landlord without offset as additional rent (the “Additional Rent”) the following amounts: A. An amount equal to all Property Operating Expenses (as defined in Article 13) incurred by Landlord (calculated as if Rent had been paid from and after the Delivery Date at the rate applicable when Tenant first pays rent hereunder not counting any free rent period); provided however, Tenant's pro rata share in no event shall the Property Maintenance Costs increase by more than four percent (4%) in any calendar year (the “Maintenance Costs Cap”), which shall be cumulative and compounding. Payment shall be made by whichever of the following itemsmethods (or combination of methods) is (are) from time to time designated by Landlord: (i1) Landlord may b▇▇▇ to Tenant, on a periodic basis not more frequently than monthly, the amount of such expenses (or group of expenses) as paid or incurred by Landlord, and Tenant shall pay to Landlord the amount of such expenses within thirty (30) days after receipt of a written b▇▇▇ therefore from Landlord; and/or (2) Landlord may deliver to Tenant Landlord’s reasonable estimate of any sales given expense (such as Landlord’s Insurance Costs or use tax imposed on rents collected by Landlord (other than City, State or Federal Income TaxReal Property Taxes), or any tax on rents in lieu group of ad valorem taxes on the Buildingexpenses, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) which it anticipates will be paid or incurred for the Building ensuing calendar or fiscal year, as Landlord may determine, and Tenant shall pay to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, Landlord an amount equal to $1.25 per rentable square foot shall be used as the expense stop estimated amount of such expenses for such year in equal monthly installments during such year with the Tenant for utilities for the first lease year installments of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata Base Monthly Rent. B. Landlord’s share of the items set forth in subparagraph (b) above shall be calculated consideration received by dividing Tenant upon certain assignments and sublettings as required by Article 7; C. Any legal fees and costs that Tenant is obligated to pay or reimburse to Landlord pursuant to Article 13; and D. Any other charges or reimbursements due Landlord from Tenant pursuant to the rentable square footage terms of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, this Lease other than late charges and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included interest on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancydefaulted rent.

Additional Rent. Prior to the commencement of each Lease --------------- Year (except the Base Services Year) during the Term hereof, Landlord shall furnish Tenant a written statement of the Estimated Costs Allocable to the Premises for such Lease Year and a calculation of the portion of Estimated Costs Allocable to the Premises payable by Tenant as Additional Rent in accordance with this Section. In advance of or before the first day of each month during the Term hereof commencing on the first day of the first Lease Year following the Base Services Year, Tenant shall pay as Additional Rent, Tenant's pro rata share Rent for each month during each such Lease Year: one-twelfth (1/12th) of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building Estimated Costs Allocable to the extent operating expenses exceed Premises. If at any time or times during any such Lease Year, it appears to Landlord that the actual amount of operating expenses Estimated Costs Allocable to the Premises will vary from Landlord's estimate by more than five percent (5%) on an annualized basis, Landlord may, by written notice to Tenant, revise its estimate for such Lease Year and the first twelve months of occupancy of any portion of the Building per rentable square foot of Estimated Costs Allocable to the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot Premises payable by Tenant as Additional Rent as provided herein for such Lease Year shall be used as the expense stop for the Tenant for utilities for the first lease year of the Leaseaccordingly adjusted based on such revised estimate. Notwithstanding the foregoing, in no event shall the increased cost increase in Tenant's portion of Actual Costs Allocable to Tenant for operating expenses the Premises (exclusive of gas and electricity and Property Taxes) in any Lease Year exceed the costs greater of (i) five percent (5%) of Tenant's portion of the previous Lease Year's Actual Costs Allocable to the Premises or (ii) such Lease Year's increase in the Consumer Price Index for utilities which All Urban Consumers, U.S. City Average (the "Index"), published by the United States Department of Labor's Bureau of Labor Statistics over the Index for the preceding Lease Year. Increases in the cost is not capped) of gas and electricity and Property Taxes shall not exceed per rentable square foot of the Premises, in be subject to any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy"cap" or limit.

Additional Rent. Tenant (a) Commencing with the Effective Date and continuing through the remainder of the Term, Delta shall pay to IAT pursuant to Section 7.06 on the dates and at the times provided for herein all amounts comprising Additional Rent (including Delta’s Share of ATA Permitted Remediation Costs and Delta’s Parking Space Costs) under this Agreement, provided that, if a date or time is not specified for the payment of a particular component of Additional Rent, such component of Addition Rent shall be paid on the first day of the calendar month immediately succeeding the date on which such Additional Rent obligation arises. (b) Commencing with the Second Supplement Effective Date and continuing until Phase II DBO, Delta shall pay to IAT, as Additional Rent, Tenant's pro rata share of $456,000.00 annually, which annual amount shall be increased, on a compounding basis, by the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses Annual CPI Percentage Increase (as defined belowin the Port/IAT Lease) for the Building to the extent operating expenses exceed the actual amount of operating expenses for on the first twelve months day of occupancy of any portion each Annual Period occurring after the Second Supplement Effective Date, and which annual amount shall be adjusted by IAT in consultation with Delta to account for material increases over, or material decreases from, the expected costs and expenses incurred by IAT in connection with IAT’s operation and maintenance of the Building per rentable square foot Bus Gate. Such amount shall be payable in equal monthly installments on the first day of each calendar month following the Second Supplement Effective Date, subject to pro ration as appropriate if the Second Supplement Effective Date does not occur on the first day of a calendar month, and subject to a credit for any amounts paid by Delta to IAT under the Bus Gate Right of Entry Agreement in respect of the Building month in any lease year during which the term of this Lease; providedSecond Supplement Effective Date occurs, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Leaseand otherwise in accordance with Section 7.06. Notwithstanding the foregoing, Delta shall receive a credit against the increased cost to Tenant Additional Rent payable by Delta hereunder for operating expenses (exclusive Non-Delta Passengers’ use of the costs for utilities which cost is not capped) shall not exceed per rentable square foot Bus Gate based on the total number of Non-Delta Passengers using the Premises, Bus Gate in any lease year, an amount greater than a five percent increase over each calendar month as compared to the amount paid total number of passengers at Terminal 4 using the previous lease year per rentable square foot Bus Gate in such calendar month applied to the applicable installment of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent for the time period in question. “Non-Delta Passengers” shall be determined mean passengers on all flights operating at Terminal 4 except for flights operated by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on Delta or a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyDelta Affiliate Carrier.

Additional Rent. (a) Commencing on January 1, 2019, and in each calendar year thereafter during the Term, Tenant shall pay in advance on a monthly basis to Landlord, Tenant’s Share of the “Recognized Expenses”, without deduction, counterclaim or setoff, to the extent such Recognized Expenses exceed the Recognized Expenses in calendar year 2018 (“Base Year”). Tenant’s Share is 3.00%, which is 7,268/241,687, which Share may increase or decrease as the Building size increases or decreases. Recognized Expenses are (i) all reasonable operating costs and expenses related to the maintenance, operation and repair of the Building and those costs and expenses of the Project reasonably allocable and beneficial to the Building incurred by Landlord, including but not limited to management fee not to exceed three (3%) percent of Rent; and capital expenditures and capital repairs and replacements shall be included as Recognized Expenses provided such capital repairs or replacements were necessitated by a change in law or regulation occurring after the date of this Lease or were intended to have cost saving benefits over the Term and then solely to the extent of the amortized costs of same over the useful life of the improvements in accordance with generally accepted accounting principles, provided, however, for those capital expenditures, capital repairs and replacements that were generated to have a cost savings benefit over the Term, the amortized costs of such expenditures, repairs or replacements for each Lease Year shall be capped at the actual savings per Lease Year resulting from that capital expenditure, capital repair or replacement. The cap on actual savings shall not apply to capital expenditures, capital repairs and replacements resulting from a change in law or regulation; (ii) all insurance premiums payable by Landlord for insurance with respect to the Project and (iii) Taxes payable on the Project. Each of the Recognized Expenses shall for all purposes be treated and considered as Additional Rent. Tenant shall pay, in monthly installments in advance, on account of Tenant's pro rata share ’s Share of Recognized Expenses, the estimated amount of the following increase of such Recognized Expenses for such year in excess of the Base Year as determined by Landlord in its reasonable discretion. Prior to the end of the calendar year in which the Lease commences and thereafter for each successive calendar year (each, a “Lease Year”), or part thereof, Landlord shall send to Tenant a statement of projected increases in Recognized Expenses in excess of the Base Year and shall indicate what Tenant’s Share of Recognized Expenses shall be. The Base Year shall be adjusted to exclude from the Base Year “extraordinary items” incurred in such calendar year. For purposes or this subparagraph, extraordinary items shall mean either (X) cost increases over the prior calendar year of eleven and one quarter percent (11.25%) or more, or (Y) items which increase Landlord’s total expenses and such items have not been included in the determination of expenses by the Landlord (or the Landlord’s predecessor in interest) for the prior three years of operating the Building. As soon as administratively available, Landlord shall send to Tenant a statement of actual for Recognized Expenses for the prior Lease Year showing the Share due from Tenant. In the event the amount prepaid by Tenant exceeds the amount that was actually due then Landlord shall issue a credit to Tenant in an amount equal to the over charge, which credit Tenant may apply to future payments on account of Recognized Expenses until Tenant has been fully credited with the over charge. If the credit due to Tenant is more than the aggregate total of future rental payments, Landlord shall pay to Tenant the difference between the credits in such aggregate total. In the event Landlord has undercharged Tenant, then Landlord shall send Tenant an invoice with the additional amount due, which amount shall be paid in full by Tenant within thirty (30) days of receipt. Taxes shall be defined as all taxes, assessments and other governmental charges (“Taxes”), including special assessments for public improvements or traffic districts which are levied or assessed against the Project during the Term or, if levied or assessed prior to the Term, which properly are allocable to the Term, and real estate tax appeal expenditures incurred by Landlord to the extent of any reduction resulting thereby. Nothing herein contained shall be construed to include as Taxes: (A) any inheritance, estate, succession, transfer, gift, franchise, corporation, net income or profit tax or capital levy that is or may be imposed upon Landlord or (B) any transfer tax or recording charge resulting from a transfer of the Building or the Project; provided, however, that if at any time during the Term the method of taxation prevailing at the commencement of the Term shall be altered so that in lieu of or as a substitute for the whole or any part of the taxes now levied, assessed or imposed on real estate as such there shall be levied, assessed or imposed (i) a tax on the rents received from such real estate, or (ii) a license fee measured by the rents receivable by Landlord from the Premises or any portion thereof, or (iii) a tax or license fee imposed upon Premises or any portion thereof, then the same shall be included in the computation of Taxes hereunder. (b) Notwithstanding the foregoing, the term “Recognized Expenses” shall not include any of the following: (i) any sales Costs (including permit, licenses and inspection fees) incurred in renovating or use tax imposed on rents collected by Landlord (other than Cityotherwise improving or decorating, State or Federal Income Tax)painting, or any tax on rents in lieu of ad valorem taxes on redecorating the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; andBuilding or space for other tenants or other occupants or vacant space; (ii) the amount Charges for electricity, water, or other utilities, services or goods and applicable taxes for which Tenant or any other tenant, occupant, person or other party is obligated to reimburse Landlord or to pay to third parties; (iii) Depreciation and amortization; (iv) Costs of operating expenses (as defined below) for the Building extraordinary services provided to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all other tenants of the Building as Additional Rent shall be determined or services to which Tenant is not entitled (including, without limitation, costs specially billed to and paid by calculating the total amount specific tenants); (v) Overhead and profit increment paid to be billed tenants subsidiaries or affiliates of Landlord for management or other services on or to the Building or for Additional Rentsupplies, utilities or other materials, to the extent that the costs of such services, supplies, utilities or materials exceed the reasonable costs that would have been paid had the services, supplies or materials been provided by unaffiliated parties on a reasonable basis without taking into effect volume discounts or rebates offered to Landlord as a portfolio purchaser; (vi) Lease payments for rental equipment (other than equipment for which depreciation is properly charged as an expense) that would constitute a capital expenditure if the equipment were purchased, except as provided in Article 4(a) above; (vii) Any cost associated with obtaining a warranty, and multiplying this amount all costs of repair or replacement of any item covered by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.warranty;

Additional Rent. Tenant (a) Subtenant shall pay as to Sublandlord all payments applicable to the Subleased Premises on account of “Expenses”, "real estate taxes" or any other item of "Additional Rent" which is required to be paid by Sublandlord, Tenant's pro rata share applicable to the Subleased Premises, pursuant to the terms of the following items: (i) any sales Lease on or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on before the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion earlier of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities due dates therefor which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items are set forth in subparagraph the Lease or in this Sublease. However, in calculating the Additional Rents due under this Sublease the term “base tax year” shall mean the real estate taxes for the twelve (b12) above month period from January 1, 2016 to December 31, 2016 (i.e., the average of the real estate taxes for the fiscal years ending June 30, 2016 and June 30, 2017), the term "Base Year" as hereinafter set forth for the determination of Expenses shall be calculated mean the calendar year 2016 and “The Tax Percentage” and “The Operating Expense Percentage” shall mean 50% of the amount by dividing which Sublandlord is required to expend for the “Additional Space” demised pursuant to the First Amendment (which is the percentage equivalent to the fraction, the numerator of which is 29,566 (i.e., the rentable square footage of the Premises by Subleased Premises) and the denominator of which is 59,132 (i.e., the rentable square footage of the BuildingAdditional Space demised pursuant to the First Amendment). TenantAdditionally, the term “comparative year”, for purposes of calculating Expenses, shall mean 2017. (b) Beginning on the Commencement Date, Subtenant shall pay Sublandlord for electricity supplied to the Subleased Premises all amounts paid by Sublandlord to Landlord therefor. It is understood that Landlord's pro rata share charge for electricity will be measured by a sub-meter and includes an overhead fee of five percent (5%). Payments on account of electricity shall be made in each case within (10) days after demand. There shall be no abatement of the items electric charge (except to be billed the extent Sublandlord receives such an abatement from Landlord). Subject to all tenants the terms of the Building as Lease, electrical capacity available to the Subleased Premises is not less than an average demand load of eight (8) ▇▇▇▇▇ per useable square foot demand load, exclusive of electricity for the A/C Equipment. To the best of Sublandlord’s knowledge, Sublandlord represents and warrants that the submeter measuring consumption of electricity in the Subleased Premises is and shall be in good working order upon the Commencement Date. (c) Except for Additional Rent which is paid on the first day of each calendar month together with the Fixed Rent pursuant to the Lease, Sublandlord shall be determined by calculating the total amount to be billed tenants give Subtenant notice of the Building for amount of any Additional RentRent which is due hereunder promptly after its receipt of an invoice from Landlord, and multiplying Subtenant shall make the payment to Sublandlord in each case within ten (10) days after the date of such notice. (d) Sublandlord shall have all of the rights and remedies for the non-payment of Additional Rent as it has under this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancySublease for the non-payment of Fixed Rent.

Additional Rent. In addition to the Base Rent, Tenant shall agrees to pay as additional rent (the “Additional Rent, Tenant's ”) its pro rata share of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu all Landlord’s expenses of ad valorem taxes on management fees for the Building, even though laws imposing such taxes attempt Building casualty and other insurance, common area utilities and common area maintenance charges for the portions of the Building accessible and available to require Landlord all tenants, subject to pay limits and controls hereinafter described (“Operating Expenses”), provided, however, that the same; and (ii) the amount of operating expenses (Leased Premises are intended to be primarily free-standing with minimal common charges. Operating Expenses shall not include capital costs and expenses, as defined belowby Generally Accepted Accounting Principles (“GAAP”), but shall include an annual allocation, not to exceed One-Half Percent (0.5%) of the gross annual rentals at the Building, to repair and replacement reserves during the Term, Management fees for the Building shall not exceed. Three Percent (3%) of the gross annual rents generated by the Building while the Building is managed by Phoenix Management Company, In the event the Building is managed by another company unrelated to the extent operating expenses Landlord, the management fee shall not exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion Four Percent of the Building per rentable square foot gross annual rents generated by the Building. Landlord and Tenant agree that water and sewer charges will be separately metered to the Leased Premises and will not become part of the Building in any lease year during the term of this LeaseOperating Expenses; provided, however, an amount that all cost and expense related to separate metering of water and sewer shall be the responsibility of the Landlord. Tenant shall begin paying its pro rata share of Operating Expenses on the Rent Commencement Date. Failure of Tenant to pay any sums required hereunder shall be deemed as a failure to pay rent. Landlord shall estimate the Operating Expenses and shall provide notice thereof at least annually on the anniversary of this Lease. Said estimated Operating Expenses shall be payable in advance on the day that Base Rent is due in installments equal to $1.25 per rentable square foot 1/12 of the estimated Operating Expenses. Each year during the Lease Term and within the ninety (90) days next following the end of each calendar year, Landlord agrees to furnish to Tenant an itemized reconciliation statement in reasonable detail setting forth the total costs included as Operating Expenses for the preceding calendar year. Based on said itemized statement Landlord shall determine Tenant’s total actual Operating Expenses for such preceding year, and shall make adjustments for underpayment of Tenant’s pro rata share of said Operating Expenses, which underpayment Tenant shall pay with Tenant’s next monthly payment of Tenant’s pro rata share of said Operating Expenses, and for overpayments of Tenant’s pro rata share of said Operating Expenses, which overpayment shall be used as credited against Tenant’s next monthly payment(s) of Tenant’s pro rata share of said Operating Expenses until such overpayment is exhausted. Payments of additional rent received more than five (5) days after the expense stop for the Tenant for utilities for the first lease year due date may be subject to a late payment penalty equal to 2% of the Leasepayment amount for each month the payment is late. ▇▇▇▇▇ ▇ ▇▇▇ ▇ ▇▇▇▇▇ ▇▇ responsible for all Operating Expenses of the Building which contains said units and Landlord shall send the invoices to Unit 1. Real estate taxes shall be paid in accordance with Section 9 herein. Notwithstanding the foregoing, Operating Expenses shall not include any of the increased following; the cost of capital improvements (defined as a repair or improvement having use of life greater than five (5) years or expenditures that are deemed capital under GAAP); expenses for painting, redecorating, or other work which Landlord performs for any tenant in the Building; any expense which is payable by fewer than all the tenants of the Building; interest, amortization, or other payments on loans to Landlord, whether secured or unsecured; depreciation of the Building or other said improvements; ground rent; salaries, wages or other compensation paid to any employee above the grade of building superintendent or building manager, including all officers or executives of Landlord; and income, excess profits, or franchise taxes or other such taxes imposed on or measured by the income of Landlord from the operation of the Building; any expenses relating to the replacement of any item if such replacement is covered under warranty; any reserves; any costs for which is or is to be reimbursed by proceeds of insurance or condemnation or by any other third party source, other than payments by other tenants on account of the Operating Expenses; any portion of any cost or expense related to use of any common service or utility that includes other tenant or occupant use in excess of normal and customary office use levels; any charges for general administration or overhead; any costs relating to leasing, lease enforcement or procuring tenants, including attorneys’ fees, leasing commissions, advertising costs, space planning, buy-outs, contributions, tenant improvement expenses, and costs to construct any tenant alterations or improvements in connection with the preparation of a space for a new tenant or the renovation of any space for an existing tenant, and any expenses incurred to resolve disputes, enforce or negotiate lease terms with prospective or existing tenants; any costs relating to financing, refinancing or modifying any mortgage or lien on the Building or any portion thereof, and any costs relating to any other indebtedness, including, without limitation, interest, principal payments, late payment fees or penalties, legal fees, commissions, title insurance premiums, points, survey expense, appraisal, environmental report, or engineering report; any penalty or fine or cost incurred by Landlord due to its violation of any law; any interest or penalties assessed against Landlord for late payment by of any of the Operating Expenses or Real Estate Taxes; any cost relating to sculptures, paintings and other objects of art; any cost to Tenant repair and/or replace any construction defects or design defects in the Building; any costs relating to advertising, marketing and promotional events; legal fees; the cost of cleanup/remediation of any hazardous waste or hazardous substance, and all other costs of complying with any environmental law, ordinance, regulation, decree or order; and costs of any repairs, restoration or other work attributable to a fire, windstorm or other casualty or to a condemnation, other than those costs equal to a commercially reasonable insurance deductible. Supplementing the foregoing, (1) to the extent any person whose wage, salary, fringe benefits and taxes (payroll and workers’ compensation, etc,) are included in the Operating Expenses does not devote his/her entire time to the Building, then said wage, salary, fringe benefits and other items shall be included only in proportion to the amount of time spent with respect to the Building, and (ii) if any service is provided by an affiliate or subsidiary of Landlord or the managing agent, the cost included in the Operating Expenses for operating expenses (exclusive of the costs for utilities which cost is not capped) such service shall not exceed per rentable square foot of the Premises, in any lease year, reasonable and customary cost charged by an amount greater than a five percent increase over independent third party performing the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancysame services.

Additional Rent. Tenant In addition to the Base Rent, the Lessee shall pay as to the Lessor additional rent (the "Additional Rent") which shall equal, Tenant's pro rata share in each calendar year, the sum of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents the Additional Rent payable in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and immediately preceding calendar year plus (ii) the amount twelve percent (12%) of operating expenses (as defined below) Excess Gross Revenues for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease then current calendar year during the term Tenn. Additional Rent shall accrue commencing on May 1, 1998, and shall be payable during the Term, quarterly in arrears, commencing on July 20, 1998 ("Additional Rent Commencement Date") and there shall be an annual reconciliation as provided in Section 3.2 below. Notwithstanding the foregoing, in no event shall any 30 31 increase to Additional Rent for any calendar year exceed two and one-half percent (2.5%) of this Leasethe total of Base Rent and Additional Rent payable for the immediately preceding calendar year. Additional Rent payable hereunder for any fractional calendar year shall be prorated so that such Additional Rent shall equal the product of (x) the Additional Rent payable with respect to the immediately preceding calendar year ~l an amount equal to twelve percent (12%) of the annualized Excess Gross Revenues for the applicable fractional calendar year multiplied by (y) a fraction (the "Proration Factor"), the numerator of which is the number of days in the applicable fractional calendar year and the denominator of which is 365; provided, however, an amount equal to $1.25 per rentable square foot that, in no event: shall be used as the expense stop for Additional Rent payable during (A) the Tenant for utilities for calendar year in which the first lease year Additional Rent Commencement Date occurs exceed the product of two and one-half percent (2.5%) of the Lease. Notwithstanding total of Base Rent payable with respect to the foregoing, immediately preceding calendar year multiplied by the increased cost to Tenant for operating expenses applicable Proration Factor and (exclusive B) any other fractional calendar year increase by more than the product of two and one-half percent (2.5%) of the costs for utilities which cost is not capped) shall not exceed per rentable square foot total of Base Rent and Additional Rent payable with respect to the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease immediately preceding calendar year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises multiplied by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyapplicable Proration Factor.

Additional Rent. Tenant shall pay as Additional Rent, Tenant's pro rata share of As additional rent the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord Lessee agrees to pay to Lessor or such persons as may be designated by Lessor, promptly as the same; and same becomes due and payable, all real estate taxes (ii) the amount of operating expenses (and Lessee shall promptly reimburse Lessor for all general and special assessments to be reimbursed by Lessee as defined below) for the Building hereinafter provided to the extent operating expenses exceed such reimbursement shall be required hereinbelow in this Subsection 2.2), levied upon or assessed against the actual amount of operating expenses for the first twelve months of occupancy of Property and/or any portion buildings, structures, fixtures or Improvements now or hereafter located thereon, or arising in respect of the Building per rentable square foot occupancy, use or possession of the Building in any lease year Property, and which are assessed upon or become due and payable or a lien upon the Property during the term of this Lease, and the Lessee agrees to exhibit to the Lessor, on demand, receipts evidencing payment of such taxes so payable by the Lessee to others than Lessor. Lessor agrees to pay for all special and general assessments (other than the real estate taxes required to be paid by Lessee as hereinabove provided) which are levied upon or assessed against the Property and/or any buildings, structures, fixtures or Improvements now or hereafter located thereon before such special or general assessments become delinquent; provided, however, an . that Lessee shall reimburse Lessor for the amount equal to $1.25 per rentable square foot of each such special or general assessment (regardless of the amount or manner in which Lessor shall be used as obligated to pay the expense stop for same) to the Tenant for utilities for the first lease year extent of 12% of the Lease. Notwithstanding actual cost or each such special or general assessment so assessed on a per annum basis commencing on the foregoingdate any such special or general assessment shall become due and payable and continuing thereafter until Lessee shall have fully reimbursed Lessor for each such special or general assessment or until the term (including any extensions thereof) of this Lease shall have expired, whichever first occurs, it being understood and agreed that if the increased cost to Tenant for operating expenses term of this Lease (exclusive of the costs for utilities which cost is not cappedincluding any extensions thereof) shall not exceed expire-before Lessor shall have been fully reimbursed on the aforementioned 12% per rentable square foot of the Premises, in annum basis that Lessee shall have no further obligations to make any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premisesfurther reimbursement therefor to Lessor hereunder. Tenant's pro rata share of the items set forth in subparagraph (b) above Any reimbursement by Lessee to Lessor required to be made hereunder shall be calculated by dividing made monthly and shall be payable at the rentable square footage of time and at the Premises by place that the rentable square footage of the Building. Tenant's pro rata share of the items rent reserved hereunder is to be billed paid to all tenants of the Building as Additional Rent shall be determined Lessor by calculating the total amount Lessee pursuant to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.Article

Additional Rent. From and after the Commencement Date, the Tenant shall pay as to the Landlord in lawful money of Canada, without any deduction, abatement or setoff whatsoever, Additional Rent, Tenant's pro rata share Rent for the Leased Premises equal to the aggregate of the following itemsamounts: (a) the amount of Taxes imposed in respect of the Leased Premises provided that if a separate assessment is issued or allocated in respect of the Leased Premises but not a separate tax ▇▇▇▇, then the amount of the Taxes payable by the Tenant shall be equal to the amount obtained by multiplying such assessment by the applicable commercial mill rate; plus the Tenant’s Proportionate Share of Taxes imposed in respect of the Service Areas and Leasable Service Areas, if separately assessed; (b) if there is no separate assessment issued or allocated in respect of the Leased Premises, the Taxes charged against the Leased Premises shall be determined by the Landlord acting reasonably, the costs of such making such determination to be included in the Operating Costs. In making such determination the Landlord shall have the right, without limiting its right to do otherwise, to establish separate assessments for the Leased Premises and all other portions of the Building by using such criteria as the Landlord, acting reasonably, shall determine to be relevant including, without limitation: (i) any sales the then current established principles of assessment used by the relevant assessment authorities and on the same basis as the assessment actually obtained for the Building as a whole or use tax imposed on rents collected by Landlord the part thereof in which the Leased Premises are located; (other than City, State or Federal Income Tax), ii) assessments of the Leased Premises or any tax on rents other portions of the Building in lieu previous periods of ad valorem taxes on time; (iii) the BuildingProportionate Share; (iv) any act, even though laws imposing such taxes attempt to require Landlord to pay religion or election of the sameTenant or any other occupant of the Building which results in an increase or decrease in the amount of the Taxes which would otherwise have been charged against the Building or any portion thereof; and (iiv) the amount quality of operating expenses (as defined below) for construction, use, location of the Leased Premises within the Building to or income generated by the extent operating expenses exceed Leased Premises and/or the actual amount assessors valuation of operating expenses for the first twelve months Leased Premises or the Building. (c) the Tenant’s Proportionate Share of occupancy of any portion the Operating Costs of the Building per rentable square foot of and Rights in Common. For the Building in any lease year during the term purpose of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as “Operating Costs” means the expense stop for aggregate of all costs and expenses incurred or accrued by the Tenant for utilities for the first lease year Landlord or by others on behalf of the Lease. Notwithstanding Landlord in connection with the foregoingmanagement, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premisessupervision, in any lease yearadministration, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage operation, cleaning, maintenance, repair, replacement and insurance of the Building. Tenant's pro rata share By way of example and without limiting the generality of the items foregoing, Operating Costs shall include the costs of all repairs required in the maintenance of the Building and Rights in Common, heating costs and the cost of steam for heating or other purposes, elevator maintenance costs, equipment rental (fixed or otherwise), the costs of providing hot and cold water, the costs of electricity not otherwise chargeable to be billed to all any tenant or tenants of the Building, the costs of air-conditioning, window cleaning, snow removal, landscaping, uniforms and security, all fire, casualty, liability and other insurance costs, telephone and other utility costs, the amounts paid under service contracts with independent contractors, all salaries, wages and other remuneration and the cost of benefits paid to employees of the Landlord engaged in operating and maintaining the Building as Additional Rent shall be determined and Rights in Common, sums equal to the annual amounts required to fully amortize on a straight line basis over its useful life, equipment, fixed or otherwise, paid for by calculating the total amount Landlord and used to be billed provide services to the Building and Rights in Common, legal appraisal and accounting fees incurred for the purpose of attempting to reduce Taxes and the various costs referred to in this subsection, business taxes assessed against the Landlord with respect to the Building, that portion of the capital or place of business tax payable by the Landlord and attributable to the Building and Rights in Common, and all other expenses paid or payable by the Landlord in connection with the management and operation of the Building and Rights in Common but excluding Taxes, taxes on income, capital expenditures (save for the annual amortization amounts with respect to equipments fixed or otherwise, paid for by the Landlord and used to provide services to the tenants of the Building Building), any provisions for Additional Rentdepreciation of or in respect of the Building, interest on debt or capital retirement of debt, any amounts directly chargeable by the Landlord to any tenant or tenants of the Building, and multiplying this amount the cost of repairs to the extent of insurance proceeds received by Tenant's pro rata sharethe Landlord from claims made with respect to the items so repaired. Ad valorem taxes included as operating expenses If in any year during the Term the Building is not fully leased or occupied, Operating Costs for such year shall be included on a fully assessed basis, and operating expenses shall be grossed up adjusted to reflect 100 percent occupancythe amount which would have been payable if the Building had been fully leased and occupied during such year; and (d) The Landlord’s present estimate of the Additional Rent payable pursuant to Section 3.2 and 3.5 is $14.28 per square foot per annum of the gross leasable area of the Leased Premises for the 2004 calendar year. Although this is a bona fide estimate of the Landlord, the Tenant agrees that it is not intended by the parties to be relied upon by the Tenant and that such estimate does not impose any liabilities on the Landlord or affect the obligations of the Tenant hereunder.

Additional Rent. (A) It is understood that the Rent set forth in Section 3(A) (as adjusted pursuant to Section 3(B)) was negotiated with the agreement that Tenant shall pay will pay, in addition to the Rent specified in Section 3(A) (as Additional Rentadjusted pursuant to Section 3(B)), Tenant's pro rata share Proportionate Share (as herein defined) of all Taxes and Operating Expenses pertaining to the Property from and after the Phase II Rent Commencement Date. As used herein, the term "Tenant's Proportionate Share" shall mean the ratio of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu total rentable square footage of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses Premises (as defined belowthe same may be decreased pursuant to Section 2(B)(ix)) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the total rentable square footage of the Premises by Building (as such amounts are calculated pursuant to the attached Exhibit A-14) (the parties hereby acknowledging that, until an adjustment to the rentable square footage area of the Building. Premises pursuant to Section 2(B)(ix), Tenant's pro rata share Proportionate Share shall mean one hundred percent (100%)). On or before January 1st of each calendar year commencing during the Lease Term or as soon as practicable thereafter, Landlord shall furnish to Tenant a reasonable estimate of the items Taxes and Operating Expenses for the calendar year in question. The estimate, and each annual statement of Taxes and Operating Expenses, shall include a line item expense for each category of Operating Expenses and Taxes. Tenant shall pay to Landlord the Tenant's Proportionate Share of the estimate of such Taxes and Operating Expenses in equal monthly installments at the same time and place as Rent is to be billed to all tenants paid. Landlord will furnish a statement of the Building actual Taxes and Operating Expenses for each year during the Lease Term no later than April 1st of the following year. In the event that Landlord is, for any reason, unable to furnish the statement of the actual Taxes and Operating Expenses within the time specified above, Landlord will furnish such statement as Additional Rent soon thereafter as practicable (but no later than May 1st of each year) and such statement shall be determined by calculating have the same force and effect as if delivered within the time specified above. Tenant will pay to Landlord any excess of the Tenant's Proportionate Share of the total amount of Taxes and Operating Expenses for each year above the estimated payments made by Tenant with respect thereto, as shown by such statement, within thirty (30) days of receipt of such statement. Landlord shall refund to be billed tenants Tenant any excess (as shown by such statement) of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.estimated

Additional Rent. Tenant shall Lessor agrees to pay all operating Expenses (as defined in section 9 below) up to a maximum amount of $3.10 per year for each square foot of rentable floor area in the Building (the "Operating Cost Allowance") .In the event the Operating Expenses shall, in any fiscal year (ending January 31) exceed the Operating Cost Allowance (pro-rated for any partial fiscal year at the beginning or end of the Term), Lessee agrees to pay to Lessor, as Additional Rent, TenantLessee's pro pro-rata share of any such excess (the "Excess operating Expenses") .Lessee's pro-rata share shall be determined by multiplying the Excess Operating Expenses by a fraction, the numerator of which shall be the number of rentable square feet in the Premises, and the denominator of which shall be the rentable square footage in the Building (as set out in section 1 above) .Within ninety (90) days following items: the completion of each fiscal year, Lessor will provide to Lessee a statement showing in reasonable detail the operating Expenses for the preceding fiscal year, the Additional Rent due with regard to Lessee's portion of the Excess Operating Expenses, and Lessor's reasonable estimate of Excess Operating Expenses for the then current fiscal year. Lessee shall, on or before forty-five (45) days following receipt of said statement, pay to Lessor the amount of Additional Rent due as provided herein, less the amount of Additional Rent paid in advance (if any) during the preceding fiscal year. Any overpayment will be credited by Lessor to the next rental payment(s) due. Lessee agrees to pay Additional Rent each month thereafter, in addition to, Base Rent, in an amount reasonably necessary to amortize the estimated Excess Operating Expenses for the then current fiscal year over a period equal to the lesser of (i) any sales the number of months remaining in the lease Term or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount number of months remaining in the current fiscal year. Notwithstanding that the lease Term has expired or been terminated, Lessee shall remain liable for and agrees to pay to Lessor within thirty (30) days following receipt of an invoice therefor, its pro-rata portion of Excess Operating Expenses for the fiscal year (or portion thereof) during which the Term of this lease expired or was terminated. Lessee shall have the right, at its expense and at a reasonable time, to audit Lessor's books relevant to the Additional Rent due under this section. Lessor shall reimburse Lessee for the cost of such audit if the audit reveals an overstatement of operating expenses expense for more than five percent (as defined below5%) for during the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion period of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyreview.

Additional Rent. In addition to the Base Rent, Tenant agrees for each year subsequent to the Base Year to pay an additional rent ("Additional Rent") based upon Tenant's proportional share of the excess of operating costs in each such subsequent year over Landlord's operating costs in the Base Year. For purposes of this Lease, the "Base Year" shall be 1997. Additional Rent will be payable in equal monthly installments during each year based upon the cost increases for such year, as estimated by Landlord, with and adjustment to be made at such time as the actual operating costs for such year are determined. Operating costs as used herein shall be the Landlord's costs during each calendar year for real estate taxes and special assessments, heat, air conditioning and ventilation, energy costs, elevator service, cleaning and janitorial services, security, landscaping and care of grounds, supplies, maintenance, repairs, painting wall and window washing, tools and equipment (which are not required to be capitalized for Federal Income Tax purposes) labor, including all wages and salaries and all Social Security and other taxes may be levied upon such wages and salaries, insurance and all other costs properly constituting direct operating costs according to standard accounting practices including administrative and management expense but not including depreciation of building or equipment, interest, income taxes, costs of maintaining the Landlord's corporate existence or any costs required to be capitalized for Federal Income Tax purposes. The proportionate share of Tenant shall be computed by multiplying the excess of operating costs, if any, for the applicable subsequent year over the operating costs for the Base Year by the ratio of the rentable area of the Premises to the total rentable area of the Building, it being agreed that the rentable area of the Premises is 3,163 square feet and the total rentable area of the Building is 61,217 square feet. Landlord shall, as soon as conveniently possible and in any event not later than February 1st in each year, advise Tenant of the amount of Additional Rent and thereafter Tenant shall pay as the Additional RentRent indicated, Tenant's pro rata share of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building which Additional Rent shall apply to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any then current lease year, an amount greater than a five percent increase over such new rates being applied to any months to which the amount Base Rent shall then have been paid as well as the previous lease year per rentable square foot unexpired months of the Premises. Tenant's pro rata share current lease year, the adjustment for the then expired months to be made at the payment of the items set forth in subparagraph (b) above next succeeding monthly rental. Under no circumstances shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to monthly rental be billed tenants of less then the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyscheduled monthly Base Rent provided herein.

Additional Rent. Tenant In addition to the Base Rent, commencing on the first anniversary of the Conversion Date (the "Additional Rent Commencement Date") the Lessee shall pay as to the Lessor additional rent (the "Additional Rent") which shall equal, Tenant's pro rata share in each fiscal year, the sum of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt Additional Rent payable with respect to require Landlord to pay the same; and immediately preceding fiscal year plus (ii) the an amount equal to twenty percent (20%) of operating expenses (as defined below) Excess Gross Revenues for the Building then current fiscal year. Additional Rent shall accrue commencing on the Additional Rent Commencement Date and shall be payable during the Term, quarterly in arrears, commencing on the first day of the first fiscal quarter commencing after the Additional Rent Commencement Date occurs and there shall be an annual reconciliation as provided in Section 3.2 below. Notwithstanding the foregoing, in no event shall any increase to the extent operating expenses Additional Rent for any fiscal year exceed two percent (2%) of the actual total of Base Rent and Additional Rent payable with respect to the immediately preceding fiscal year. Additional Rent payable hereunder for any fractional fiscal year shall be prorated so that such Additional Rent shall equal the product of (x) the Additional Rent payable with respect to the immediately preceding fiscal year plus an amount equal to twenty percent (20%) of operating expenses the annualized Excess Gross Revenues for the first twelve months applicable fractional fiscal year multiplied by (y) a fraction (the "Proration Factor"), the numerator of occupancy which is the number of any portion days in the applicable fractional fiscal year and the denominator of the Building per rentable square foot of the Building in any lease year during the term of this Leasewhich is 365; provided, however, an amount equal to $1.25 per rentable square foot that, in no event shall be used as the expense stop for Additional Rent payable during (A) the Tenant for utilities for fiscal year in which the first lease year Additional Rent Commencement Date occurs exceed the product of two percent (2%) of the Lease. Notwithstanding total of Base Rent payable with respect to the foregoing, immediately preceding fiscal year multiplied by the increased cost to Tenant for operating expenses applicable Proration Factor and (exclusive B) any other fractional fiscal year increase by more than the product of two percent (2%) of the costs for utilities which cost is not capped) shall not exceed per rentable square foot total of Base Rent and Additional Rent payable with respect to the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease immediately preceding fiscal year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises multiplied by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyapplicable Proration Factor.

Additional Rent. Tenant In accordance with the following, ▇▇▇▇▇▇ shall under the terms, conditions and provisions hereinafter provided, pay to LESSOR as additional rent, the following: REAL ESTATE TAXES 1. If real estate taxes upon the land and buildings (the "Property"), of which the Premises are a part, for any tax year exceed the real estate base tax amount, whether by reason of an increase in either the tax rate or the assessed valuation or both, LESSEE shall pay to LESSOR as Additional Rentadditional rent within ten (10) days after billing therefor, Tenantan amount equal to the product of (a) such excess over the base taxes and (b) the following fraction: Square Footage of Lessee's pro rata share Premises Aggregate of All the Rentable Square Footage -------------------------------------------- (whether or not rented or improved within the entire building) Effective April 1, 1997, LESSEE shall pay monthly, at the ---- time when Rent payments are due hereunder, an amount equal to one-twelfth (1/12) of the following items: total of annual real estate taxes (ias estimated by ▇▇▇▇▇▇) due from LESSEE to LESSOR pursuant to this Subsection 8.1. Promptly after the determination by any sales or use taxing authority of real estate taxes upon the Building for each tax imposed year, LESSOR shall make a determination of the real estate taxes allocated to the Premises, and if the aforesaid payments theretofore made for such tax year by ▇▇▇▇▇▇ exceed the real estate taxes allocated to the Premises, such overpayment shall be credited against the payments thereafter to be made by LESSEE pursuant to this paragraph; and if the real estate taxes allocated to the Premises for such tax year are greater than such payments theretofore made on rents collected account for such tax year, LESSEE shall within ten (10) days of written notice from the LESSOR make a suitable payment to LESSOR. Xerox copies of tax bills submitted by Landlord (other than City, State or Federal Income Tax), or ▇▇▇▇▇▇ with any tax on rents in lieu such statement shall be conclusive evidence of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses real estate taxes charged, assessed or imposed. After the full assessment year, the initial monthly payment on account of the real estate taxes allocated to the Premises shall be replaced each year by a payment which is one-twelfth (as defined below1/12th) of the real estate taxes allocated to the Premises for the Building to immediately preceding tax year. 2. For the extent operating expenses exceed purposes of this clause, the actual amount of operating expenses term "Tax Year" shall mean the twelve month period commencing on July 1st (or any month as it may apply and/or change for the first city, town or municipality tax period) immediately preceding the Commencement Date and each twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year month period thereafter during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.

Additional Rent. (a) Taxes, Insurance and Common Area Maintenance (1) In the event the "Tax, Insurance and Common Area Maintenance Expenses" (as defined below) of the Building shall in any calendar year during the term of this Lease exceed the sum of $Base Year 1998 per square foot, then -------------- with respect to such excess (the "Tax, Insurance and Common Area Maintenance Differential"), Tenant shall agrees to pay as Additional Rent, additional rental Tenant's pro rata share of the Tax, Insurance and Common Area Maintenance Differential within ten (10) days following items:receipt of an invoice from Landlord stating the amount due. The pro rata share to be paid by Tenant is Sixteen and Thirty Two Hundredths --------------------------------- percent (16.32%) subject, however, to adjustment for any expansion of the Leased ----- Premises. In the case of a multi-building Project, if such Tax, Insurance and Common Area Maintenance Expenses are not separately assessed to the Building but are assessed against the Project as a whole, Landlord shall determine the portion of such Tax, Insurance and Common Area Maintenance Expenses allocable to the Building in which the Leased Premises are located. (i2) At or prior to the commencement of this Lease and at any sales time during the Lease term, Landlord may deliver to Tenant a written estimate of any additional rent applicable to the Leased Premises (based on the pro rata share stated above) which may be anticipated for excess Tax, Insurance and Common Area Maintenance Expenses during the calendar year in which this Lease commences or use tax imposed on rents collected for any succeeding calendar year, as the case may be. Based upon such written estimate, the monthly Base Rental shall be increased by one-twelfth (1/12) of the estimated additional rent. (3) Statements showing the actual Tax and Insurance Expenses (as well as the actual Common Area Maintenance Expenses, as defined in Paragraph 6(b) below) and Tenant's proportionate share thereof (hereinafter referred to as the "Statement of Actual Adjustment") shall be delivered by Landlord to Tenant after any calendar year in which additional rental was paid or due by Tenant. Within ten (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on 10) days after the Building, even though laws imposing such taxes attempt to require delivery by Landlord to Tenant of such Statement of Actual Adjustment, Tenant shall pay the same; and (ii) Landlord the amount of operating expenses (any additional rental shown on such statement as defined below) being due and unpaid. If such Statement of Actual Adjustment shows that Tenant has paid more than the amount of additional rental actually due from Tenant for the Building preceding calendar year and if Tenant is not then in default under this Lease, Landlord shall credit the amount of such excess to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. next Base Rental installment due from Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.

Additional Rent. Tenant shall pay as Additional Rent, Tenant's pro rata share of the following items: (iA) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease For each calendar year during the term of this Lease; provided, however, an amount equal Tenant agrees to $1.25 per rentable square foot shall be used pay as the expense stop items of Additional Rent for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, Tenant's "Percentage Share" (being the percentage indicated in any lease year, an amount greater than a five percent increase Item 3 of Basic Lease Provisions) of all increases in "Project Operating Expenses" and "Project Property Taxes" (as hereinafter defined) incurred by Landlord in the operation of the Building or Project over the amount paid Base Project Operating Expenses and Base Project Property Taxes as stipulated in Items 4 and 5 respectively in the previous lease year per rentable square foot Basic Lease Provisions. (B) The items of the Premises. Tenant's pro rata share of the items set forth in Additional Rent contemplated under subparagraph (b3(A) above shall be calculated by dividing in accordance with the rentable square footage following procedures: (i) Each December (beginning December, 1997) during the term hereof or as soon thereafter as practical, Landlord shall give Tenant written notice of Landlord's estimate of any amounts payable under subparagraph 3(A) above for the ensuing calendar year. On or before the first day of each month during the ensuing calendar year, Tenant shall pay Landlord without further notice 1/12 (One-twelfth) of such estimated amounts, provided that if such notice is not given in December, Tenant shall continue to pay on the basis of the Premises then applicable rental until the month after such notice is given. If at any time or times it appears to Landlord that the adjusted amounts payable under subparagraph 3(A) for the current calendar year will exceed its estimate, Landlord may, by notice to Tenant, revise its estimate for such year. Subsequent payments by Tenant for such year shall be based upon such revised estimate. (ii) Within ninety (90) days after the rentable square footage close of each calendar year or as soon thereafter as is practical, Landlord shall deliver to Tenant a statement of the Buildingannual adjustment of those Additional Rent items made pursuant to subparagraph 3(A) for such calendar year. If on the basis of such statement Tenant owes an amount that is less than the estimated payments for such calendar year previously made by Tenant's pro rata share , Landlord shall refund or credit such excess to Tenant, within thirty (30) days from such determination. If on the basis of such statement Tenant owes an amount that is more than the estimated payment for such calendar year previously made by Tenant, Tenant shall pay the deficiency to Landlord within thirty (30) days after delivery of the items statement. (iii) The Additional Rent due under the terms and conditions of this Paragraph 3 shall survive termination of this Lease, shall be payable by Tenant without any setoff or deduction, and shall be computed by Landlord on a prorated basis for any period less than a full calendar year. (iv) Anything to be billed to all tenants the contrary contained in this Paragraph 3 notwithstanding, if the average occupancy of the Building as Additional Rent is less than ninety- five (95%) percent during the Base Year hereinafter defined, then Landlord shall be determined by calculating make a determination ("Landlord's Determination") of what the total amount to be billed tenants Project Operating Expenses for such year would have been if during the entire year the average tenant occupancy of the Building for Additional Rent, and multiplying this amount by Tenantwere ninety-five (95%) percent. Landlord's pro rata share. Ad valorem taxes included as operating expenses Determination shall be included on a fully assessed basisbinding and conclusive upon Tenant and shall for all purposes of this Lease be deemed to be the Project Operating Expenses for the Base Year. Landlord shall notify Tenant of Landlord's Determination within ninety (90) days following the last day of the Base Year. Thereafter, and operating expenses if for any subsequent Lease Year the average tenant occupancy of the Building is below ninety-five (95%) percent, the Project Operating Expenses for any such year shall be grossed up adjusted by Landlord to reflect 100 percent occupancythe amount that such Project Operating Expenses would have been if the average tenant occupancy during that year had been ninety-five (95%) percent. The term Base Year means the twelve (12) month period during which Base Project Operating expenses are calculated.

Additional Rent. Commencing on the Commencement Date, and in each calendar year thereafter during the Term, Tenant shall pay in advance on a monthly basis to Landlord, Tenant’s Share of the “Recognized Expenses”, without deduction, counterclaim or setoff, to the extent such Recognized Expenses exceed the Recognized Expenses in calendar year 2006 (“Base Year”). Tenant’s Share is 7.90%, which is 4,739/59,994 which Share may increase or decrease as the Building size increases or decreases. Recognized Expenses are (i) all reasonable operating costs and expenses related to the maintenance, operation and repair of the Project incurred by Landlord, including but not limited to management fee not to exceed five (5%) percent of Rent; common area electric; and capital expenditures and capital repairs and replacements shall be included as operating expenses solely to the extent of the amortized costs of same over the useful life of the improvement in accordance with generally accepted accounting principles; (ii) all insurance premiums payable by Landlord for insurance with respect to the Project and (iii) Taxes payable on the Project. Each of the Recognized Expenses shall for all purposes be treated and considered as Additional Rent. Tenant shall pay, in monthly installments in advance, on account of Tenant's pro rata share Share of Recognized Expenses, the estimated amount of the following items: (i) any sales or use tax imposed on rents collected increase of such Recognized Expenses for such year in excess of the Base Year as determined by Landlord in its reasonable discretion. Prior to the end of the calendar year in which the Lease commences and thereafter for each successive calendar year (other than Cityeach, State or Federal Income Taxa "Lease Year"), or any tax on rents part thereof, Landlord shall send to Tenant a statement of projected increases in lieu Recognized Expenses in excess of ad valorem taxes on the BuildingBase Year and shall indicate what Tenant's Share of Recognized Expenses shall be. The Base Year shall be adjusted to exclude from the Base Year "extraordinary items" incurred in such calendar year. For purposes or this subparagraph, even though laws imposing extraordinary items shall mean either (X) cost increases over the prior calendar year of eleven and one quarter percent (11.25%) or more, or (Y) items which increase Landlord’s total expenses and such taxes attempt to require items have not been included in the determination of expenses by the Landlord to pay (or the same; and (ii) the amount of operating expenses (as defined belowLandlord’s predecessor in interest) for the Building to the extent operating expenses exceed the actual amount prior three years of operating expenses the Building. As soon as administratively available, Landlord shall send to Tenant a statement of actual for Recognized Expenses for the first twelve months of occupancy of any portion of prior Lease Year showing the Building per rentable square foot of Share due from Tenant. In the Building event the amount prepaid by Tenant exceeds the amount that was actually due then Landlord shall issue a credit to Tenant in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot the over charge, which credit Tenant may apply to future payments on account of Recognized Expenses until Tenant has been fully credited with the over charge. If the credit due to Tenant is more than the aggregate total of future rental payments, Landlord shall pay to Tenant the difference between the credits in such aggregate total. In the event Landlord has undercharged Tenant, then Landlord shall send Tenant an invoice with the additional amount due, which amount shall be used as the expense stop for the paid in full by Tenant for utilities for the first lease year within thirty (30) days of the Leasereceipt. Notwithstanding anything in this Lease to the foregoingcontrary, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) Controllable Expenses in any Lease Year shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater increase by more than a five four percent increase (4%) over the amount paid the previous lease year per rentable square foot of the Premisesprior Lease Year’s Controllable Expenses. Tenant's pro rata share of the items set forth in subparagraph (b) above “Controllable Expenses” shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to mean all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional RentOperating Expenses except Taxes, utilities, janitorial and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, snow and operating expenses shall be grossed up to reflect 100 percent occupancyice removal.

Additional Rent. Commencing on the Lease Commencement Date (as determined pursuant to Paragraph 2.3 above) and continuing throughout the Lease Term, in addition to the Base Monthly Rent and to the extent not required by Landlord to be contracted for and paid directly by Tenant, Tenant shall pay to Landlord as additional rent (the "Additional Rent, Tenant's pro rata share ") the following amounts: (a) An amount equal to all Property Operating Expenses (as defined in Article 13) incurred by Landlord. Payment shall be made by whichever of the following itemsmethods (or combination of methods) is (are) from time to time designated by Landlord: (i) Landlord may forward invoices or bills for such expenses to Tenant, and Tenant shall, no later than ten (10) days prior to the due date, pay such invoices or bills and deliver satisfactory evidence of such payment to Landlord, and/or (ii) Landlord may ▇▇▇▇ to Tenant, on a periodic basis not more frequently than monthly, the amount of such expenses (or group of expenses) as paid or incurred by Landlord, and Tenant shall pay to Landlord the amount of such expenses within thirty (30) days after receipt of a written ▇▇▇▇ therefor from Landlord, and/or (iii) Landlord may deliver to Tenant Landlord's reasonable estimate of any sales given expense (such as Landlord's Insurance Costs or use tax imposed on rents collected by Landlord (other than City, State or Federal Income TaxReal Property Taxes), or group of expenses, which it anticipates will be paid or incurred for the ensuing calendar or fiscal year, as Landlord may determine, and Tenant shall pay to Landlord an amount equal to the estimated amount of such expenses for such year in equal monthly installments during such year with the installments of Base Monthly Rent. Landlord reserves the right to change from time to time the methods of billing Tenant for any tax given expense or group of expenses or the periodic basis on rents in lieu which such expenses are billed. (b) Landlord's share of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord consideration received by Tenant upon certain assignments and sublettings as required by Article 7. (c) Any legal fees and costs that Tenant is obligated to pay the sameor reimburse to Landlord pursuant to Article 13; and (iid) the amount of operating expenses (as defined below) for the Building Any other charges or reimbursements due Landlord from Tenant pursuant to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term terms of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost Landlord may elect by written notice to Tenant for operating expenses (exclusive of to have Tenant pay Real Property Taxes or any Portion thereof directly to the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premisesapplicable taxing authority, in any lease year, an amount greater which case Tenant shall make such payments and deliver satisfactory evidence of payment to Landlord no later than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph ten (b10) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancydays before such Real Property Taxes become delinquent.

Additional Rent. As part of the consideration for the execution of this Lease Agreement, and in addition to the Base Rent specified above, Tenant shall pay covenants and agrees to pay, as additional rent (the "Additional Rent"), Tenant's pro rata share of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses Operating Expenses (as defined below) hereinafter defined). The estimated Operating Expenses for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building 2015 are $2.15 per rentable square foot of rentable area. Notwithstanding anything to the Building contrary, Controllable Operating Expenses for any year in any lease year during the term Term shall not increase by more than eight percent (8%) over the prior year. For purposes of this Lease; provided, however, an amount equal to $1.25 per rentable square foot "Controllable Operating Expenses" shall be used as the expense stop mean all Operating Expenses except for the Tenant for utilities for the first lease year Taxes (defined in Paragraph 2 of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses Exhibit "B") and Insurance (exclusive defined in Paragraph 2 of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the PremisesExhibit "B"). Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing a fraction, the numerator of which is the rentable square footage area in the Leased Premises and the denominator of which is rentable area in the Premises by Building. A. All Operating Expenses shall be computed on the rentable square footage accrual basis. The term "Operating Expenses" as used herein shall mean all expenses, costs and disbursements in connection with the ownership, operation, management, maintenance and repair of the Building. Tenant's pro rata share , related pedestrian walkways , landscaping, fountains, roadways and parking facilities, and such additional facilities to service any of the items to foregoing in subsequent years as may be billed to all tenants of necessary or desirable in Landlord's discretion, including, without limitation, the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rentcosts, charges, and multiplying expenses incurred with respect to the items enumerated as "Operating Expense Examples" in Paragraph 2 of Exhibit "B" to this amount by Tenant's pro rata shareLease Agreement. Ad valorem taxes included Operating Expenses will not include those items enumerated as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up "Operating Expense Exclusions" in Paragraph 1 of Exhibit "B" to reflect 100 percent occupancythis Lease Agreement.

Additional Rent. (a) Taxes, Insurance and Common Area Maintenance (1) In the event the "Tax, Insurance and Common Area Maintenance Expenses" (as defined below) of the Building shall in any calendar year during the term of this Lease exceed the sum of $Base Year 2000 per square foot, then -------------- with respect to such excess (the "Tax, Insurance and Common Area Maintenance Differential"), Tenant shall agrees to pay as Additional Rent, additional rental Tenant's pro rata share of the Tax, Insurance and Common Area Maintenance Differential within ten (10) days following items:receipt of an invoice from Landlord stating the amount due. The pro rata share to be paid by Tenant is Twelve and Seventy Nine Hundredths ---------------------------------- percent (12.79%) subject, however, to adjustment for any expansion of the Leased ----- Premises. In the case of a multi-building Project, if such Tax, Insurance and Common Area Maintenance Expenses are not separately assessed to the Building but are assessed against the Project as a whole, Landlord shall determine the portion of such Tax, Insurance and Common Area Maintenance Expenses allocable to the Building in which the Leased Premises are located. (i2) At or prior to the commencement of this Lease and at any sales time during the Lease term, Landlord may deliver to Tenant a written estimate of any additional rent applicable to the Leased Premises (based on the pro rata share stated above) which may be anticipated for excess Tax, Insurance and Common Area Maintenance Expenses during the calendar year in which this Lease commences or use tax imposed on rents collected for any succeeding calendar year, as the case may be. Based upon such written estimate, the monthly Base Rental shall be increased by one-twelfth (1/12) of the estimated additional rent. (3) Statements showing the actual Tax and Insurance Expenses (as well as the actual Common Area Maintenance Expenses, as defined in Paragraph 6(b) below) and Tenant's proportionate share thereof (hereinafter referred to as the "Statement of Actual Adjustment") shall be delivered by Landlord to Tenant after any calendar year in which additional rental was paid or due by Tenant. Within ten (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on 10) days after the Building, even though laws imposing such taxes attempt to require delivery by Landlord to Tenant of such Statement of Actual Adjustment, Tenant shall pay the same; and (ii) Landlord the amount of operating expenses (any additional rental shown on such statement as defined below) being due and unpaid. If such Statement of Actual Adjustment shows that Tenant has paid more than the amount of additional rental actually due from Tenant for the Building preceding calendar year and if Tenant is not then in default under this Lease, Landlord shall credit the amount of such excess to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. next Base Rental installment due from Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.

Additional Rent. (a) Commencing on the Commencement Date, and in each calendar year thereafter during the Term, Tenant shall pay in advance on a monthly basis to Landlord, Tenant’s Share of the “Recognized Expenses”, without deduction, counterclaim or setoff, to the extent such Recognized Expenses exceed the Recognized Expenses in calendar year 2010 (“Base Year”). Tenant’s Share is 7.18%, which is 7,342/102,243. Recognized Expenses are (i) all reasonable “Operating Costs and Expenses” related to the maintenance, operation and repair of the Project incurred by Landlord, including but not limited to management fee not to exceed three (3%) percent of Rent; common area electric; and capital expenditures and capital repairs and replacements shall be included as operating expenses solely to the extent of the amortized costs of same over the useful life of the improvement in accordance with generally accepted accounting principles such useful life not to exceed five (5) years; (ii) all insurance premiums payable by Landlord for insurance with respect to the Project and (iii) Taxes payable on the Project. Each of the Recognized Expenses shall for all purposes be treated and considered as Additional Rent, Tenant shall pay, in monthly installments in advance, on account of Tenant's pro rata share ’s Share of Recognized Expenses, the estimated amount of the following itemsincrease of such Recognized Expenses for such year in excess of the Base Year as determined by Landlord in its reasonable discretion. Prior to the end of the calendar year in which the Lease commences and thereafter for each successive calendar year (each, a “Lease Year”), or part thereof, Landlord shall send to Tenant a statement of projected increases in Recognized Expenses in excess of the Base Year and shall indicate what Tenant’s Share of Recognized Expenses shall be. As soon as administratively available, Landlord shall send to Tenant a statement of actual Recognized Expenses for the prior Lease Year showing the Share due from Tenant In the event the amount prepaid by Tenant exceeds the amount that was actually due then Landlord shall issue a credit to Tenant in an amount equal to the over charge, which credit Tenant may apply to future payments on account of Recognized Expenses until Tenant has been fully credited with the over charge. If the credit due to Tenant is more than the aggregate total of future rental payments, Landlord shall pay to Tenant the difference between the credit in such aggregate total. In the event Landlord has undercharged Tenant, then Landlord shall send Tenant an invoice with the additional amount due, which amount shall be paid in full by Tenant within thirty (30) days of receipt. (b) Operating Costs and expenses shall not include any of the following: (i) Repairs or other work occasioned by fire, windstorm or other insured casualty or by the exercise of the right of eminent domain to the extent of insurance proceeds or condemnation awards received therefor; (ii) Leasing commissions, accountants’, consultants’, auditors or attorneys’ fees, costs and disbursements and other expenses incurred in connection with negotiations or disputes with other tenants or prospective tenants or other occupants, or associated with the enforcement of any sales other leases or use tax imposed on rents collected the defense of Landlord’s title to or interest in the real property or any part thereof; (iii) Costs incurred by Landlord in connection with construction of the Building and related facilities, the correction of latent defects in construction of the Building or the discharge of Landlord’s Work; (other than Cityiv) Costs (including permit, State licenses and inspection fees) incurred in renovating or Federal Income Tax)otherwise improving or decorating, painting, or redecorating the Building or space for other tenants or other occupants or vacant space; (v) Depreciation and amortization; (vi) Costs incurred due to a breach by Landlord or any tax other tenant of the terms and conditions of any lease; (vii) Overhead and profit increment paid to subsidiaries or affiliates of Landlord for management or other services on or to the Building or for supplies, utilities or other materials, to the extent that the costs of such services, supplies, utilities or materials exceed the reasonable costs that would have been paid had the services, supplies or materials been provided by unaffiliated parties on a reasonable basis without taking into effect volume discounts or rebates offered to Landlord as a portfolio purchaser; (viii) Interest on debt or amortization payments on any mortgage or deeds of trust or any other borrowings and any ground rent; (ix) Ground rents or rentals payable by Landlord pursuant to any over-lease; (x) Any compensation paid to clerks, attendants or other persons in lieu commercial concessions operated by Landlord; (xi) Costs incurred in managing or operating any “pay for” parking facilities within the Project; (xii) Expenses resulting from the gross negligence or willful misconduct of ad valorem taxes on Landlord; (xiii) Any fines or fees for Landlord’s failure to comply with governmental, quasi-governmental, or regulatory agencies’ rules and regulations; (xiv) Legal, accounting and other expenses related to Landlord’s financing, re-financing, mortgaging or selling the Building or the Project; (xv) Costs for sculpture, decorations, painting or other objects of art in excess of amounts typically spent for such items in office buildings of comparable quality in the competitive area of the Building; (xvi) Cost of any political, even though laws imposing such taxes attempt to require Landlord to pay the samecharitable or civic contribution or donation; and (iixvii) Costs that are capital in nature except as provided in subsection 4(a) hereof. (c) Tenant shall have the amount right, at its sole cost and expense, within ninety (90) days from receipt of operating expenses (as defined below) for the Building Landlord’s statement of Recognized Expenses, to audit or have its appointed accountant audit Landlord’s records related to Recognized Expenses provided that any such audit may not occur more frequently than once each calendar year nor apply to any year prior to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Leasestatement being reviewed. Notwithstanding In the foregoingevent Tenant’s audit discloses any discrepancy, Landlord and Tenant shall use their best efforts to resolve the dispute and make an appropriate adjustment, failing which, they shall submit any such dispute to arbitration pursuant to the rules and under the jurisdiction of the American Arbitration Association in Philadelphia, Pennsylvania. The decision rendered in such arbitration shall be final, binding and non-appealable. The expenses of arbitration, other than individual legal and accounting expenses which shall be the respective parties’ responsibility, shall be divided equally between the parties. In the event, by agreement or as a result of an arbitration decision, it is determined that the actual Recognized Expenses exceeded those claimed by the Landlord by more than ten percent (10%), the increased cost actual, reasonable hourly costs to Tenant for operating expenses of Tenant’s audit (exclusive of the costs for utilities which cost is not cappedincluding legal and accounting costs) shall not exceed per rentable square foot be reimbursed by Landlord. In the event Tenant utilizes a contingent fee auditor and Landlord is responsible for the payment of such auditor, Landlord shall only pay the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot reasonable hourly fee of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancysuch auditor.

Additional Rent. Tenant Subtenant shall pay as Additional Rentto Sublandlord, Tenant's pro rata share of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes advance on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount first day of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year each and every calendar month during the term of this Lease; providedSublease Term, howevercommencing on the Commencement Date, an amount equal to $1.25 per rentable square foot shall the sum of: (x) 1/12 of Tenant’s Share (as defined in Section 5 of the Main Lease, and which the parties agree is 100%) of the then current Annual Estimate (as defined in Section 5 of the Main Lease, and which the parties agree may be used revised by the Main Landlord from time to time) of Operating Expenses (including, any amounts includable within such Annual Estimate of Operating Expenses pursuant to Sections 5, 9, 11, 13 or 17 of the Main Lease), plus (y) the Restructured TIA Monthly Payment (as defined in Section 16 of the Fourth Amendment), plus (z) the monthly installment of the Additional Tenant Improvement Allowance as described in the 2006 Letter Agreement (the amounts due under subparagraphs (y) and (z) are referred to as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items “TIA Payment” and are set forth in subparagraph Exhibit “C” and the parties agree that such amounts shall not be revised under this Sublease regardless of whether such amounts are revised under the Main Lease), subject to any Credit due to Subtenant under Section 2 above. In addition, Subtenant shall pay to Sublandlord, within ten (b10) above days following written demand therefor, which demand shall include the supporting documentation described below, any and all other amounts of Additional Rent (as defined in the Main Lease) that are payable by Sublandlord to the Main Landlord pursuant to the provisions of the Main Lease only for periods occurring within the Sublease Term, and excluding amounts attributable to Sublandlord’s default under the Main Lease (except to the extent that Sublandlord’s default was caused by Subtenant). Sublandlord shall deliver to Subtenant a copy of any statement received by Sublandlord from the Main Landlord and a statement calculating the amount due from Subtenant. For purposes of determining any Additional Rent due from Subtenant, including the amounts payable by Subtenant pursuant to this Section 3, any amounts payable by Sublandlord under the Main Lease which cover a fiscal or other period any part of which occurs before the Commencement Date shall be calculated by dividing apportioned according to the rentable square footage number of days in such period which occur within the portion of the Premises Sublease Term. Additionally, if Sublandlord shall be charged by reason of Subtenant’s acts or defaults under this Sublease for any sums pursuant to the rentable square footage provisions of the BuildingMain Lease, then Subtenant shall be liable for such sums with respect to the Subleased Premises, and such sums shall be deemed Additional Rent and collectible as such and shall be payable by Subtenant upon ten (10) days’ written notice from Sublandlord, which notice shall include a copy of the supporting documentation received by Sublandlord in connection therewith and a statement calculating the amount of such sums. TenantIf Main Landlord issues any credit or refund to Sublandlord in respect of any Base Rent or Additional Rent paid by Subtenant and relating to any part of the Sublease Term, then Sublandlord shall give to Subtenant a corresponding credit or refund equal to Subtenant's pro rata equitable share of such credit or refund from Main Landlord based on the items to be billed to all tenants portion of the Building as Additional Rent Sublease Term to which such credit or refund relates. To the extent permitted by Main Landlord, Subtenant shall be determined by calculating have the total amount right to be billed tenants exercise the audit rights described in Section 5 of the Building for Additional RentMain Lease and, to the extent not so permitted by Main Landlord, Sublandlord shall exercise such rights on Subtenant’s behalf at Subtenant’s sole cost and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyexpense.

Additional Rent. SECTION 5.1. Landlord and Tenant shall pay agree that the Annual Rent of $453,778.00 stated in Section 4.1 herein includes the sum of $91,628.25 covering the pro-rated, estimated costs of Landlord's "Operating Expenses", as Additional Rent, Tenant's pro rata share hereafter defined. Said sum equals 25.391% of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents projected annual "Operating Expenses" based upon 68,736 square feet of gross leasable area in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building of which 25.391% or 17,453 square feet of gross leasable area is demised to Tenant. The Annual Rent of $453,778.00 less the extent operating expenses exceed projected annual "Operating Expenses" of $91,628.25 equals the actual amount sum of operating expenses for the first twelve months of occupancy of any portion $362,149.75 herein referred to as "Net Annual Rent." Landlord shall determine as of the Building per rentable square foot last day of the Building in any lease each calendar year during the term hereof, or Extended Term, the actual "Operating Expenses" for said calendar year incurred in connnection with the operating and maintenance of said building and improvements and real estate owned by Landlord appurtenant to said Building including, but not limited to, parking, accessway, sidewalk, and planting areas. 25.391% of same shall be allocated as Tenant's pro-rata portion. If such pro-rated actual Operating Expenses for any calendar year shall be greater (resulting in a deficiency) or shall be less (resulting in an excess) than. said sum of $91,628.25 then: (a) Tenant shall, in case of such a deficiency, pay to Landlord as Additional Rent for the Premises for such calendar year the amount of the difference, or (b) In case of such an excess, Landlord shall pay to the Tenant the amount of the difference. Any such adjustments payable by reason of this Lease; Article shall be payable in one lump sum on the due date of the next monthly installment of fixed rent after the date of notice to Tenant of said adjustment. Upon Landlord furnishing Tenant with a statement relating to such actual Operating Expenses, pro-rated, all monthly installments thereafter due during the next calendar year shall be increased or decreased to reflect one-twelfth (1/12) of the annual amount of such adjustment until a new adjustment becomes effective for the following year provided, however, that if the statement is furnished to Tenant after the commencement of a calendar year, in addition, there shall be promptly paid by Tenant to Landlord, or vice-versa, as the case may be, an amount equal to $1.25 per rentable square foot the portion of such adjustment allocable to the part of such new calendar year which shall have elapsed prior to the notice of adjustment. In the event that the Operating Expenses thereafter paid, incurred or projected during any calendar year increase or decrease at any annual rate in excess of ten (10%) percent of the amount of the Operating Expenses on which the adjustment then in effect is based, then the monthly installments thereafter due during such calendar year shall be used as further adjusted to reflect such increase or decrease in excess of ten (10%) percent. Landlord, upon not less than thirty (30) days notice to Tenant, may elect to require Tenant to pay in a lump sum with the expense stop next succeeding installment of rent, Tenant's proportionate share of any prepaid real estate taxes paid by Landlord. In such case, the monthly installments of fixed rent payable by Tenant to Landlord during the prepaid tax period shall be decreased by an amount equal to the fractional part thereof attributable to said prepaid real estate taxes. For purposes of determining what adjustment, if any, shall be made covering the period ending on the last day of each calendar year the term "Operating Expenses" shall be deemed to encompass any and all operating expenses paid or incurred by Landlord for the Tenant for utilities for operation of Landlord's Building and other improvements and shall specifically include, but not be limited to: (a) Management fees pertaining to the first lease year operation of the Lease. Notwithstanding Building, and reasonable wages and salaries of all necessary employees including clerical personnel engaged in the foregoingphysical operation and maintenance of Landlord's Building and other improvements, Employer's Social Security Taxes and any other taxes which may be levied on such wages and salaries. (b) All supplies and materials used in the increased operation and maintenance of such Building and improvements, (excluding the cost of electricity and electrical heating as covered under Section 5.2), and other utilities. (c) The costs of maintaining, repairing, snow plowing, lining and lighting all parking, sidewalk, and ingress areas, including traffic controls, and the planting, mowing and maintaining of all planted areas. (d) The costs of all maintenance and service agreements on equipment. (e) Hazard and liability insurance premiums, other than that to Tenant for operating expenses be maintained by Tenants. (exclusive f) The costs of the costs for utilities which cost is not capped) shall not exceed per rentable square foot repairs, ordinary cleaning and general maintenance of the Premises, in exclusive of expenses such as: (1) alterations for the accomodation of a specific tenant or tenants; (2) extra cleaning for a specific tenant or tenants for which direct charges are made; (3) expenditures made for capital investment or improvements; or (4) any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items repairs or maintenance to be billed performed by tenants. (g) All taxes and assessments and governmental charges whether Federal, State or municipal which are levied or charged against Landlord's Building and improvements, or against any personal property used in the operation of Landlord's Building and any other taxes and assessments attributable to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional RentLandlord's Building, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basisor its operation (excluding, and operating expenses shall be grossed up to reflect 100 percent occupancyhowever, Federal, State or other income taxes).

Additional Rent. Tenant shall pay as to Landlord throughout the term of this Lease the following ("Additional Rent, "): a. Tenant shall pay a sum equal to 14.6257% ("Tenant's pro rata share proportionate share") of the following items: (i) Real Estate taxes. The term "Real Estate Taxes" shall mean all real estate taxes, all assessments and any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents taxes in lieu of ad valorem taxes on thereof which may be levied upon or assessed against the BuildingProperty. Tenant, even though laws imposing such taxes attempt in addition to require all other payments to Landlord by Tenant required hereunder, shall pay to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building Landlord, in any lease each year during the term of this Lease; providedLease and any extension or renewal thereof, howeverTenant's proportionate share of such real estate taxes and assessments paid in the first instance by Landlord. Any tax year commencing during any Lease year shall be deemed to correspond to such Lease year. In the event the taxing authorities include in such real estate taxes and assessments the value of any improvements made by Tenant, an or of machinery, equipment, fixtures, inventory or other personal property or assets of Tenant, then Tenant shall pay all the taxes attributable to such items in addition to its proportionate share of said aforementioned real estate taxes and assessments. A photocopy of the tax statement submitted by Landlord to Tenant shall be sufficient evidence of the amount of taxes and assessments assessed or levied against the Property of which the Demised Premises are a part, as well as the items taxed. b. Tenant shall pay a sum equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year 14.6257% of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for annual aggregate operating expenses (exclusive incurred by Landlord in the operation, maintenance and repair of the Property ("Operating Expenses"). The term "Operating Expenses" shall include but not be limited to costs for utilities which cost is not capped) shall not exceed per rentable square foot of maintenance, repair, and care of all lighting, HVAC, plumbing and electrical fixtures, equipment and systems, roofs, parking and landscaped areas, signs, snow removal, non-structural repair and maintenance of the Premisesexterior of the Building, in any lease yearinsurance premiums, an amount greater than a management fees not to exceed five percent increase (5.0%) of the gross revenue of the Building, costs of equipment purchased and used for such purposes, wages and fringe benefits of required personnel employed for such work, and the cost or portion thereof properly allocable to the Property (amortized over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share respective useful lives, determined in accord with generally accepted accounting principles, of the items set forth in subparagraph question, together with interest at the rate of 8% per annum on the unamortized balance) of any capital improvements made to the Building by Landlord after the date of execution hereof which (bi) above result in a reduction of Operating Expenses, or (ii) are required under any governmental law or regulation that was not applicable to the Building at the time it was constructed. c. "Operating Expenses" shall be calculated by dividing not include the rentable square footage of the Premises by the rentable square footage cost to replace any structural portions of the Building. Tenant's pro rata share of the items to be billed to all tenants of the , parking area, or Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rentsystems including, but not limited to, HVAC, electrical, plumbing, exterior lighting, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basislife safety systems, and operating expenses shall be grossed up except to reflect 100 percent occupancythe extent (if any) specifically stated in paragraph 3.

Additional Rent. Upon notice from Landlord, Tenant shall pay Landlord, as Additional Rent, in advance in equal monthly installments, at the time and place that installments of Base Rent are due and payable, beginning January 1, 2000, Tenant's pro rata share Percentage of any increase in Operating Costs (hereinafter defined) as reasonably estimated by Landlord, over and above actual Operating Costs for 1999. On or before March 1, 2001, and on or before March 1 of each subsequent year, Landlord shall prepare and deliver to Tenant an itemized detailed statement of the following items: actual Operating Costs for the previous calendar year, together with a statement of the actual Operating Costs for 1999. Within thirty (i30) any sales or use tax imposed on rents collected by days after receipt of such statement, Tenant shall pay Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) any deficiency between estimated and actual in Tenant's Percentage of any increase in Operating Costs for the Building prior calendar year over those for 1999. In the event of any overpayment by Tenant, such overpayment shall be credited towards installments thereafter becoming due and payable. If occupancy of the building during 1999 or any subsequent calendar year is less than one hundred percent (100%), then Operating Costs for the year in question shall be increased or "grossed up" to the extent operating expenses exceed the actual that amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year Operating Costs that, using reasonable projections, would normally be expected to be incurred during the term year in question if the building was 100 percent occupied, as determined under generally accepted accounting principles consistently applied. Landlord shall provide in the statements required in this section, a reasonably detailed description of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as how the expense stop for the Tenant for utilities for the first lease year of the LeaseOperating Costs were grossed up. Notwithstanding the foregoing, the increased cost to Tenant for operating Only those component expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, that are affected by variations in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses occupancy levels shall be grossed up to reflect 100 percent occupancy.up. OPERATING AND MAINTENANCE COSTS

Additional Rent. Tenant In addition to the Base Rent, Lessee shall pay to Lessor, as Additional Rentadditional rent, Tenant's pro rata share of the following itemsamounts hereinafter described in this Paragraph 4: (ia) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes Commencing on the BuildingCommencement Date, even though laws imposing such taxes attempt to require Landlord Lessee agrees to pay to Lessor on a monthly basis in advance on the same; and first (ii1st) day of each calendar month as additional rent Lessee's Pro Rata Share of the amount of operating expenses (as defined below) of Lessor for the Building and/or the Project. Lessor may estimate Lessee's Pro Rata Share of such operating expenses, with an annual adjustment made within one hundred twenty (120) days after the end of each calendar year to adjust for any discrepancies between the extent actual operating expenses exceed incurred and any such estimate (the “Adjustment”), provided that Lessor shall concurrently deliver to Lessee a reconciliation statement showing the calculation of the actual amount of operating expenses for the first twelve months prior calendar year along with reasonable supporting documentation. Lessor agrees to refund any excess amount charged for any such year within thirty (30) days of occupancy of any portion Lessor’s final calculation of the Building per Adjustment (or at Lessor’s option, credit such excess amount against the next due installment of Base Rent) and Lessee agrees to promptly pay upon demand any additional amount due pursuant to the annual adjustment. The obligation to pay such additional rental amounts shall survive the termination of this Lease. For all purposes of this Lease, the term "Pro Rata Share" shall refer to the ratio of the rentable square foot feet of the Premises to the total rentable square feet of the Building. As of the date of this Lease, Lessee’s Pro Rata Share is 49.98% (75,000/150,051). Any amount owed by Lessee hereunder for less than a full calendar month shall be prorated. (b) The term "operating expenses" as used above means all actual costs and expenses paid or incurred by Lessor or on its behalf in connection with the maintenance, management, operation, repair (including the items in Paragraph 8 below), cleaning, security and landscaping of the Land and the Building. The term "operating expenses" also includes all real property taxes and installments of special assessments, including special assessments due to deed restrictions and/or owners’ associations, which accrue against the Building in any lease year and/or the Land during the term of this Lease; provided, howeveras well as all insurance premiums Lessor is required to pay or deems necessary to pay, an amount equal with respect to $1.25 per rentable square foot shall be used as the expense stop Building and/or the Land. The term "operating expenses" also includes the cost of a preventative maintenance contract for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage roof of the Building. Tenant's pro rata share of the items The term "operating expenses" does not include any capital improvement to be billed to all tenants of the Building as Additional Rent and/or the Land, but may include a reasonable depreciation or amortization of such capital expenditures consistent with generally accepted account principles, nor shall it include repairs, restoration or other work occasioned by fire, windstorm or other casualty to the extent Lessor receives insurance proceeds therefor, income and franchise taxes of Lessor, leasing commissions, expenses for the renovating of space for new tenants, or interest or principal payments on any mortgage or other indebtedness of Lessor. Lessor and Lessee acknowledge that certain maintenance, operation and other activities (such as, for example, landscaping) may be handled on a Project-wide basis, and, in such event, the expenses relating thereto shall be determined by calculating the total amount to be billed tenants of appropriately allocated between the Building and Building 100 with each building responsible for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 fifty percent occupancy(50%) of such expenses.

Additional Rent. Tenant shall pay as to Landlord the amount (per each rentable square foot in the Premises) (“Additional Rent, Tenant's pro rata share of ”) by which the following items: annual Operating Costs (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot in the Project for each year of the Building Term exceed the annual Operating Costs per rentable square foot in the Project for calendar year 2019 (the “Base Year”). Landlord may make a good faith estimate of the Additional Rent to be due by Tenant for any lease calendar year or part thereof during the term Term. During each calendar year or partial calendar year of this Lease; providedthe Term after the first (1st) anniversary of the Commencement Date, howeverTenant shall pay to Landlord, in advance concurrently with each monthly installment of Base Rent, an amount equal to $1.25 per rentable square foot the estimated Additional Rent for such calendar year or part thereof divided by the number of months therein. From time to time (but no more frequently than twice in any calendar year), Landlord may estimate and re-estimate the Additional Rent to be due by Tenant and deliver a copy of the estimate or re-estimate to Tenant. Thereafter, the monthly installments of Additional Rent payable by Tenant shall be used appropriately adjusted in accordance with the estimations so that, by the end of the calendar year in question, Tenant shall have paid all of the Additional Rent as the expense stop estimated by Landlord. Any amounts paid based on such an estimate shall be subject to adjustment as herein provided when actual Operating Costs are available for each calendar year. Operating Costs for the Tenant for utilities Base Year, for the first lease year purpose of comparisons of the Lease. Notwithstanding the foregoingBase Year with subsequent years only, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items so as to be billed not include market-wide labor-rate increases due to all tenants of the Building as Additional Rent shall be determined by calculating the total amount extraordinary circumstances, including boycotts and strikes; utility rate increases due to be billed tenants of the Building for Additional Rentextraordinary circumstances, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basisincluding conservation surcharges, and operating expenses shall be grossed up boycotts, embargos or other shortages; or amortized costs relating to reflect 100 percent occupancycapital improvements.

Additional Rent. Tenant shall pay as Additional Rent, Tenant's pro rata share of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building The rental payable during each calendar year subsequent to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, Base Year shall be increased by an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year Lessee's Percentage Share of the Lease. Notwithstanding total dollar increase, if any, of Operating Expenses paid or incurred by Lessor in such year over the foregoingOperating Expenses paid or incurred by Lessor in the Base Year, the and also increased cost by an amount equal to Tenant for operating expenses (exclusive Lessee's Percentage Share of the total dollar increase, if any, in Property Taxes paid by Lessor in such year over the Property Taxes paid or incurred by Lessor in the Base Year. "Operating Expenses" shall mean those costs for utilities which cost is not capped) shall not exceed per rentable square foot incurred during any calendar year as operating costs of the PremisesBuilding (as located on Exhibit B), in any lease yearincluding, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot but not limited to, all costs of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage management, operation and maintenance and repair of the Building. Tenant's pro rata share , insurance (including deductibles), cost of capital improvements made to the Building after the date of the items execution hereof that reduce other Operating Expenses, improve security and life safety systems, or that are required under any government law or regulation that was not applicable at the time the Building was constructed or that are reasonably required for the health and safety of tenants in the Building, such cost to be billed amortized over such reasonable period as determined at Lessor's sole discretion, together with interest on the unamortized balance at the rate of 10 percent per annum. If Lessor elects to all tenants self insure or includes the Building under blanket insurance policies covering multiple properties, then Operating Expenses shall include the portion of the cost of such self insurance for blanket insurance allocated by Lessor to the Building, but not in excess of commercially reasonable rates for such coverage. If less than 90 percent of the rentable area of the Building as Additional Rent is occupied, Operating Expenses shall be determined by calculating adjusted to equal Lessor's reasonable estimate of Operating Expenses as if 90 percent of the total amount to be billed tenants rentable area of the Building for Additional Rentwere occupied. The term "Property Taxes" shall mean any ordinary or extraordinary form of assessment of special assessment, and multiplying this amount license fee, rent tax, levy, penalty (if a result of Lessee's delinquency), or tax, other than net income, premium, estate, succession, inheritance, transfer or franchise taxes, imposed by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basisany authority having the direct or indirect power to tax, and operating expenses shall be grossed up to reflect 100 percent occupancy.or by any city, county,

Additional Rent. (A) Commencing on the January 1, 2012 with regard to Operating Expenses, Taxes, Janitorial Costs, and Snow Removal Costs (as such are defined below), and in each calendar year thereafter during the Term, Tenant shall pay as Additional Rent, in advance on a monthly basis to Landlord Tenant's pro rata ’s share of Operating Expenses, Taxes, Janitorial Costs, and Snow Removal Costs in excess of the following items: Operating Expenses, Taxes, Janitorial Costs, and Snow Removal Costs in the calendar year 2011 (i) any sales or use tax imposed on rents collected by Landlord “Base Year”); Tenant’s share is 11.17% (other than City, State or Federal Income Tax“Tenant’s Share”), which is (10,870)/(97,277) expressed as a percentage, which Tenant’s Share may increase or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (decrease as defined below) for the Building or Premises size increases or decreases. Operating Expenses are defined as all reasonable operating costs and expenses related to the maintenance, operation and repair of the Project incurred by Landlord, except to the extent excluded pursuant to Section 4(B) hereof (“Operating Expenses”), including but not limited to management fee not to exceed four percent (4%) of Rent; common area electric; and capital expenditures and capital repairs and replacements shall be included as operating expenses exceed solely to the actual amount extent of operating the amortized costs of same over the useful life of the improvement in accordance with generally accepted accounting principles and provided such expenses have the effect of reducing Recognized Expenses or are required by a governmental authority after the date of this Lease; insurance premiums which are defined as all insurance premiums payable by Landlord for insurance with respect to the first twelve months of occupancy Project. Taxes are defined as all taxes, assessments and other governmental charges (“Taxes”), including special assessments for public improvements or traffic districts which are levied or assessed against the Project during the Term or, if levied or assessed prior to the Term, which properly are allocable to the Term, and real estate tax appeal expenditures incurred by Landlord to the extent of any portion reduction resulting thereby. Nothing herein contained shall be construed to include as Taxes: (A) any inheritance, estate, succession, transfer, gift, franchise, corporation, net income or profit tax or capital levy that is or may be imposed upon Landlord or (B) any transfer tax or recording charge resulting from a transfer of the Building per rentable square foot of or the Building in any lease year during the term of this LeaseProject; provided, however, an amount equal to $1.25 per rentable square foot that if at any time during the Term the method of taxation prevailing at the commencement of the Term shall be used altered so that in lieu of or as the expense stop a substitute for the Tenant for utilities for the first lease year whole or any part of the Leasetaxes now levied, assessed or imposed on real estate as such there shall be levied, assessed or imposed (i) a tax on the rents received from such real estate, or (ii) a license fee measured by the rents receivable by Landlord from the Premises or any portion thereof, or (iii) a tax or license fee imposed upon Premises or any portion thereof, then the same shall be included in the computation of Taxes hereunder. Janitorial Costs are defined as all costs associated with trash and garbage removal and recycling and cleaning and sanitizing the Building (“Janitorial Costs”). Snow Removal Costs are defined as all costs associated with the removal of snow and ice from the Project (“Snow Removal Costs). Collectively Operating Expenses, Snow Removal Costs, Taxes and Janitorial Costs shall be referred to as “Recognized Expenses”. (B) Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive term “Operating Expenses” shall not include any of the costs for utilities which cost is not cappedfollowing: (a) shall not exceed per rentable square foot Repairs or other work occasioned by fire, windstorm or other casualty or by the exercise of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot right of the Premises. Tenant's pro rata share of the items set forth in subparagraph eminent domain; (b) above shall be calculated Leasing commissions, accountants’, consultants’, auditors or attorneys’ fees, costs and disbursements and other expenses incurred in connection with negotiations or disputes with other tenants or prospective tenants or other occupants, or associated with the enforcement of any other leases or the defense of Landlord’s title to or interest in the real property or any part thereof; (c) Costs incurred by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants Landlord in connection with construction of the Building as Additional Rent shall be determined by calculating and related facilities, the total amount to be billed tenants correction of defects in construction of the Building or the discharge of Landlord’s Work; (d) Costs (including permit, licenses and inspection fees) incurred in renovating or otherwise improving or decorating, painting, or redecorating the Building or space for Additional Rentother tenants or other occupants or vacant space; (e) Depreciation and amortization; (f) Costs incurred due to a breach by Landlord or any other tenant of the terms and conditions of any lease and/or arising from the negligence or willful misconduct of Landlord or any of the Landlord Parties; (g) Overhead and profit increment paid to subsidiaries or affiliates of Landlord for management or other services on or to the Building or for supplies, and multiplying this amount utilities or other materials, to the extent that the costs of such services, supplies, utilities or materials exceed the reasonable costs that would have been paid had the services, supplies or materials been provided by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included unaffiliated parties on a fully assessed basisreasonable basis for comparable buildings in the Princeton, New Jersey area; (h) Interest on debt or amortization payments on any mortgage or deeds of trust or any other borrowings and any ground rent; (i) Ground rents or rentals payable by Landlord pursuant to any over-lease or any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord; (j) Costs incurred in managing or operating any “pay for” parking facilities within the Project or of having a third party operate and manage the parking area serving the Building or Project to the extent that Landlord would not incur the same if Landlord self operated and managed such parking area; (k) Any fines or fees for Landlord’s failure to comply with governmental, quasi-governmental, or regulatory agencies’ rules and regulations; (l) Legal, accounting and other expenses shall be grossed up related to reflect 100 percent occupancy.Landlord’s financing, re-financing, mortgaging or selling the Building or the Project; (m) Taxes or income taxes of Landlord; (n) Snow and ice removal costs;

Additional Rent. From and after the Commencement Date, the Tenant shall pay as to the Landlord in lawful money of Canada, without any deduction, abatement or setoff whatsoever, Additional Rent, Tenant's pro rata share Rent for the Leased Premises equal to the aggregate of the following itemsamounts: (a) the amount of Taxes imposed in respect of the Leased Premises provided that if a separate assessment is issued or allocated in respect of the Leased Premises but not a separate tax ▇▇▇▇, then the amount of the Taxes payable by the Tenant shall be equal to the amount obtained by multiplying such assessment by the applicable commercial mill rate; plus the Tenant’s Proportionate Share of Taxes imposed in respect of the Service Areas and Leasable Service Areas, if separately assessed; (b) if there is no separate assessment issued or allocated in respect of the Leased Premises, the Taxes charged against the Leased Premises shall be determined by the Landlord acting reasonably, the costs of such making such determination to be included in the Operating Costs. In making such determination the Landlord shall have the right, without limiting its right to do otherwise, to establish separate assessments for the Leased Premises and all other portions of the Building by using such criteria as the Landlord, acting reasonably, shall determine to be relevant including, without limitation: (i) any sales the then current established principles of assessment used by the relevant assessment authorities and on the same basis as the assessment actually obtained for the Building as a whole or use tax imposed on rents collected by Landlord the part thereof in which the Leased Premises are located; (other than City, State or Federal Income Tax), ii) assessments of the Leased Premises or any tax on rents other portions of the Building in lieu previous periods of ad valorem taxes on time; (iii) the BuildingProportionate Share; (iv) any act, even though laws imposing such taxes attempt to require Landlord to pay religion or election of the sameTenant or any other occupant of the Building which results in an increase or decrease in the amount of the Taxes which would otherwise have been charged against the Building or any portion thereof; and (iiv) the amount quality of operating expenses (as defined below) for construction, use, location of the Leased Premises within the Building to or income generated by the extent operating expenses exceed Leased Premises and/or the actual amount assessors valuation of operating expenses for the first twelve months Leased Premises or the Building. (c) the Tenant’s Proportionate Share of occupancy of any portion the Operating Costs of the Building per rentable square foot of and Rights in Common. For the Building in any lease year during the term purpose of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as “Operating Costs” means the expense stop for aggregate of all costs and expenses incurred or accrued by the Tenant for utilities for the first lease year Landlord or by others on behalf of the Lease. Notwithstanding Landlord in connection with the foregoingmanagement, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premisessupervision, in any lease yearadministration, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage operation, cleaning, maintenance, repair, replacement and insurance of the Building. Tenant's pro rata share By way of example and without limiting the generality of the items foregoing, Operating Costs shall include the costs of all repairs required in the maintenance of the Building and Rights in Common, heating costs and the cost of steam for heating or other purposes, elevator maintenance costs, equipment rental (fixed or otherwise), the costs of providing hot and cold water, the costs of electricity not otherwise chargeable to be billed to all any tenant or tenants of the Building, the costs of air-conditioning, window cleaning, snow removal, landscaping, uniforms and security, all fire, casualty, liability and other insurance costs, telephone and other utility costs, the amounts paid under service contracts with independent contractors, all salaries, wages and other remuneration and the cost of benefits paid to employees of the Landlord engaged in operating and maintaining the Building as Additional Rent shall be determined and Rights in Common, sums equal to the annual amounts required to fully amortize on a straight line basis over its useful life, equipment, fixed or otherwise, paid for by calculating the total amount Landlord and used to be billed provide services to the Building and Rights in Common, legal appraisal and accounting fees incurred for the purpose of attempting to reduce Taxes and the various costs referred to in this subsection, business taxes assessed against the Landlord with respect to the Building, that portion of the capital or place of business tax payable by the Landlord and attributable to the Building and Rights in Common, and all other expenses paid or payable by the Landlord in connection with the management and operation of the Building and Rights in Common but excluding Taxes, taxes on income, capital expenditures (save for the annual amortization amounts with respect to equipments fixed or otherwise, paid for by the Landlord and used to provide services to the tenants of the Building), any provisions for depreciation of or in respect of the Building, interest on debt or capital retirement of debt, any amounts directly chargeable by the Landlord to any tenant or tenants of the Building, any costs incurred by the Landlord or relating to the leasing of space or premises in the Building (including leasing commissions) and the cost of repairs to the extent of insurance proceeds received by the Landlord from claims made with respect to the items so repaired. If in any year during the Term the Building is not fully leased or occupied, Operating Costs for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses such year shall be included on a fully assessed basis, and operating expenses shall be grossed up adjusted to reflect 100 percent occupancythe amount which would have been payable if the Building had been fully leased and occupied during such year; and (d) The Landlord’s present estimate of the Additional Rent payable pursuant to Section 3.2 and 3.5 is $14.07 per square foot per annum of the gross leasable area of the Leased Premises for the 2007 calendar year. Although this is a bona fide estimate of the Landlord, the Tenant agrees that it is not intended by the parties to be relied upon by the Tenant and that such estimate does not impose any liabilities on the Landlord or affect the obligations of the Tenant hereunder.

Additional Rent. (a) Taxes, Insurance and Common Area Maintenance (1) In the event the "Tax, Insurance and Common Area Maintenance Expenses" (as defined below) of the Building shall in any calendar year during the term of this Lease exceed the sum of $Base Year 1999 per square foot, then -------------- with respect to such excess (the "Tax, Insurance and Common Area Maintenance Differential"), Tenant shall agrees to pay as Additional Rent, additional rental Tenant's pro rata share of the Tax, Insurance and Common Area Maintenance Differential within ten (10) days following items:receipt of an invoice from Landlord stating the amount due. The pro rata share to be paid by Tenant is Twenty and Forty Seven Hundredths --------------------------------- percent (20.47%) subject, however, to adjustment for any expansion of the Leased ----- Premises. In the case of a multi-building Project, if such Tax, Insurance and Common Area Maintenance Expenses are not separately assessed to the Building but are assessed against the Project as a whole, Landlord shall determine the portion of such Tax, Insurance and Common Area Maintenance Expenses allocable to the Building in which the Leased Premises are located. (i2) At or prior to the commencement of this Lease and at any sales time during the Lease term, Landlord may deliver to Tenant a written estimate of any additional rent applicable to the Leased Premises (based on the pro rata share stated above) which may be anticipated for excess Tax, Insurance and Common Area Maintenance Expenses during the calendar year in which this Lease commences or use tax imposed on rents collected for any succeeding calendar year, as the case may be. Based upon such written estimate, the monthly Base Rental shall be increased by one-twelfth (1/12) of the estimated additional rent. (3) Statements showing the actual Tax and Insurance Expenses (as well as the actual Common Area Maintenance Expenses, as defined in Paragraph 6(b) below) and Tenant's proportionate share thereof (hereinafter referred to as the "Statement of Actual Adjustment") shall be delivered by Landlord to Tenant after any calendar year in which additional rental was paid or due by Tenant. Within ten (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on 10) days after the Building, even though laws imposing such taxes attempt to require delivery by Landlord to Tenant of such Statement of Actual Adjustment, Tenant shall pay the same; and (ii) Landlord the amount of operating expenses (any additional rental shown on such statement as defined below) being due and unpaid. If such Statement of Actual Adjustment shows that Tenant has paid more than the amount of additional rental actually due from Tenant for the Building preceding calendar year and if Tenant is not then in default under this Lease, Landlord shall credit the amount of such excess to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. next Base Rental installment due from Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.

Additional Rent. Tenant In addition to the Base Rent, the LESSEE shall begin to pay to the LESSOR ("Additional Rent"), on the first (1st) day of each and every month beginning on the first (1st) day of January, 2001 and continuing during the balance of the Term of this Lease. LESSEE shall pay for all costs and expenses incurred or expected to be incurred by the LESSOR in connection with the Demised Premises (the "Operating Costs"). The LESSOR shall provide the LESSEE with the amount of the Operating Costs as soon as practicable after the beginning of each calendar year, shall estimate the total Operating Costs for the then current year (which shall be based both on actual experience and anticipated changes) and shall notify the LESSEE in writing of the LESSEE'S share which shall be payable in equal monthly installments during the then current year, retroactive to January 1 of the then current year. At such time, the LESSOR shall also determine the actual Operating Costs for the preceding year and shall provide LESSEE with an accounting thereof, and in the event that it is determined that the LESSEE has either overpaid or underpaid during the preceding year, the LESSEE'S payments each month for the then current year will be decreased proportionally to reimburse the LESSEE for such overpayment or increased proportionally to reimburse the LESSOR for such underpayment. The LESSOR, from time to time, and at any time, during the course of any year, upon presentation of supporting documentation, may readjust the LESSEE'S monthly payments of additional rent, such adjustment to take effect beginning as of the first (1st) day of the month following thirty (30) days written notification by the LESSOR to the LESSEE, which readjustment shall be based on actual or anticipated changes in a) taxes and b) Operating Costs for the then current year that were not included in the original estimate for such year. Upon the execution of this Lease, the LESSEE shall also pay to the LESSOR one half (1/2) of the annual premiun for flood insurance (estimated to be $23,000.00 per year) and shall continue to pay one twelfth (1/12th) of the entire annual premium each month as Additional Rent. In the event that the estimated amount shall prove to be either too large or too small an appropriate adjustment shall be made between the parties. After the expiration of one (1) year, Tenant's pro rata share provided that there is no default by the LESSEE under the provisions of this LEASE, the LESSEE shall not be required to make payments on account of the following items: annual premium for flood insurance, for a period of six (i6) any sales or use tax imposed on rents collected by Landlord (months. The parties will cooperate with each other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes to attempt to require Landlord secure a reduction in the flood hazard insurance premium and to pay secure the same; best rate, the costs of such action to be shared by the parties annually. For purposes of this paragraph, Operating Costs shall include the following LESSOR'S costs, expenses and charges incurred in connection with the Demised Premises: a) real estate taxes including betterment assessments, b) insurance premiums including hazard, liability and rent interruption insurance and , if required, flood hazard insurance, c) water and sewer use charges (iiif paid by the LESSOR,, d) management fees in the amount of operating expenses seven thousand dollars per (as defined below$7,000.00) for year; and e) the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy LESSEE'S proportionate share of any portion of capital expenditures made by the Building per rentable square foot of the Building in any lease year during the term LESSOR as required under Paragraph 11 of this Lease; provided. In the event that the LESSEE occupies the Premises for a period which does not include an entire Year, however, an amount equal to $1.25 per rentable square foot there shall be an appropriate adjustment made between the LESSOR and the LESSEE. LESSEE, upon written notice to LESSOR, shall have the right, at LESSEE'S sole cost and expense, to examine the LESSOR'S records and computations used to establish the Operating Costs, such examination to be at least five (5) business days after receipt of such notice and to be at such reasonable time and place so as not to unreasonably interfere with the expense stop for the Tenant for utilities for the first lease year business of the LeaseLESSOR. Notwithstanding If the foregoingdiscrepancy exceeds five per cent (5%) in the amount so charged to the LESSEE, which discrepancy results in an overcharge to LESSEE, then the LESSOR shall pay the reasonable cost of the LESSEE'S examination. In the event that the LESSEE'S said examination discloses that there is a discrepancy in the amount of the Operating Costs charged to the LESSEE, the increased cost LESSOR shall immediately repay to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of LESSEE any amount that the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyLESSEE had been overcharged.

Additional Rent. This Lease is intended by the parties hereto to be a so-called “net” lease, to the end that the Basic Rent shall be received by Landlord net of all costs and expenses related to the Premises as set forth in this Lease, and net of Tenant’s Share, as hereinafter defined, of all Common Expenses. The same shall be paid to Landlord commencing on the Early Access Date, and thereafter upon demand as additional rent (sometimes referred to as “Additional Rent”), in the same manner as Basic Rent. Tenant’s Share of the Common Areas of the Building shall at all times be 22.94%, subject to adjustment to the extent that the size of the Premises is reduced as a result of eminent domain, fire, accident, or casualty. For the purposes hereof, the term “Park” shall mean the Building and those other buildings currently owned by Landlord and numbered 200, 500, 600 and 8▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇. Landlord shall, in its commercially reasonable discretion, make such allocations as Landlord may deem appropriate of expenses between Common Areas of the individual buildings and those of the Park as a whole. Currently, the Park expenses include the costs of landscaping Research Drive (of which the Building’s share is 16.09%), and the costs of maintaining and repairing the water booster station serving certain buildings in the Park (of which the Building’s share is 19.20%). In addition to Common Expenses, Tenant shall also pay as Additional Rent, Tenant's pro rata share of promptly upon being billed therefor by Landlord, any and all charges, costs, expenses, and obligations as Landlord may from time to time incur with regard to the following items: Premises or the operation or maintenance thereof (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building not properly included in any lease year during the term of Common Expenses), except as otherwise expressly agreed in this Lease; provided, howeverincluding, an amount equal to $1.25 per rentable square foot shall be used as without limiting the expense stop for the Tenant for utilities for the first lease year generality of the Lease. Notwithstanding the foregoing, reasonable attorneys’ fees incurred by Landlord in connection with any subleases and assignments of this Lease requested by Tenant and in connection with the increased cost to Tenant for operating expenses (exclusive enforcement of rights and pursuit of the costs for utilities which cost is not capped) shall not exceed per rentable square foot remedies of Landlord under this Lease (whether during or after the expiration or termination of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyTerm).

Additional Rent. Tenant acknowledges that this is a net lease carefree of all expenses to the Landlord, and the Tenant therefore covenants to be responsible and pay for, and of which sums the Landlord shall pay as Additional Rentbe entitled to charge to the Tenant, Tenant's pro rata share of a monthly fee which shall include the following itemsfollowing: (i) water and sewer charges (unless separately metered); all real estate taxes; outside maintenance including driveways, trucking and parking areas; lawn and shrubbery maintenance; snow removal and fire insurance premiums; and any sales or other expenses of whatever nature traceable to the Tenant's use tax imposed on rents collected by Landlord and/or occupation of the Premises including but not limited to any and all utility charges (other than City, State or Federal Income Taxhydro and gas), or any tax on rents in lieu of ad valorem taxes on telephone charges, business taxes, local improvement charges, and heating, ventilation and air conditioning, to the Building, even though laws imposing extent such taxes attempt to require Landlord to pay the sameare not separately metered and/or assessed; and, (ii) the amount a reasonable apportionment of operating expenses (as defined below) for incurred in managing, maintaining and insuring the Building and for structural and common area maintenance thereof, along with the Landlord's administration charge of fifteen percent (15%) of all such expenses; as apportioned to the extent operating expenses exceed Tenant according to the actual amount of operating expenses for proportion the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by bears to the rentable square footage of the Building. Tenant's pro rata share , all of which sums (hereafter referred to as "Additional Rent") including G.S.T. thereon shall be estimated by the Landlord for each year of the items Term with notice thereof to be billed provided to all tenants the Tenant by 31st of December of the Building preceding year of the Term (except for the first year) and one-twelfth (1/12) of such estimate shall be payable by the Tenant as Additional Rent every month during a year of the Term; the Landlord shall reconcile the actual expenses compared to such estimated expenses by the 31st of March of the year following a year of the Term, shall provide such reconciliation to the Tenant, and shall either demand from the Tenant any underpayment which shall be payable immediately upon notice thereof or return to the Tenant any overpayment; and the Landlord, in addition to any other rights, shall have the same remedies and may take the same steps for the recovery of such sums as rent in arrears under the terms of this Lease. For the first year of the Term the estimated annual Additional Rent shall be determined by calculating the total amount to be billed tenants sum of sixty-six thousand and three hundred dollars ($66,300,00) being a monthly payment of five thousand two hundred and twenty-five dollars ($5,525.00), plus G.S.T., where the Landlord warrants and represents that for the first year of the Building for Term such Additional Rent, Rent shall not exceed the aforementioned estimate and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses such Additional Rent shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyadjusted once the Tenant receives its own water meter.

Additional Rent. Tenant Subtenant shall pay to Sublandlord as Additional Rent its share (as set forth in Section 4.3(b) above) of the amount by which (i) amounts payable by Sublandlord to Landlord pursuant to Article 7 of the Master Lease in respect of Taxes and Operating Expenses, exceed (ii) applicable amounts for each such category payable by Sublandlord to Landlord under Article 7 of the Master Lease for the calendar year ending December 31, 2019, with such payments to commence January 1, 2020. Subtenant understands that the term “Taxes” includes “Payment in Lieu of Taxes” known as “PILOT.” OMM_US:76369748.8 Subtenant shall also pay (w) the share of BID Taxes applicable to the Subleased Premises, (x) any Theater Surcharge or Percentage Rent as applicable to the 26th floor under the Master Lease , (y) the Annual HVAC Special Charge, which is currently set at $5,643.24 per year and subject to increase from time to time and (z) the condenser water charges imposed by Landlord and referenced in Section 2.4 above. For informational purposes, Percentage Rent for the 37th floor is currently $5,531.40 per year and is set to increase to $8,297.16 on July 1, 2019. Sublandlord shall invoice Subtenant at the same frequency it receives and invoice from Landlord for all such components of Additional Rent, Tenant's pro rata share which invoices will be based upon Landlord’s calculation or estimate of such charges in the following items: applicable year (i) EXCEPT AS SET FORTH BELOW), and Subtenant shall pay such Additional Rent to Sublandlord within 30 days after Subtenant’s receipt of an invoice therefor. Such Additional Rent, together with any sales or use tax imposed on rents collected and all other amounts payable by Subtenant to Sublandlord pursuant to the terms of this Sublease, shall be hereinafter referred to as the “Additional Rent.” Additional Rent charges shall also be subject to annual reconciliation as determined by Landlord under the Master Lease (other than City, State or Federal Income Tax“Landlord’s Reconciliation”), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing and Subtenant understands that such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) Landlord’s Reconciliation for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease final year of the Lease. Notwithstanding Sublease may not be available until after the foregoing, the increased cost to Tenant for operating expenses (exclusive expiration of the costs for utilities which cost is not capped) Term. Subtenant shall not exceed per rentable square foot promptly pay to Sublandlord any underpayment identified by the post-Term Landlord’s Reconciliation and Sublandlord shall promptly refund to Subtenant any overpayment identified therein, even if the applicable Landlord’s Reconciliation occurs after the expiration of the PremisesTerm; provided that the foregoing obligation shall terminate two (2) years following the applicable tax year or calendar year. The foregoing obligation shall survive the termination of this Sublease, in so long as any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot revised statement is sent by Sublandlord to Subtenant with two (2) years of the Premisesapplicable tax year or calendar year. Tenant's pro rata share It is the intent of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items parties with respect to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount that Sublandlord shall not profit from the pass through, but shall rather reconcile all pass throughs on an annual basis based on Landlord’s Reconciliation under the Master Lease. Upon written request from Subtenant from time to time, Sublandlord shall provide any applicable documentation delivered by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basisLandlord to Sublandlord, and operating expenses shall be grossed up to reflect 100 percent occupancywhich evidences such Additional Rent.

Additional Rent. (a) Commencing on January 1, 2013, and in each calendar year thereafter during the Term, Tenant shall pay in advance on a monthly basis to Landlord, Tenant’s Share of the “Recognized Expenses”, without deduction, counterclaim or setoff, to the extent such Recognized Expenses exceed the Recognized Expenses in calendar year 2012 (“Base Year”). Tenant’s Share is 1.41%, which is 3,406/241,778, which Share may increase or decrease as the Building size increases or decreases. Recognized Expenses are (i) all reasonable operating costs and expenses related to the maintenance, operation and repair of the Building and those costs and expenses of the Project reasonably allocable and beneficial to the Building incurred by Landlord, including but not limited to management fee not to exceed three (3%) percent of Rent; and capital expenditures and capital repairs and replacements shall be included as Recognized Expenses provided such capital repairs or replacements were necessitated by a change in law or regulation occurring after the date of this Lease or were intended to have cost saving benefits over the Term and then solely to the extent of the amortized costs of same over the useful life of the improvements in accordance with generally accepted accounting principles, provided, however, for those capital expenditures, capital repairs and replacements that were generated to have a cost savings benefit over the Term, the amortized costs of such expenditures, repairs or replacements for each Lease Year shall be capped at the actual savings per Lease Year resulting from that capital expenditure, capital repair or replacement. The cap on actual savings shall not apply to capital expenditures, capital repairs and replacements resulting from a change in law or regulation; (ii) all insurance premiums payable by Landlord for insurance with respect to the Project and (iii) Taxes payable on the Project**. Each of the Recognized Expenses shall for all purposes be treated and considered as Additional Rent. Tenant shall pay, in monthly installments in advance, on account of Tenant's pro rata share ’s Share of Recognized Expenses, the estimated amount of the following increase of such Recognized Expenses for such year in excess of the Base Year as determined by Landlord in its reasonable discretion. Prior to the end of the calendar year in which the Lease commences and thereafter for each successive calendar year (each, a “Lease Year”), or part thereof, Landlord shall send to Tenant a statement of projected increases in Recognized Expenses in excess of the Base Year and shall indicate what Tenant’s Share of Recognized Expenses shall be. The Base Year shall be adjusted to exclude from the Base Year “extraordinary items” incurred in such calendar year. For purposes or this subparagraph, extraordinary items shall mean either (X) cost increases over the prior calendar year of eleven and one quarter percent (11.25%) or more, or (Y) items which increase Landlord’s total expenses and such items have not been included in the determination of expenses by the Landlord (or the Landlord’s predecessor in interest) for the prior three years of operating the Building. As soon as administratively available, Landlord shall send to Tenant a statement of actual for Recognized Expenses for the prior Lease Year showing the Share due from Tenant. In the event the amount prepaid by Tenant exceeds the amount that was actually due then Landlord shall issue a credit to Tenant in an amount equal to the over charge, which credit Tenant may apply to future payments on account of Recognized Expenses until Tenant has been fully credited with the over charge. If the credit due to Tenant is more than the aggregate total of future rental payments, Landlord shall pay to Tenant the difference between the credit in such aggregate total. In the event Landlord has undercharged Tenant, then Landlord shall send Tenant an invoice with the additional amount due, which amount shall be paid in full by Tenant within thirty (30) days of receipt. ** Taxes shall be defined as all taxes, assessments and other governmental charges (“Taxes”), including special assessments for public improvements or traffic districts which are levied or assessed against the Project during the Term or, if levied or assessed prior to the Term, which properly are allocable to the Term, and real estate tax appeal expenditures incurred by Landlord to the extent of any reduction resulting thereby. Nothing herein contained shall be construed to include as Taxes: (A) any inheritance, estate, succession, transfer, gift, franchise, corporation, net income or profit tax or capital levy that is or may be imposed upon Landlord or (B) any transfer tax or recording charge resulting from a transfer of the Building or the Project; provided, however, that if at any time during the Term the method of taxation prevailing at the commencement of the Term shall be altered so that in lieu of or as a substitute for the whole or any part of the taxes now levied, assessed or imposed on real estate as such there shall be levied, assessed or imposed (i) a tax on the rents received from such real estate, or (ii) a license fee measured by the rents receivable by Landlord from the Premises or any portion thereof, or (iii) a tax or license fee imposed upon Premises or any portion thereof, then the same shall be included in the computation of Taxes hereunder. (b) Notwithstanding the foregoing, the term “Recognized Expenses” shall not include any of the following: (i) any sales Costs (including permit, licenses and inspection fees) incurred in renovating or use tax imposed on rents collected by Landlord (other than Cityotherwise improving or decorating, State or Federal Income Tax)painting, or any tax on rents in lieu of ad valorem taxes on redecorating the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; andBuilding or space for other tenants or other occupants or vacant space; (ii) the amount Charges for electricity, water, or other utilities, services or goods and applicable taxes for which Tenant or any other tenant, occupant, person or other party is obligated to reimburse Landlord or to pay to third parties; (iii) Depreciation and amortization; (iv) Costs of operating expenses (as defined below) for the Building extraordinary services provided to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all other tenants of the Building as Additional Rent shall be determined or services to which Tenant is not entitled (including, without limitation, costs specially billed to and paid by calculating the total amount specific tenants); (v) Overhead and profit increment paid to be billed tenants subsidiaries or affiliates of Landlord for management or other services on or to the Building or for Additional Rentsupplies, utilities or other materials, to the extent that the costs of such services, supplies, utilities or materials exceed the reasonable costs that would have been paid had the services, supplies or materials been provided by unaffiliated parties on a reasonable basis without taking into effect volume discounts or rebates offered to Landlord as a portfolio purchaser; (vi) Lease payments for rental equipment (other than equipment for which depreciation is properly charged as an expense) that would constitute a capital expenditure if the equipment were purchased, except as provided in Article 4(a) above; (vii) Any cost associated with obtaining a warranty, and multiplying this amount all costs of repair or replacement of any item covered by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.warranty;

Additional Rent. It is agreed and understood that the rant above specified shall be entirely "net" to the Landlord. In addition to all direct expenses relating to the Leased Premises, the Tenant shall pay as Additional Rentbe responsible, Tenant's pro rata share of from the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months date of occupancy of any portion of forward through the Building per rentable square foot of the Building in any lease year during the whole term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding , for the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share, hereafter called additional rent, based upon the Gross Leaseable Area of the building, of all taxes, levies, assessments, charges and expenses or outlays of any nature whatsoever, in connection with or attributable to the Leased Premises (presently estimated to be $8.82/sq. Ad valorem taxes included as operating expenses ft./annum). The estimate prorated shared share shall be included on a fully assessed basispayable 1/12 monthly and adjusted semi-annually or annually. The Tenant is not responsible for the Landlord's income taxes, mortgage, and operating expenses other financing costs or repair of structural defects. The Tenant shall be grossed up responsible, from the date of occupancy forward through the whole term of the Lease, for the Tenant's share of utilities such as heat, light, electricity and water and shall make application for such utilities to reflect 100 percent he effective from the date of occupancy. The Tenant shall pay its share of the estimated property taxes in equal pro-rate amounts on monthly bases. The adjustment date for the calendar year property taxes is on July 1st of each year. Two weeks prior to July 1st, the Tenant shall pay the full amount of its share of the property taxes owing less what the Tenant has already paid by way of its monthly property tax installments. LEASEHOLD IMPROVEMENTS The Premises are being leased "as is, were is". The Landlord will provide no new Leasehold Improvements. The Landlord will provide the space in a clean state for the Tenant. Likewise, the Landlord will make sure that the HVAC and light system in the Unit a in good working order. If in the future any new Leasehold Improvements are needed, the contractor for those Leasehold Improvements shall be Westeron Construction (the "General Contractor").

Additional Rent. Tenant shall pay as to Landlord the amount (per each rentable square foot in the Premises) (“Additional Rent, Tenant's pro rata share of ”) by which the following items: annual Operating Costs (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot in the Building or Complex, as applicable, for each year of the Term exceed the annual Operating Costs per rentable square foot in the Building or Complex, as applicable, for calendar year 2006 (the “Base Year”). Notwithstanding the foregoing, for purposes of calculating the amount payable by Tenant under this Section 1, Operating Costs (with the exception of Uncontrollable Expenses (defined below)) per rentable square foot in the Building or Complex, as applicable, shall not exceed for any lease calendar year during the term Term of this Lease; provided, howeverother than the first calendar year, the amount of Operating Costs per rentable square foot in the Building or Complex, as applicable, for the preceding calendar year plus six percent (6%). The term “Uncontrollable Expenses” means expenses relating to the cost of utilities, insurance, real estate taxes and other uncontrollable expenses (such as, but not limited to, increases in the minimum wage which may affect the cost of service contracts). Landlord may make a good faith estimate of the Additional Rent to be due by Tenant for any calendar year or part thereof during the Term. During each calendar year or partial calendar year of the Term after the Base Year, Tenant shall pay to Landlord, in advance concurrently with each monthly installment of Base Rent, an amount equal to $1.25 per rentable square foot the estimated Additional Rent for such calendar year or part thereof divided by the number of months therein. From time to time, Landlord may estimate and re-estimate the Additional Rent to be due by Tenant and deliver a copy of the estimate or re-estimate to Tenant. Thereafter, the monthly installments of Additional Rent payable by Tenant shall be used appropriately adjusted in accordance with the estimations so that, by the end of the calendar year in question, Tenant shall have paid all of the Additional Rent as estimated by Landlord. Any amounts paid based on such an estimate shall be subject to adjustment as herein provided when actual Operating Costs are available for each calendar year. Operating Costs for the Base Year, for the purpose of comparisons of the Base Year with subsequent years only, shall be calculated so as to not include any of the following to the extent such components are not also included in the comparison year: market-wide labor-rate increases due to extraordinary circumstances, including boycotts and strikes; utility rate increases due to extraordinary circumstances, including conservation surcharges, boycotts, embargos or other shortages; or amortized costs relating to capital improvements (the foregoing items being collectively referred to as the expense stop “Extraordinary Operating Costs”). However, to the extent any such Extraordinary Operating Costs are also included in the comparison year, then, for the purposes of comparison to the Base Year, such Extraordinary Operating Costs shall also be included in the Base Year. Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of be obligated to pay the PremisesAdditional Rent, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items Taxes or Insurance obligations set forth in subparagraph (b) above shall be calculated by dividing this Exhibit C relating to the rentable square footage of Must Take Space until the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyMust Take Space Commencement Date.

Additional Rent. Tenant (a) In addition to the foregoing minimum rent, all other payments to be made by TENANT to LANDLORD shall pay be deemed to be and shall become additional rent hereunder whether or not the same be designated as Additional Rentsuch; and shall be due and payable on demand or together with the next succeeding installment of rent, Tenant's pro rata share of whichever shall first occur; and LANDLORD shall have the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord same remedies for failure to pay the same; and (ii) same as for a nonpayment of rent. LANDLORD, at its election, shall have the amount of operating expenses (as defined below) for right to pay or do any act which requires the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy expenditure of any portion sums of money by reason of the Building per rentable square foot failure or neglect of TENANT to perform any of the Building in any lease year during the term provisions of this Lease; provided, howeverand in the event LANDLORD shall at its election pay such sums or do such acts requiring the expenditure of monies. TENANT agrees to pay LANDLORD. upon demand, all such sums, and the sum so paid by LANDLORD, shall be deemed additional rent and be payable as such. (b) TENANT shall also pay the following expenses: real estate taxes, property insurance, lawn maintenance, and ICOT association fees, all of such items collectively shall be known as “Operating Expenses”. Prior to January 31st of each year, LANDLORD shall furnish to TENANT, Landlord’s estimate of the additional rent with respect to the coming year, that is, the real estate taxes, premium for property insurance, estimated lawn maintenance, and ICOT Net Lease association fees. TENANT will then pay to LANDLORD on the first day of each month as additional rent an amount equal to $1.25 per rentable square foot one twelfth (1112) of Landlord’s estimate of the additional rent. Until LANDLORD shall furnish a revised estimate to the TENANT, TENANT shall continue to pay to LANDLORD on the first day of each month an amount equal to the additional rent payable the preceding month. Said additional rent shall be used as adjusted after the expense stop for the Tenant for utilities for the first lease year end of the Lease. Notwithstanding year to reflect the foregoingactual expenditures incurred, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) and any shortage shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants TENANT, and any overpayment shall be credited to TENANT. The obligation of the Building as Additional Rent TENANT with respect to the payment of all rent shall be determined by calculating the total amount to be billed tenants survive termination of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancylease.

Additional Rent. (a) As additional rent for the Premises, Tenant shall pay as Additional Rent, Tenant's pro rata its share of increases in real estate taxes assessed against or paid in connection with the following items: building during each calendar year falling entirely or partly within the Lease Term (iwith proration for any partial calendar year) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months over $1,169,483.10. Tenant’s initial percentage of occupancy of any portion the building for real estate taxes is agreed to be $88.75%. Accordingly, base year real estate $1,037,916.30 ($3.98 per usable square foot). (b) Payment on account of real estate taxes shall be made by Tenant in lump sum payments following each semi-annual tax remittance by Landlord, each of which shall be compared to one-half of the Building per rentable square foot base year real estate taxes to determine the increase allocable to such six-month period. Subject to Section 28.16 hereof, payments by Tenant shall be due on the first workday of the Building month following the month in which paid tax receipts are presented by Landlord to Tenant. Real estate taxes shall include reasonable attorneys’ fees incurred by Landlord in challenging real estate taxes. In the event of any lease year during decreases in real estate taxes occurring with respect to the term Lease Term, the additional rent will be reduced accordingly, but in no event will base rent be reduced below $38.00 per usable square foot. The amount of any such reductions will be determined in the same manner as increases in additional rent provided under this LeaseSection 4.1. (c) Landlord shall use all reasonable efforts to deliver to Tenant copies of any notices of proposed or actual assessments and copies of any real estate tax bills within ten (10) business days after they are received by Landlord; however, Landlord’s failure to furnish any such notice or ▇▇▇▇ to Tenant shall not constitute a default under this Lease and shall not excuse Tenant from paying any additional rent due hereunder. In the event Tenant desires to cause the real estate tax assessment upon the building to be challenged, Tenant shall so notify Landlord in writing. Landlord shall have a period of fifteen (15) business days following its receipt of Tenant’s notice to notify Tenant whether or not Landlord, in its discretion, has elected to contest the real estate tax assessment. In the event Landlord notifies Tenant that Landlord will not contest the real estate tax assessments, then Tenant shall have the right, at its sole cost and expense, to contest any real estate tax assessment upon the building by initiating legal proceedings on behalf of itself and Landlord, or on its own behalf alone. If Tenant is precluded from taking legal action its own name, then Landlord shall contest the assessment upon reasonable notice from Tenant; however, Landlord shall be required to execute documents in connection with such contest only if Landlord agrees with the accuracy of such documents. Tenant shall reimburse Landlord for all costs incurred by Landlord in such proceedings, and shall pay any interest, penalties or late charges assessed in connection therewith. In the event Tenant contests the assessments and obtains a reduction, then the reduction shall first be applied to reimburse Tenant for all costs incurred by Tenant in such proceedings, with the balance (if any) of such reduction to be allocated over the rentable area of the building pro rata. The undertaking of a contest shall not affect Tenant’s obligation to pay additional rent on account of real estate taxes at the time and in the manner set forth in this Section 4.1; provided, however, an amount equal that Tenant shall not be obligated to $1.25 per rentable square foot pay any contested portion of such taxes so long as Landlord has not paid such portion to the taxing authority. Tenant shall be used as the expense stop for the Tenant for utilities for receive its share of any real estate tax refund. (a) Commencing upon the first lease year day of the Lease. Notwithstanding the foregoingsecond Lease Year, the increased cost to Tenant as additional rent for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, Tenant shall make certain payments on account of changes in any lease yearcosts for cleaning services, an supplies, materials, maintenance, trash removal, landscaping, water, sewer charges, heating, ventilating and air conditioning, electricity, and certain administrative expenses attributable to Tenant’s occupancy. The amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent additional rent for each Lease Year shall be determined by calculating multiplying the total amount base rate (as defined in the last sentence of this Section 4.2(a)) by the percentage of change in the cost of living index (as defined in this Section 42(a)). The percent change shall be computed by comparing the index figure published for the month prior to the Lease Commencement Date with the index figure published for the month preceding the month which begins the applicable Lease Year (“Percentage of Change”). For example, a lease which commences in June of 1988 would use the index published for May of 1988 and that figure would be compared with the index published for May of 1989, May of 1990, and so on, to determine the Percentage of Change. The cost of living index shall be measured by the Consumer Price Index (the Revised Consumer Price Index for urban wage earners and clerical workers, 1982-84 Base Year, All Items, Washington, DC-MD-VA Metropolitan Area wage earners and clerical). The base rate for operating costs allocable to the Premises is hereby agreed to be billed tenants $1,835,912.30 ($7.04 per usable square foot). (b) Payments of additional rent for operating costs shall be made with the monthly installments of base rent. Adjustments to additional rent shall be effective on the first day of each Lease Year commencing with the second Lease Year. Subject to Section 28.16 hereof, payment of the Building adjusted rental rate shall become due on the first workday of the month following the publication of the cost of living index for Additional Rentthe month prior to the commencement of each such Lease Year. In the event of any decreases in the cost of living index occurring during the Lease Term, and multiplying this the additional rent will be reduced accordingly, but in no event will base rent be reduced below $38.00 per usable square feet. The amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses of any such reductions shall be included determined in the same manner as increases in additional rent provided in Section 4.2(a). (c) Promptly after the adjustment in the additional rent pursuant to this Section 4.2 is determined for each Lease Year, Landlord shall submit to Tenant a statement setting forth the amount of such adjustment and the computations by which it was determined. Since the actual increase in the additional rent may not be determined until after the start of a new Lease Year, until the actual increase in the additional rent is determined, Tenant shall make monthly payments of additional rent on the basis of the adjusted additional rent payable during the immediately preceding Lease Year. After receipt of a fully assessed basis, statement from Landlord setting forth the deficiency (or overpayment) between the monthly installments of adjusted additional rent paid by Tenant and operating expenses the actual amount determined to be owing for the months prior to such statement shall be grossed up paid as additional rent hereunder pursuant to reflect 100 percent occupancySection 28.16, or if Tenant shall be due a refund then refunded to Tenant within thirty (30) days following determination. (d) It is acknowledged and agreed by Tenant that the additional rent described in the foregoing provisions of this Section 4.2 is intended only to compensate Landlord for increases in the cost of providing services of the type and quantity described herein or in Exhibit F. If, at any time or from time to time during the Lease Term, Tenant requests that Landlord furnish services in addition to those described in the preceding sentence, Landlord’s obligation to furnish such new or increased services shall be conditioned upon Tenant’s agreement to reimburse Landlord upon demand, as additional rent, for the actual cost of furnishing such additional or increased services.

Additional Rent. (1) Subject to the other provisions of this Section 601(B) and Sections 605(B) and (C) of this Lease, in consideration for the Authority’s operations and maintenance obligations under this Lease with respect to the Facilities, including providing Utilities and performance of those obligations set forth in Articles X and XI of this Lease, Tenant will pay the Authority monthly additional rent (“Additional Rent”), in arrears, on or before the fifteenth (15th) day of each calendar month for the prior calendar month. Subject to Section 601(B)(8) below, the Additional Rent that is assessed by the Authority for a particular calendar month will be calculated solely on basis of the square footage of the Leased Premises that was Occupied by Tenant during that calendar month. (2) During the Initial Term, Tenant’s monthly payments of Additional Rent shall pay as be paid based upon an annual Additional Rent, Tenant's pro rata share per calendar year, of Six Dollars and 20/100 ($6.20) per square foot (the “Additional Rental Per Square Foot Per Annum”). Within one hundred twenty (120) days after the end of each calendar year during the Term, the Authority shall provide Tenant with a statement showing the actual costs and expenses incurred by the Authority in owning, operating, insuring, maintaining, repairing, and replacing the Land, the Facilities, the Facilities Systems, the Equipment, and all other aspects and components of the following items: Land and the Facilities (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Taxthe “Actual Facilities Costs and Expenses”), or any tax on rents in lieu of ad valorem taxes on the Buildingand, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed reasonably requested by Tenant, will provide Tenant with supporting data therefor. In the actual amount of operating expenses for event that the first twelve months of occupancy of any portion of the Building Actual Facilities Costs and Expenses per rentable square foot of the Building total Facilities, for that calendar year, are less than $6.20 per square foot of the Facilities (the “Estimated Facilities Costs and Expenses”), Tenant shall be entitled to a credit from the Authority against future Additional Rent that would otherwise be payable by Tenant under this Lease, which credit shall be in an amount calculated as follows: one-half (1/2) times the amount that equals the Additional Rent that was actually assessed against Tenant for that calendar year (based on the Estimated Facilities Costs and Expenses) minus the amount of Additional Rent that should have been assessed against Tenant for that calendar year (based on the Actual Facilities Costs and Expenses) provided such number is a positive number. If there are any lease year during overpayment credits against Additional Rent remaining under this Section as of the term expiration or sooner termination of the Term of this Lease, those overpayment credits will be applied toward any unpaid Additional Rent assessed for periods prior to the expiration or sooner termination of the Term; providedand any remaining overpayment credits that are not applied toward any unpaid Additional Rent assessed for periods prior to the expiration or sooner termination of the Term will be paid to the Tenant in cash. (3) The Additional Rent shall be increased during the Extension Term as provided in Section 501(B) above. (4) Notwithstanding subsection (B)(1) above, Tenant will not be charged any Additional Rent with respect to the Hangar 4 Office Space (as defined in Exhibit B) at any time during the Term. (5) As it relates to Occupancy and subsequent de-Occupancy of Leased Premises, if Tenant Occupies a particular portion of the Leased Premises during less than all of a calendar month, Tenant shall be assessed a prorata portion of the Additional Rent based on the number of days Tenant Occupies that portion of the Leased Premises during that calendar month. Notwithstanding the preceding sentence, however, prior to the third (3rd) anniversary of the Effective Date, Additional Rent will not be assessed with respect to any particular Bay at the Leased Premises for any seven (7) consecutive day period during the months of July and August, during which Tenant does not conduct Tenant’s Business in that Bay. For purposes of the preceding sentence, Tenant shall be deemed to have conducted Tenant’s Business in a particular Bay during a particular seven (7) day period if Tenant Occupied and had at least one (1) aircraft in that Bay on at least one (1) day during that seven (7) day period. (6) If, at any time, Tenant adequately demonstrates to Authority that Tenant’s operations are specifically and directly responsible for a material reduction in operating costs at the Facilities, the entire demonstrated cost savings shall be applied as a reduction to Tenant’s Additional Rent over the remaining Term of the Lease; however, going forward Tenant must continue to demonstrate its direct responsibility for the reduction in operating costs. (7) By way of example, if on July 1, 2005, Tenant is Occupying 300,000 square feet of Leased Premises, of which 25,000 square feet is Hangar 4 Office Space and another 100,000 square feet constitutes empty Bay space for one seven (7) consecutive day period during the month, the Additional Rent that would be assessed by the Authority for that calendar month would be an amount equal to $1.25 130,416.66 (i.e., ((300,000 square feet — 25,000 square feet) x $6.20 per rentable square foot shall be used as per annum) /12 months) — ((7 days/31 days) x (100,000 square feet x $6.20 per square foot per annum/12 months)). (8) Notwithstanding anything in this Lease to the expense stop for the Tenant for utilities for the first lease year contrary, however, and regardless of which (if any) portions of the Lease. Notwithstanding the foregoing, the increased cost Leased Premises that Tenant elects to Tenant for operating expenses Activate and regardless of which (exclusive if any) portions of the costs for utilities which cost Leased Premises that Tenant is not cappedOccupying or using from time to time, Tenant hereby agrees that commencing on the earlier of (a) shall not exceed per rentable square foot of the PremisesDecember 1, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph 2004 or (b) above the first date that any aircraft of Tenant’s customer(s) is located at the Leased Premises, and continuing thereafter during the Term of this Lease, Tenant shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items obligated to be billed to all tenants of the Building as pay monthly Additional Rent on at least two (2) Bays (the “Minimum Additional Rent” and, together with the Minimum Base Rent, the “Minimum Monthly Rent”). Minimum Additional Rent is subject to increase, in the same manner and at the same time as the Minimum Base Rent, as provided in Section 401(G) above and Section 2105(A)(3) below. Authority and Tenant hereby acknowledge and agree that Tenant has exercised its Expansion Option to the Expansion Space and Tenant’s Minimum Monthly Rent shall increase such that, during the term that Tenant is leasing the Expansion Space, Tenant (1) shall be determined by calculating obligated to pay Minimum Base Rent on at least four (4) Bays, plus the total amount to be billed tenants of the Building for Additional RentHangar 4 Office Space, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses (2) shall be included obligated to pay Minimum Additional Rent on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.at least four (4)

Additional Rent. Tenant shall pay as Additional Rent, Tenant's pro rata share of the following items:(a) Taxes & Insurance (i1) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on In the Building, even though laws imposing such taxes attempt to require Landlord to pay event the same; and (ii) the amount of operating expenses "Tax and Insurance Expenses" (as defined below) for of the Building to shall in any calendar year during the extent operating expenses ten-n of this Lease exceed the actual 1996 cost of these two items, then with respect to such excess (the "Tax and Insurance Differential"), Tenant agrees to pay as additional rental Tenant's prorata share of the "Tax and Insurance Differential" within ten (10) days following receipt of an invoice from Landlord stating the amount due. The prorata share to be paid by Tenant is approximately Two and Sixty Hundredths percent (2.60%) and this is computed by dividing square footage referenced in paragraph three of operating expenses this lease agreement by the approximate total project square footage of 111,113 subject, however, to adjustment for any expansion of the first twelve months Leased Premises. In the case of occupancy of any a multibuilding Project, if such Tax and Insurance Expenses are not separately assessed to the Building but are assessed against the Project as a whole, Landlord shall determine the portion of the Building per rentable square foot of such Tax and Insurance Expenses allocable to the Building in which the Leased Premises are located. (2) At or prior to the commencement of this Lease and at any lease year time during the term Lease term, Landlord may deliver to Tenant a written estimate of any additional rent applicable to the Leased Premises (based on the prorata share stated above) which may be anticipated for excess Taxes and Insurance Expenses during the calendar year in which this Lease; providedLease commences or for any succeeding calendar year, howeveras the case may be. Based upon such written estimate, an amount equal to $1.25 per rentable square foot the monthly Base Rental shall be used increased by one-twelfth (1/12) of the estimated additional rent. (3) Statements showing the actual Tax and Insurance Expenses (as well as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, actual Common Area Maintenance as defined in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph Paragraph 6 (b) above below) and Tenant's proportionate share thereof (hereinafter referred to as the "Statement of Actual Adjustment") shall be calculated delivered by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items Landlord to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount Tenant after any calendar year in which additional rental was due by Tenant's pro rata share. Ad valorem taxes included Within ten (10) days after the delivery by Landlord to Tenant of such Statement of Actual Adjustment, Tenant shall pay Landlord the amount of any additional rental shown on such statement as operating expenses being due and unpaid. If such Actual Adjustment shows the Tenant has paid more than the amount of additional rental actually due from Tenant for the preceding calendar year and if Tenant is not then in default under this Lease, Landlord shall be included on a fully assessed basis, and operating expenses shall be grossed up credit the amount of such excess to reflect 100 percent occupancythe next base Rental installment due from Tenant.

Additional Rent. Tenant Beginning January 1, 2013 and continuing throughout the term of the Lease and any extension(s) thereof, LESSEE shall pay to LESSOR as Additional Rentadditional rent a proportionate share (38% being 22,592¸59,466) of any increase over the Building’s base year operating expenses and real estate taxes. All operating expenses (including for the base year) shall be based upon the Building being 95% occupied and fully assessed for real estate taxes. The base year for computing operating expenses increases shall be calendar year 2012. Operating expenses shall be defined as all costs and expenses of every kind and nature paid or incurred by Lessor in operating the Building including, Tenant's pro rata but not limited to, management, equipment, utilities (including, without limitation, water and sewer), insurance, structural and mechanical maintenance, repairs, snow removal, cleaning of common areas, wages, and real estate taxes. The replacement of capital items shall be included in operating expenses after LESSOR obtains LESSEE’s prior written consent (which consent shall not be unreasonably withheld or delayed) and then to the extent of LESSOR’s reasonable costs thereof but amortized over the longest useful life according to generally accepted accounting principles. LESSEE’s proportionate share of the following items: operating expenses shall: (i) decrease to the extent rentable area in the Building shall increase and (ii) shall not increase for any sales reason. LESSEE shall have the right to inspect, copy and audit LESSOR’s books, records and accounts concerning operating expenses and real estate taxes during normal business hours. The following items are also specifically excluded from the definition of operating expenses: payments of principal and/or interest related to indebtedness or use tax imposed on rents collected by Landlord (other than Citycosts of financing the Building, State equipment, improvements, replacements or Federal Income Tax), repairs; ground rent; depreciation or any tax on rents in lieu of ad valorem taxes amortization on the Building; costs of enforcement of leases; advertising, even though laws imposing such taxes attempt promotional and Building expenses relating to require Landlord leasing or procuring tenants or negotiating with prospective tenants; any costs representing an amount paid for services or materials to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building a related person, firm or entity to the extent operating expenses exceed such amount exceeds the actual amount of operating expenses that would be paid for such services or materials at the then-existing market rates for the first twelve months same quality and/or timeliness to an unrelated person, firm or corporation on a competitive bid basis; rentals and other related expenses incurred in leasing air conditioning systems, elevators or other equipment ordinarily considered to be of occupancy a capital nature; any tenant work performed, or alteration of any portion space leased to, tenants or occupants of the Building per rentable square foot of the Building in any lease year during the term of this Lease; providedBuilding, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop whether such work or alterations is performed for the Tenant for utilities for initial occupancy by such tenant or occupant or any cash or other consideration paid by LESSOR on account of, with respect to, or in lieu of, said tenant work or alterations; repairs or replacements necessitated by the first lease year negligence or willful misconduct of the Lease. Notwithstanding the foregoing(a) LESSOR or its employees, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph agent or contractor or (b) above shall be calculated other tenants; the cost of repairs incurred by dividing reason of fire or other casualty or condemnation to the rentable square footage extent that either (a) LESSOR is compensated therefor through proceeds of insurance or condemnation awards; (b) LESSOR is not fully compensated therefor due to the failure of LESSOR to obtain insurance against such fire or casualty or the decision of LESSOR to self-insure; or (c) if LESSOR is not fully compensated by reason of the Premises by co-insurance provisions of its insurance policies due to LESSOR’s failure to obtain and maintain a sufficient amount of insurance coverage; costs incurred to clean up, contain, ▇▇▇▇▇, remove, or otherwise remedy hazardous materials or substances; professional dues and lobbying expenses; acquisition costs for works of art or sculpture located within or outside the rentable square footage Building; any interest; penalties; fines; commissions; cost of services or labor not provided on a regular basis to all tenants in the Building; and wages, salaries or fees paid to executive personnel of LESSOR not involved in the direct management of the Building. Tenant's pro rata share Real estate taxes shall not include corporation, franchise, income, profit or capital levy taxes, or inheritance, succession, estate, gift, transfer or any other tax, charge or imposition by whomever assessed or levied by reason of or arising because of any devise, descent or transfer of the items Building or any interest therein by LESSOR or its successors in title, increases in taxes resulting from an increase in the height or bulk of the Building, or penalties and interest for late payment of real estate taxes, municipal betterment assessments, and any taxes attributable to be billed to improvements made by any other tenants unless such improvements benefit all tenants of the Building. Under no circumstances shall LESSEE be liable for any taxes resulting from the subdivision of the land under the Building as Additional Rent into two or more parcels, the declaration of a condominium or cooperative, the addition of floors to the Building, or change of use for the Building and/or such land. (LESSOR shall pay all real estate taxes to the appropriate taxing authority when the same are due and payable and any betterments assessed shall be determined paid on an installment basis for the maximum period of time permitted by calculating law. Landlord shall use reasonable efforts to minimize real estate taxes. LESSOR shall promptly pay LESSEE its equitable share of any refunds, abatements or credits of real estate taxes received by LESSOR [less LESSOR’s reasonable expenses in obtaining the total amount same] for any year with respect to be billed tenants which LESSEE has paid its share of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyreal estate taxes.)

Additional Rent. Tenant As used in this Lease Agreement, the term "Operating Year" shall pay as Additional Rent, Tenant's pro rata share mean a twelve month period beginning on January 1 and ending on December 31 of the following items: same calendar year. If in any Operating Year which falls in whole or in part within the term of this Lease Agreement (i) any sales or use tax imposed on rents collected by Landlord (other than Cityrenewal periods, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (iiif any) the amount of operating expenses (Operating Expenses as hereinafter defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during should exceed $5.95 per rentable square foot of area therein, Tenant shall pay additional rent for that Operating Year or for that part of the Operating Year falling within the term of this Lease; provided, however, an amount equal to $1.25 Lease Agreement. Operating Expenses per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated determined by dividing the rentable square footage of the Premises Operating Expenses by the total rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants area of the Building as Additional Rent set forth in Exhibit 1 hereto. The excess of Operating Expenses rentable per square foot over $5.95 shall be determined defined as the Operating Expense Differential. Additional rent payable by calculating Tenant shall be the Operating Expense Differential times the number of rentable square feet leased under this Lease Agreement as set forth in Paragraph 1 of this Lease Agreement. Provided, however, Tenant's operating expenses will be capped at a five percent (5%) increase annually based upon the 1998 base year of $5.95 per square foot during the initial and any renewal term. It is provided however, that additional rent for any Operating Year which does not fall entirely within the term of this Lease Agreement shall be the amount of additional rent computed for that entire Operating Year multiplied by the fraction created by dividing the number of days in the Operating Year which fall within the term of this Lease Agreement by 365. Also provided, however, that if the expenses are less than $5.95 per square foot, Landlord will credit that amount against future rental payments if any, or if not, Landlord will pay to Tenant the adjustment in cash, within thirty (30) days. At the commencement of this Lease Agreement and at or prior to the commencement of any Operating Year during the term hereof, Landlord may deliver to Tenant a written estimate of any additional rent (such expense being hereinafter referred to as "Estimated Operating Expense Differential") which may be due hereunder during the year in which this Lease Agreement commences or for any such succeeding year as the case may be, whereupon the monthly rental for such full or partial Operating Year shall be increased by 1/12th of the amount of the Estimated Operating Expense Differential for the particular year. Statements showing the actual total amount to be billed tenants of Operating Expenses of the Building for Additional Rentand Tenant's proportionate share thereof (hereinafter referred to as "Statement of Actual Adjustment") shall be delivered by Landlord to Tenant within a reasonable period of time after the end of any Operating Year in which Estimated Operating Expenses Differential was paid by Tenant or due Landlord under the provisions hereof. Within thirty (30) days after the delivery by Landlord to Tenant of such Statement of Actual Adjustment, and multiplying this Tenant shall pay to Landlord the amount by Tenant's pro rata share. Ad valorem taxes included which the actual adjustment exceeds the amount paid by Tenant as operating expenses Estimated Operating Differential during said previous Operating Year, subject in any event to a five (5%) percent increase cap or Landlord shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancycredit Tenant the amount by which the Estimated Operating Expense Differential exceeded the Statement of Actual Adjustment.

Additional Rent. Tenant TENANT hereby acknowledges and agrees that LANDLORD shall incur various charges, costs and expenses in conjunction with the operation and maintenance of LANDLORD'S PROPERTY, particularly the OFFICE BUILDING, pursuant to this LEASE (which 3 7 charges, costs and expenses are hereinafter collectively referred to as "OPERATING COSTS") which OPERATING COSTS are more fully described in "EXHIBIT C", attached hereto and made a part hereof. TENANT hereby agrees that it shall pay to LANDLORD, in addition to the rent hereinabove referred to, a portion of such OPERATING COSTS, which portion shall be determined by a ratio having as Additional Rentits numerator the total number of square feet contained in the PREMISES and as its denominator, Tenant's pro rata share the total number of square feet contained in the OFFICE BUILDING (which ratio is hereinafter referred to as "TENANT'S PRO RATA SHARE"). LANDLORD and TENANT hereby mutually acknowledge and agree that, as of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than Citydate of execution of this LEASE, State or Federal Income Tax)TENANT'S PRO RATA SHARE is 66 2/3%, or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the exact amount of operating expenses which shall be determined upon delivery of exclusive possession and certified to in writing, which writing shall be signed by LANDLORD and TENANT. Further, LANDLORD shall have the right to make a good faith estimate as to the OPERATING COSTS which LANDLORD reasonably expects to incur within any calendar year and provide TENANT with written notification of such estimate (as defined belowwell as reasonable detail concerning its calculation) and TENANT shall pay to LANDLORD one-twelfth (1/12) of such annual estimate, together with TENANT'S rent, without further notice or demand, based upon LANDLORD'S most recent notice of TENANT'S PRO RATA SHARE of the OPERATING COSTS. LANDLORD'S preliminary estimate of such OPERATING COSTS is $6.20 per square foot. LANDLORD shall, within three (3) months after the close of each calendar year, provide TENANT with an itemized statement setting forth the actual OPERATING COSTS incurred by the LANDLORD during said calendar year, as well as TENANT'S PRO RATA SHARE thereof. Should the total of the TENANT'S estimated monthly payments actually made for such year be less than TENANT'S PRO RATA SHARE, TENANT shall pay to LANDLORD the full amount of any such deficiency within one (1) month after the date of receipt of LANDLORD'S itemized statement. Should the total of TENANT'S estimated monthly payments actually made be greater than the TENANT'S PRO RATA SHARE of the increase in such OPERATING COSTS, TENANT shall be entitled to a credit for the Building to the extent operating expenses exceed the actual full amount of operating expenses for any such excess, which credit shall be set off against estimated monthly payments to be made in the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during future, unless the term of this Lease; providedLEASE has expired, howeverin which case, an amount equal to $1.25 per rentable square foot such credit shall be used paid to TENANT at the time of rendering the itemized statement. LANDLORD shall keep books and records reflecting actual Operating Expenses as calculated in accordance with generally accepted accounting principles consistently applied. TENANT shall have the expense stop right, exercisable within one (1) month after receipt of LANDLORD'S annual itemized statement, upon giving two (2) days prior written notice, at any time during normal business hours, to audit, with accountants selected by TENANT, LANDLORD'S books and records relating to OPERATING COSTS for the Tenant for utilities for time period covered in such statement. Any excess charge discovered as a result of such audit shall be credited against future monthly installments of annual estimates, unless the first lease year then term of the Lease. Notwithstanding the foregoingthis LEASE shall have expired, in which event, the increased cost to Tenant for operating expenses (exclusive full amount of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above such excess shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items immediately paid to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancytenant.

Additional Rent. Tenant In addition to the Base Rent, Lessee shall pay to Lessor, as Additional Rentadditional rent, Tenant's pro rata share of the following itemsamounts described in subparagraphs 4(a), 4(b) and 4(c) below: (a) (i) any sales Commencing January 1 following 1992 (the "Base "Year) or use tax on the Commencement Date, whichever is later, and continuing thereafter during each year of the term of this Lease, in the event Lessor determines that Lessor's cost of "taxes and assessments," as hereinafter defined, will increase above an amount equal to the greater of (A) the actual cost for taxes and assessments for the Base Year or (B) $0.45 per square foot contained in the Building, then Lessee shall, in equal monthly installments with the Base Rent, pay to Lessor as additional rent the pro rata amount of such anticipated increase attributable to the Premises. The term "taxes and assessments" shall include every type of tax, charge or impost now or hereafter assessed against the Building or the Land, including, but not limited to, ad valorem taxes, special assessments and governmental charges, excepting only income taxes imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or upon Lessor; the term "taxes and assessments" shall include any tax on rents levied or imposed upon or assessed against the rent reserved hereunder or income arising herefrom to the extent the same is in lieu of ad valorem or a substitute for any of the taxes on and assessments hereinabove described; and such term shall also include any reasonable expenses, including fees and disbursements of attorneys, tax consultants, arbitrators, appraisers, experts and other witnesses, incurred by Lessor in contesting any taxes or the Buildingassessed valuation of all or any part of the Building or the Land. Provided, however, that the taxes and assessments for any particular year shall not include increases in taxes and assessments for previous years, even though laws imposing such taxes attempt to require Landlord to pay the same; andincreases are assessed or are payable in such particular year. (ii) Prior to January 1 of each calendar year (except the amount of operating expenses (as defined belowBase Year) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, howeverLessor shall estimate the increase for that calendar year in taxes and assessments and shall deliver to Lessee a statement of ▇▇▇▇▇▇'s share of such increase. Lessee shall deliver the prorated, an monthly amount equal of such increase (for the period prior to $1.25 per rentable square foot receipt of such statement) to Lessor with the next regular payment of Base Rent. Promptly following receipt of the actual tax bills, Lessor shall notify Lessee of the actual increase and any adjustment necessary shall be used as made to the expense stop for additional rental payments next coming due under this subparagraph 4(a). (iii) Lessee shall pay, or cause to be paid, before delinquency, any and all taxes levied or assessed during the Tenant for utilities for the first lease year term of the this Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of upon all improvements installed by Lessee in the Premises, in ▇▇▇▇▇▇'s other leasehold improvements, equipment, furniture, fixtures and any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of other personal property located on the Premises. TenantIn the event any or all of said improvements, ▇▇▇▇▇▇'s pro rata other leasehold improvements, equipment, furniture, fixtures and other personal property shall be assessed and taxed with the Building or the Land, Lessee shall pay to Lessor its share of such taxes within ten (10) calendar days after delivery to Lessee by Lessor of a statement in writing setting forth the items set forth in subparagraph (b) amount of such taxes attributable to the above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyproperty.

Additional Rent. A. Tenant shall pay or cause to be paid to Landlord, commencing on the date hereof and thereafter on the first day of each month during the Lease Term (as Additional Rentsame may be extended), Tenant's pro rata share of the following items: (i) any sales or use tax imposed on rents collected such amounts as Landlord from time to time estimates as reasonably necessary to create and maintain a reserve fund to be held by Landlord (other than City, State or Federal Income Taxits lenders or ground lessors), without interest, from which to pay all impositions of any kind whatsoever due against the Demised Premises one month prior to the date same become due without interest or penalty (including without limitation all real estate taxes, assessments, liens and charges on or against the Demised Premises or any tax part thereof or relating in any way to the operations at the Demised Premises), all frontage assessments and charges and all premiums for insurance required to be maintained by Tenant under this Lease including without limitation the property, liability and life insurance herein referenced (collectively, "Impositions"). In the event of any default under the terms of this Lease, any part or all of such reserve fund may be applied in such fashion as Landlord may determine and Landlord shall be entitled to refuse to disburse such deposits following any such default. If one month prior to the due date of any such Impositions the amount then on rents deposit therefor shall be insufficient for the payment of such obligation in lieu of ad valorem taxes on the Buildingfull, even though laws imposing such taxes attempt to require Landlord to pay the same; and Tenant, within five (ii5) days after written notice from Landlord, shall deposit the amount of operating expenses the deficiency with Landlord. Until expended or applied as above provided, any amounts in the reserve fund pursuant to this Section 4.3 (as defined belowand all amounts held by or for Landlord relating to insurance or condemnation proceeds) shall constitute additional security for the Building payment and satisfaction of all of Tenant's obligations hereunder. The reserve fund (including all amounts held by or for Landlord relating to insurance or condemnation proceeds) shall not constitute a trust fund and may be commingled with other monies held by Landlord. No earnings or interest on the reserve fund (or on any amounts held by or for Landlord relating to insurance or condemnation proceeds) shall be payable to Tenant. Provided no default under the terms of this Lease then exists, Landlord shall apply the amounts in the reserve fund to the payment of such Impositions as and when same become due and payable if and to the extent operating expenses exceed the actual amount of operating expenses sufficient funds for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancysame are then available.

Additional Rent. Tenant shall pay as Additional Rent, Tenant's pro rata share of the following items: (i) any sales or use tax imposed on rents collected by to Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as per each rentable square foot in the Premises) ("ADDITIONAL RENT") by which the annual Operating Costs (defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot in the Building for each year of the Term exceed the annual Operating Costs per rentable square foot in the Building in for calendar year 2005 (the "BASE YEAR"). Landlord may make a good faith estimate of the Additional Rent to be due by Tenant for any lease calendar year or part thereof during the term Term. During each calendar year or partial calendar year of this Lease; providedthe Term after the Base Year, howeverTenant shall pay to Landlord, in advance concurrently with each monthly installment of Base Rent, an amount equal to $1.25 per rentable square foot the estimated Additional Rent for such calendar year or part thereof divided by the number of months therein. From time to time, Landlord may estimate and re-estimate the Additional Rent to be due by Tenant and deliver a copy of the estimate or re-estimate to Tenant. Thereafter, the monthly installments of Additional Rent payable by Tenant shall be used appropriately adjusted in accordance with the estimations so that, by the end of the calendar year in question, Tenant shall have paid all of the Additional Rent as the expense stop estimated by Landlord. Any amounts paid based on such an estimate shall be subject to adjustment as herein provided when actual Operating Costs are available for each calendar year. Operating Costs for the Tenant for utilities Base Year, for the first lease year purpose of comparisons of the Lease. Notwithstanding the foregoingBase Year with subsequent years only, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items so as to be billed not include market-wide labor-rate increases due to all tenants of the Building as Additional Rent shall be determined by calculating the total amount extraordinary circumstances, including boycotts and strikes; utility rate increases due to be billed tenants of the Building for Additional Rentextraordinary circumstances, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basisincluding conservation surcharges, and operating expenses shall be grossed up boycotts, embargos or other shortages; or amortized costs relating to reflect 100 percent occupancycapital improvements.

Additional Rent. Tenant Lessee shall pay as Additional Rent, Tenant's pro rata share to Lessor throughout the term of this Lease the following: a. Lessee shall pay a sum equal to eight and 75/100 percent (8.75%) of the following items: (i) Real Estate taxes. The term "Real Estate Taxes" shall mean all real estate taxes, all assessments and any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents taxes in lieu thereof which may be levied upon or assessed against the Premises of ad valorem taxes on which the BuildingDemised Premises are a part. Lessee, even though laws imposing such taxes attempt in addition to require Landlord all other payments to Lessor by Lessee required hereunder shall pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building Lessor, in any lease each year during the term of this Lease; providedLease and any extension or renewal thereof, howeverLessee's proportionate share of such real estate taxes and assessments paid in the first instance by Lessor. Any tax year commencing during any lease year shall be deemed to correspond to such lease year. In the event the taxing authorities include in such real estate taxes and assessments the value of any improvements made by Lessee, an or of machinery, equipment, fixtures, inventory or other personal property or assets of Lessee, then Lessee shall pay all the taxes attributable to such items in addition to its proportionate share of said aforementioned real estate taxes and assessments. A photostatic copy of the tax statement submitted by Lessor to Lessee shall be sufficient evidence of the amount of taxes and assessments assessed or levied against the Premises of which the Demised Premises are a part. b. A sum equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year eight and 75/100 percent (8.75%) of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for annual aggregate operating expenses (exclusive of incurred by Lessor in the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premisesoperation, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot maintenance and repair of the Premises. Tenant's pro The term "Operating Expenses" shall include but not be limited to maintenance, repair, replacement and care of all common area lighting, common area plumbing and roofs, parking and landscaped areas, signs, snow removal, non-structural repair and maintenance of the exterior of the Building, insurance premiums, management fee, wages and fringe benefits of personnel employed for such work, costs of equipment purchased and used for such purposes, and the cost or portion thereof properly allocable to the Premises (amortized over such reasonable period as Lessor shall determine together with the interest at the rate of twelve percent (12%) per annum on the unamortized balance) of any capital improvements made to the Building by Lessor after the Base Year which result in a reduction of Operating Expenses or made to the Building by Lessor after the date of this Lease that are required under any governmental law or regulation that was not applicable to the Building at the time it was constructed. c. In no event shall the total adjusted monthly rent be less than base rent as defined in Article 42 Dollars ($ see Article 42) per month. The payment of the sums set forth in this Article 3 shall be in addition to the Base Rent payable pursuant to Article 2 of this Lease. All sums due hereunder shall be due and payable within thirty (30) days of delivery of written certification by Lessor setting forth the computation of the amount due from Lessee. In the event the lease term shall begin or expire at any time during the calendar year, the Lessee shall be responsible for his pro-rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating under subdivisions a. and b. during the Lease and/or occupancy time. Prior to commencement of this Lease and prior to the commencement of each calendar year thereafter commencing during the term of this Lease or any renewal or extension thereof, Lessor may estimate for each calendar year (i) the total amount to be billed tenants of Real Estate Taxes; (ii) the total amount of Operating Expenses; (iii) Lessee's share of Real Estate Taxes for such calendar year; (iv) Lessee's share of Operating Expenses for such calendar year; and (v) the computation of the Building annual and monthly rental payable during such calendar year as a result of increases or decreases in Lessee's share of Real Estate Taxes, and Operating Expenses. Said estimates will be in writing and will be delivered or mailed to Lessee. The amount of Lessee's share of Real Estate Taxes, and Operating Expenses for each calendar year, so estimated, shall be payable as Additional Rent, and multiplying this amount by Tenant's pro rata sharein equal monthly installments, in advance, on the first day of each month during such calendar year at the option of Lessor. Ad valorem taxes included as operating expenses In the event that such estimate is delivered to Lessee before the first day of January of such calendar year, said amount, so estimated, shall be included payable as additional rent in equal monthly installments, in advance on a fully assessed basisthe first day of each month during such calendar year. In the event that such estimate is delivered to Lessee after the first day of January of such calendar year, said amount, so estimated, shall be payable as additional rent in equal monthly installments, in advance, on the first day of each month over the balance of such calendar year, with the number of installments being equal to the number of full calendar months remaining in such calendar year. Upon completion of each calendar year during the term of this Lease or any renewal or extension thereof, Lessor shall cause its accountants to determine the actual amount of the Real Estate Taxes, and operating expenses Operating Expenses payable in such calendar year and Lessee's share thereof and deliver a written certification of the amounts thereof to Lessee. If Lessee has underpaid its share of Real Estate Taxes, or Operating Expenses for such calendar year, Lessee shall pay the balance of its share of same within ten (10) days after the receipt of such statement. If Lessee has overpaid its share of Real Estate Taxes, or Operating Expenses for such calendar year, Lessor shall either (i) refund such excess, or (ii) credit such excess against the most current monthly installment or installments due Lessor for its estimate of Lessee's share of Real Estate Taxes, and Operating Expenses for the next following calendar year. A prorata adjustment shall be grossed up made for any ???????? based upon the number of days of the term of the Lease during said calendar year as compared to reflect 100 percent occupancythree hundred sixty-five (365) days and all additional sums payable by Lessee or credits due Lessee as a result of the provisions of this Article 3 shall be adjusted accordingly.

Additional Rent. Tenant (a) Subtenant shall pay, in addition to the Base Rent, its Proportionate Share (as hereafter defined) of Sublandlord's Share of Excess Property Taxes and Sublandlord's Share of Excess Operating Costs, pursuant to Section 4.4 and 4.5 of the Prime Lease as additional rent (which payments, in addition to those payments set forth in Section 7(b) and any other amounts due hereunder, are referred to as "ADDITIONAL RENT"). For purposes of calculating such excess amounts, the term "Operating Cost Base Year" shall be calendar year 2005, and "Property Tax Base Year" shall be fiscal tax year 2005. All payments due by Subtenant under this Section 7(a) shall be made at least ten (10) days in advance of the date comparable payments are due by Sublandlord under the Prime Lease, but no sooner than twenty (20) days after Sublandlord has provided Subtenant with an invoice and detailed support and calculation of such Additional Rent. Subtenant's obligations hereunder to the extent accrued prior to the Sublease expiration date, shall survive the expiration of the Sublease. From the Commencement Date through June 30, 2006, Subtenant's "PROPORTIONATE SHARE" with respect to the Demised Premises shall be equal to 10,455 square feet divided by 54,162 square feet, as set forth in the Prime Lease. From July 1, 2006 through January 11, 2008, Subtenant's Proportionate Share with respect to the Demised Premises shall be equal to 26,614 divided by 54,162 square feet. (b) Subtenant shall also pay as Additional Rent, Tenant's pro rata share commencing on the Commencement Date, its Proportionate Share of all utility charges incurred by Sublandlord pursuant to Section 4.3 of the following items: Prime Lease. Subtenant shall pay such charges within thirty (i30) days of receipt of billing from Sublandlord. If Sublandlord or other subtenants operate any sales or use tax imposed on rents collected high energy consumption equipment in excess of standard office equipment, Sublandlord covenants and agrees to adjust such utility charges, by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu subtracting the cost of ad valorem taxes on the Building, even though laws imposing such taxes attempt electricity reasonably estimated to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) be used for the Building operation thereof, prior to calculating Subtenant's Proportionate Share. If Subtenant operates any high energy consumption equipment in excess of standard office equipment, Subtenant covenants and agrees to pay, as an additional charge, the extent operating expenses exceed cost of the actual amount of operating expenses electricity reasonably estimated to be used for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; providedoperation thereof. In addition, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.if Subtenant

Additional Rent. 4.1 Tenant shall pay as Additional Rent, Tenant's pro rata share bear the costs and expenses incurred each year in the operation of the following items: Building and the Land. For so long as Tenant is the sole lessee of the Building, Tenant shall have the right to provide input into the determination of such annual costs and expenses, as follows. Not more than thirty (30) days prior to the Lease Commencement Date, Landlord shall prepare and submit to Tenant a proposed budget for the operation and maintenance of the Building and the Land, the parties acknowledging and agreeing that such budget shall represent Landlord's reasonable expectation of such costs and expenses as the Building will not have been substantially completed at the time of the preparation of such budget. On or before November 15 of each calendar year during the Lease Term, Landlord shall prepare and submit to Tenant (i) any sales a proposed budget or use tax imposed on rents collected other form of summary identifying with reasonable detail the anticipated categories of expenditures to be made, proposed major vendors to provide services and proposed scope of services (including, but not limited to, security services) to be provided by Landlord for the ensuing calendar year in the operation and maintenance of the Building and the Land and (other than City, State or Federal Income Tax), or any tax on rents in lieu ii) after the first year of ad valorem taxes on operation of the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants history of the Building for Additional Rentthe previous year (the "OPERATING PLAN"). It is the intention of Landlord and Tenant that Operating Expenses, as defined below, and multiplying this amount by the individual components thereof shall not materially exceed prevailing market costs and rates for like items and services, however, the parties acknowledge and agree that there may be occasions from time to time where it is in the best interests of the Building for a particular item to be performed or purchased at a cost or expense which exceeds prevailing market rates. If Tenant has reasonable additions, deletions or modifications to any elements of Landlord's proposed Operating Plan, Tenant shall notify Landlord of same within thirty (30) days following receipt of the proposed Operating Plan and Landlord shall incorporate Tenant's pro rata sharereasonable additions, deletions and modifications into Landlord's proposed Operating Plan and shall operate the Building substantially in accordance therewith; provided that, in no event shall Landlord be obligated to operate the Building or the Land in a manner that is inconsistent with the standards of a Class A suburban office building in the Market Area. Ad valorem taxes included The Operating Plan (as operating expenses it may be revised with Tenant's input as aforesaid) shall serve as a general guide to the scope of services to be provided and expenditures to be made in the operation and maintenance of the Building and Land and Landlord shall not deviate therefrom in any material manner without first obtaining Tenant's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed, and shall be included on deemed given if not withheld in writing within seven (7) business days following Landlord's notice thereof to Tenant; provided that, in case of emergency or in any case in which Landlord reasonably believes delay might cause injury to persons, material injury to property or a fully assessed basisviolation of any Legal Requirement, Landlord may act 'without Tenant's prior written consent. Any failure of Landlord to timely provide an annual Operating Plan to Tenant as provided herein shall not relieve Tenant of its obligation to pay additional rent pursuant to this Article IV. 4.2 The costs and operating expenses (the "EXPENSES") for which Tenant shall be grossed up to reflect 100 percent occupancy.responsible are defined as follows:

Additional Rent. 3.1 Tenant agrees to pay to the Landlord as Additional Rent (the "Additional Rent") without offset or deduction its proportionate share (67.4%) of the following: (a) all real estate taxes, assessments, water and sewer rents and other governmental charges assessed against or levied upon the Demised Premises or related to the use or occupancy thereof, provided that if Landlord shall receive a rebate or refund as a result of a successful real estate tax appeal which is attributable to the period during which Tenant is in possession of the Premises, such rebate or refund shall be passed through to Tenant; (b) all premiums on insurance policies maintained by the Landlord on, or in connection with the use of, the Demised Premises pursuant to this Lease; without limiting the generality of the foregoing, Tenant shall pay pay, as Additional Rent, Tenant's pro rata share the premiums on all policies of the following items: (i) any sales insurance maintained by Landlord, including casualty or use tax imposed on rents collected by Landlord (other than City, State hazard insurance and rental or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the samebusiness interruption insurance; and (iic) all other expenses and charges which, during the Term, shall arise, be levied, assessed or imposed upon or against the Demised Premises as an incident of the ownership thereof and such other reasonable expenses, which are of the kind paid by owners of land and buildings by reason of such ownership, including management fees, fees for all professional services associated with the Demised Premises and the cost of all Structural Repairs and Exterior Maintenance. Tenant shall pay one-twelfth of the annual estimated amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities Additional Rent which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing in accordance with the rentable square footage Rent Summary annexed hereto as Exhibit B. The amount of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating subject to change from time to time during each year to reflect increases or decreases in insurance premiums, real estate taxes, and other expenses and shall be subject to final adjustment after the total amount completion of each year at such time as a final statement of operating expenses is prepared. 3.2 The Tenant shall pay to be billed tenants the Landlord on the first day of each month one-twelfth of Tenant's proportionate share of the Building for Additional Rentthen current annual real estate taxes, water and sewer rents and any special or other assessment levied and assessed against the Premises and one month's proportion of the then current annual insurance premiums, so as to enable the Landlord (or its lender) to pay the same at least thirty (30) days before they become due and payable, and multiplying to make any further tax or insurance reserve payments, and to make up any deficiency, in amounts and at times as the Landlord shall require. If Tenant shall fail to make any payment or to do any act required of it by any provision of this Lease, Landlord may make such payment or do such act and the amount of such payment, or the cost of doing such act, together with interest thereon at a rate of 3% in excess of the prime rate of interest as published in the Wall Street Journal on the date Landlord makes such payment or does such act, shall be deemed Additional Rent payable by Tenant upon demand by Landlord. The making of any such payment or the doing of any such act by Landlord shall not constitute a waiver by Landlord of any right or remedy provided by this Lease upon Tenant's pro rata sharedefault in the making of such payment or the doing of such act. Ad valorem taxes included as operating expenses All taxes, assessments, water and sewer rents and other governmental charges against or levied upon the Demised Premises shall be included on a fully assessed basis, apportioned as between Landlord and operating expenses shall be grossed up to reflect 100 percent occupancyTenant at the Termination Date.

Additional Rent. (a) Commencing on January 1, 2007, and in each calendar year thereafter during the Term, Tenant shall pay as Additional Rentin advance on a monthly basis to Landlord, Tenant's pro rata share ’s Share of the following items: “Recognized Expenses”, without deduction, counterclaim or setoff, to the extent such Recognized Expenses exceed the Recognized Expenses in calendar year 2007 (“Base Year”). Tenant’s Share is 2.21%, which Share may increase or decrease as the Building size increases or decreases. Recognized Expenses are (i) all reasonable operating costs and expenses related to the maintenance, operation and repair of the Building incurred by Landlord, including but not limited to management fee not to exceed five (5%) percent of Rent; common area electric to the extent not paid for by Tenant in accordance with Article 5 below; and capital expenditures and capital repairs and replacements solely to the extent of the amortized costs of same over the useful life of the improvement in accordance with generally accepted accounting principles, and only to the extent such capital expenditure, repair or replacement reduces Recognized Expenses or is required pursuant to any sales law, statute or use tax imposed on rents collected ordinance first enacted after the date hereof; (ii) all insurance premiums payable by Landlord for insurance with respect to the Building and (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes iii) Taxes payable on the Building. “Taxes” shall be defined as all taxes, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) assessments and other governmental charges, including special assessments for public improvements or traffic districts which are levied or assessed against the Building during the Term or, if levied or assessed prior to the Term, which properly are allocable to the Term, and real estate tax appeal expenditures incurred by Landlord to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion reduction resulting thereby. Nothing herein contained shall be construed to include as Taxes: (A) any inheritance, estate, succession, transfer, gift, franchise, corporation, net income or profit tax or capital levy that is or may be imposed upon Landlord or (B) any transfer tax or recording charge resulting from a transfer of the Building per rentable square foot of the Building in any lease year during the term of this LeaseBuilding; provided, however, an amount equal to $1.25 per rentable square foot that if at any time during the Term the method of taxation required by law at the commencement of the Term shall be used altered so that in lieu of or as the expense stop a substitute for the Tenant for utilities for the first lease year whole or any part of the Lease. Notwithstanding the foregoingtaxes now levied, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above assessed or imposed on real estate as such there shall be calculated levied, assessed or imposed (i) a tax on the rents received from such real estate, or (ii) a license fee measured by dividing the rentable square footage of rents receivable by Landlord from the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rentor any portion thereof, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy.or

Additional Rent. (1) Subject to the other provisions of this Section 601(B) and Sections 605(B) and (C) of this Lease, in consideration for the Authority’s operations and maintenance obligations under this Lease with respect to the Facilities, including providing Utilities and performance of those obligations set forth in Articles X and XI of this Lease, Tenant will pay the Authority monthly additional rent (“Additional Rent”), in arrears, on or before the fifteenth (15th) day of each calendar month for the prior calendar month. Subject to Section 601(B)(8) below, the Additional Rent that is assessed by the Authority for a particular calendar month will be calculated solely on basis of the square footage of the Leased Premises that was Occupied by Tenant during that calendar month. (2) During the Initial Term, Tenant’s monthly payments of Additional Rent shall pay as be paid based upon an annual Additional Rent, Tenant's pro rata share per calendar year, of Six Dollars and 20/100 ($6.20) per square foot (the “Additional Rental Per Square Foot Per Annum”). Within one hundred twenty (120) days after the end of each calendar year during the Term, the Authority shall provide Tenant with a statement showing the actual costs and expenses incurred by the Authority in owning, operating, insuring, maintaining, repairing, and replacing the Land, the Facilities, the Facilities Systems, the Equipment, and all other aspects and components of the following items: Land and the Facilities (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Taxthe “Actual Facilities Costs and Expenses”), or any tax on rents in lieu of ad valorem taxes on the Buildingand, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed reasonably requested by Tenant, will provide Tenant with supporting data therefor. In the actual amount of operating expenses for event that the first twelve months of occupancy of any portion of the Building Actual Facilities Costs and Expenses per rentable square foot of the Building in any lease year during the term of this Lease; providedtotal Facilities, howeverfor that calendar year, an amount equal to are less than $1.25 6.20 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the PremisesFacilities (the “Estimated Facilities Costs and Expenses”), Tenant shall be entitled to a credit from the Authority against future Additional Rent that would otherwise be payable by Tenant under this Lease, which credit shall be in any lease year, an amount greater than a five percent increase over that is equal to the amount paid of Additional Rent that was actually assessed against Tenant for that calendar year (based on the previous lease Estimated Facilities Costs and Expenses) less the amount of Additional Rent that should have been assessed against Tenant for that calendar year per rentable square foot (based on the Actual Facilities Costs and Expenses). If there are any overpayment credits against Additional Rent remaining under this Section as of the Premises. Tenant's pro rata share expiration or sooner termination of the items set forth in subparagraph (b) above shall Term of this Lease, those overpayment credits will be calculated by dividing applied toward any unpaid Additional Rent assessed for periods prior to the rentable square footage expiration or sooner termination of the Premises by Term; and any remaining overpayment credits that are not applied toward any unpaid Additional Rent assessed for periods prior to the rentable square footage expiration or sooner termination of the Building. Tenant's pro rata share of Term will be paid to the items to be billed to all tenants of the Building as Tenant in cash. (3) The Additional Rent shall be determined by calculating increased during the total amount Extension Term as provided in Section 501(B) above. (4) Notwithstanding subsection (B)(1) above, Tenant will not be charged any Additional Rent with respect to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included Hangar 4 Office Space (as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancydefined in Exhibit B) at any time during the Term.

Additional Rent. Commencing on the Commencement Date, and in each calendar year thereafter during the Term, Tenant shall pay as Additional Rentin advance on a monthly basis to Landlord, without deduction or set off, an amount equal to Tenant's pro rata ’s allocable share (“Tenant’s Share”) of the following itemsfollowing: a. Taxes payable on the Project (“Taxes”) to the extent such taxes are projected to exceed the taxes for the Project in calendar year 2015 (“Base Year”); b. All insurance premiums payable by Landlord for insurance with respect to the Project (“Insurance Premiums”) to the extent such Insurance Premiums are projected to exceed the Insurance Premiums for the Project in the Base Year or to the extent such Insurance Premiums result directly from any improvements made by Tenant or any activities conducted by Tenant; and c. Operating Expenses payable by Landlord with respect to the Project to the extent such Operating Expenses are projected to exceed the Operating Expenses for the Base Year. “Operating Expenses” are all reasonable operating costs and expenses related to the maintenance, operation and repair of the Project incurred by Landlord, including but not limited to a management fee not to exceed five percent (5%) of Fixed Rent; common area utilities; and the cost of capital repairs, capital replacements, capital improvements or capital equipment, including only those (i) any sales required by laws enacted on or use tax imposed on rents collected after the date of this Lease for which Landlord is required to comply under this Lease, but not those capital repairs, capital replacements, capital improvements and capital equipment required by laws with which Tenant is required to comply under the terms of this Lease or by which Landlord (other than Cityis required to comply and Tenant is required to reimburse Landlord for the costs of such compliance as additional rent, State or Federal Income Tax)as provided under this Lease, or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) installed at the amount of operating expenses Building to reduce Operating Expenses (each a “Capital Improvement”); If Landlord shall purchase, make or install any Capital Improvement, then the costs for the same shall be amortized beginning in the Lease Year (as defined below) in which such item is purchased, made or installed and continuing for the Building lesser of the useful life of such item or the projected period of time required to recover the cost of such item in reduced Operating Expenses, as reasonably determined by Landlord, at a rate equal to two hundred fifty (250) basis points above the prime rate of interest published under the heading “Money Rates” by the Wall Street Journal on the date that the purchase, manufacture or installation of such Capital Improvement is completed. Notwithstanding anything herein contained, Tenant shall not be required to pay for any annual increase in the costs incurred by Landlord for Controllable Operating Expenses (as hereafter defined) to the extent operating expenses exceed such increase exceeds five percent (5%) per year on a cumulative basis after the Base Year. “Controllable Operating Expenses” shall consist of those Operating Expenses which are within Landlord’s reasonable control. Taxes, common area utility costs, insurance premiums and the cost of snow removal shall not be considered to be Controllable Operating Expenses. Tenant’s obligations to pay increases in Taxes, Insurance Premiums and Operating Expenses shall be each calculated separately and shall for all purposes be treated and considered as additional rent. (Fixed Rent plus additional rent are herein referred to collectively as “Rent”.) Tenant shall pay, in monthly installments in advance, on account of Tenant's Share of Taxes, Insurance and Operating Expenses, one-twelfth of the estimated amount of the increase of such Taxes, Insurance Premiums and Operating Expenses for such year in excess of the Base Year as reasonably determined by Landlord. Prior to the end of the calendar year in which the Lease commences and thereafter for each successive calendar year (each, a "Lease Year"), or part thereof, Landlord shall send to Tenant a statement of projected increases in Taxes, Insurance Premiums and Operating Expenses in excess of the Base Year and shall indicate the respective amounts of Tenant’s estimated monthly installments of Taxes, Insurance Premiums and Operating Expenses. As soon as administratively available, Landlord shall send to Tenant a statement of actual Taxes, Insurance Premiums and Operating Expenses for the prior calendar year showing the actual amount of operating expenses Tenant’s Share of each for the first twelve months of occupancy of any portion of prior calendar year. In the Building per rentable square foot of event the Building amount prepaid by Tenant for Taxes, Insurance or Operating Expenses exceeds the amount that was actually due for that item, then Landlord shall issue a credit to Tenant in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot the over charge, which credit Tenant may apply to future payments on account of that item until Tenant has been fully credited with the over charge. In the event Landlord has undercharged Tenant, then Landlord shall send Tenant an invoice with the additional amount due, which amount shall be used as the expense stop for the paid in full by Tenant for utilities for the first lease year within thirty (30) days of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyreceipt.

Additional Rent. Commencing on the Lease Commencement Date (as determined pursuant to Paragraph 2.3 above) and continuing throughout the Lease Term, in addition to the Base Monthly Rent and to the extent not required by Landlord to be contracted for and paid directly by Tenant, Tenant shall pay to Landlord as additional rent (the "Additional Rent, Tenant's pro rata share ") the following amounts: (a) An amount equal to all Property Operating Expenses (as defined in Article 13) incurred by Landlord. Payment shall be made by whichever of the following itemsmethods (or combination of methods) is (are) from time to time designated by Landlord: (i) Landlord may forward invoices or bills for such expenses to Tenant, and Tenant shall, no later than thirty (30) days prior to the due date, pay such invoices or bills and deliver satisfactory evidence of such payment to Landlord, and/or (ii) Landlord may ▇▇▇▇ to Tenant, on a periodic basis not more frequently than monthly, the amount of such expenses (or group of expenses) as paid or incurred by Landlord, and Tenant shall pay to Landlord the amount of such expenses within thirty (30) days after receipt of a written ▇▇▇▇ therefor from Landlord, or prior to delinquency, whichever is earlier and/or (iii) Landlord may deliver to Tenant Landlord's reasonable estimate of any sales given expense (such as Landlord's Insurance Costs or use tax imposed on rents collected by Landlord (other than City, State or Federal Income TaxReal Property Taxes), or group of expenses, which it anticipates will be paid or incurred for the ensuing calendar or fiscal year, as Landlord may determine, and Tenant shall pay to Landlord an amount equal to the estimated amount of such expenses for such year in equal monthly installments during such year with the installments of Base Monthly Rent. Landlord reserves the right to change from time to time the methods of billing Tenant for any tax given expense or group of expenses or the periodic basis on rents in lieu which such expenses are billed. (b) Landlord's share of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord consideration received by Tenant upon certain assignments and sublettings as required by Article 7. (c) Any legal fees and costs that Tenant is obligated to pay the sameor reimburse to Landlord pursuant to Article 13; and (iid) the amount of operating expenses (as defined below) for the Building Any other charges or reimbursements due Landlord from Tenant pursuant to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term terms of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost Landlord may elect by thirty (30) days written notice to Tenant to have Tenant pay Real Property Taxes or any portion thereof directly to the applicable taxing authority, in which case Tenant shall make such payments and deliver satisfactory evidence of payment to Landlord no later than ten (10) days before such Real Property Taxes become delinquent. Tenant may cause an audit of Landlord's books and records to determine the accuracy of Landlord's ▇▇▇▇▇▇▇▇ for operating expenses Property Operating Expenses charges under this Lease. If such audit reveals that the actual Property Operating Expenses for any given year were less than the amount that Tenant paid for Property Operating Expenses for any such year, then Landlord shall pay to Tenant the excess. If such audit reveals a discrepancy of more than five (exclusive 5%) percent of the costs for utilities which actual amount of any Property Operating Expenses charges, then Landlord shall pay the cost is not capped) shall not exceed per rentable square foot of the Premisesaudit. Additionally, Tenant shall have the right, by appropriate proceedings, to protest or contest any assessment, reassessment or allocation of Real Property Taxes or any change therein or any application of any Law to the Leased Premises or Tenant's use thereof. Landlord will reasonably cooperate with Tenant in any lease yearthe contest or proceedings. If Tenant does not pay the Real Property Taxes when due which are the subject of such protest or contest, Tenant shall post a bond in lieu thereof in an amount greater reasonably determined by Landlord but not less than a one hundred twenty-five percent increase over (125%) of the amount paid demanded by the previous lease year per rentable square foot taxing authorities which holds Landlord and the Property harmless from any damage arising out of the Premisescontest and ensuring the payment of any judgment than may be rendered. With respect to any contest of Real Property Taxes or Laws, Tenant shall hold Landlord and the Property harmless from any damage arising out of such protest or contest and shall pay any judgment that may be rendered in connection with such contest or protest. Any protest or contest conducted by Tenant under this paragraph shall be at Tenant's pro rata expense and if interest or late charges become payable as a result of such contest or protest, Tenant shall pay the same. Tenant shall receive a proportionate share of any refund applicable to the items set forth in subparagraph (b) above shall be calculated Lease Term based on the amount of Real Property Taxes paid by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant as Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyLot Proportionate Share.

Additional Rent. (a) Tenant shall pay as Additional Rent, to Landlord the estimate for Tenant's pro rata share ’s Proportionate Share of the Operating Costs in equal monthly installments at the same time and place as Rent is to be paid. Landlord will furnish a statement of the actual Tenant’s Share no later than April 1st of each year during the Term, including the year following items:the year in which the Lease expires or is otherwise terminated. Tenant will pay to Landlord any deficiency as shown by such statement within thirty (30) days of receipt of such statement. Provided Tenant is not in monetary default of this Lease, Landlord will refund to Tenant any excess as shown by such statement within thirty (30) days of the date of the statement. Landlord will keep books and records showing the Operating Costs in accordance with generally accepted accounting principles. (b) In the event Landlord furnishes any utility or service which is included in Operating Costs to less than ninety-five percent (95%) of the rentable area of the Property because (i) any sales the average occupancy of the Property for the year in question was not equal to or use tax imposed on rents collected by Landlord greater than ninety-five percent (other than City, State or Federal Income Tax95%), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building such utility or service is not required by or provided to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion one or more of the Building per rentable square foot tenants of the Building in Property, or (iii) any lease tenant occupant is itself obtaining or providing any such utility or services, then Operating Costs for such year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for adjusted to include all additional costs, expenses and disbursements that Landlord reasonably determines would have been incurred if Landlord had provided such utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed and services to all tenants of the Building as Additional Rent Property, and shall be determined allocated among the tenants by calculating the total amount Landlord to reflect those costs which would have occurred had the Property been ninety-five percent (95%) occupied during the year in question and such utilities and services provided to all tenants. The intent of this section is to ensure that the reimbursement of Operating Costs is fairly and equitably allocated among the tenants receiving the utilities and services in question. (c) To the extent the Property is part of a larger project or development, Landlord shall have the right (but not the obligation) to allocate to the Property an appropriate portion of those Operating Costs which are incurred with respect to the project as a whole. Landlord and Tenant acknowledge that certain of the costs of management, operation and maintenance of the Development may be allocated among all of the buildings in the Development using methods of allocation that are considered reasonable and appropriate for the circumstances. Tenant hereby consents to such allocations provided that the determination of such costs and the allocation of all or part thereof to Operating Costs hereunder shall be in accordance with generally accepted accounting principles applied on a consistent basis. By way of example, landscaping costs for a multi-building project shall be allocated on an appropriate basis between all buildings in the project. (d) Any and all payments (other than Base Rent) required to be billed tenants of the Building for made by Tenant pursuant to this Lease shall be deemed additional Rent (“Additional Rent, ”). Landlord shall have the same rights and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included remedies for said payments as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyfor Rent.

Additional Rent. Tenant shall pay pay, as Additional RentRent for the Demised Premises during the Term, Tenant's pro rata share of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax)to Landlord, or any tax on rents in lieu of at Landlord’s election, directly to the public officer charged with the collection thereof, at least thirty (30) days before the same become delinquent, all ad valorem taxes on (including sanitary taxes) assessed upon the BuildingDemised Premises; all assessments and levies, even though laws imposing such taxes attempt to require Landlord to pay general or special, ordinary or extraordinary, of every nature or kind whatsoever which may be fixed, charged, levied, assessed or otherwise imposed upon the same; and (ii) Demised Premises as it presently exists or as the amount of operating expenses (as defined below) for Demised Premises may be hereafter improved by Tenant under the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term terms of this Lease; provided, however, an amount equal to $1.25 per rentable square foot that in the event any general or special assessments are levied against the Demised Premises which may be paid in installments, Tenant shall be used obligated to pay only those installments which become due during the Term. In the event the State of Georgia or any taxing authority thereunder should, subsequent to the execution of this Lease, change or modify the present system of taxing real estate so as to tax the expense stop rental income from real estate in lieu of real estate taxes so as to impose a liability upon Landlord for the amount of such tax, then Tenant for utilities shall be liable under this Lease for the first lease year payment of the Leasetaxes so imposed during the term of this Lease to the same extent as though such an alternative tax was a tax upon the value of the Demised Premises. Notwithstanding In order to determine the foregoingamount of such alternative tax for which Tenant shall be liable, the increased cost Demised Premises shall be considered as if it were the only asset of Landlord, and the Monthly Rent paid under this Lease shall be considered as if it were the only income of Landlord. If Landlord elects to have Tenant for operating expenses (exclusive of pay taxes directly to the costs for utilities which cost is not capped) taxing authority rather than to Landlord, Tenant shall not exceed per rentable square foot of the Premisesreturn, in any lease yearLandlord’s name, an amount greater all taxes which Tenant is required to pay hereunder and shall furnish to Landlord satisfactory proof of payment of such taxes, assessments and levies not later than a five percent increase over thirty (30) days prior to the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem date such taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancybecome past due.

Additional Rent. Tenant shall pay as Additional In addition to Base Rent, Tenant's pro rata share of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than CitySubtenant shall also pay to Sublandlord, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses all Subtenant’s Proportionate Share (as defined below) for of Operating Expenses (as that term is defined in Section 9.2 of the Building Master Lease) and all other costs payable by Sublandlord under the Master Lease (“Additional Rent”). Additional Rent shall also include all amounts paid directly by Sublandlord to parties other than Sublandlord to the extent operating expenses exceed related to the actual Sublease Premises (e.g. real property taxes assessed against the tenant improvements in the Sublease Premises, landscape maintenance, and parking lot maintenance). . For purposes hereof, “Subtenant’s Proportionate Share” means, during any period during the Term, the number of rentable square feet for which Subtenant is paying Base Rent pursuant to Section 3(a)(i) above, divided by the number of rentable square feet in the Building (81,235). Prior to the Commencement Date, and then on or before December 1 of each year, Sublandlord shall give Tenant a yearly expense estimate statement which shall set forth Sublandlord’s reasonable estimate of the total amount of operating expenses Additional Rent for the first twelve months remainder of occupancy of any portion of calendar year 2003 or the Building per rentable square foot of the Building succeeding calendar year, as applicable. Subtenant shall pay Additional Rent in any lease year during the term of this Leaseequal monthly installments based upon such estimate; provided, howeverthat the estimate statement may be revised and reissued by Sublandlord from time to time. Within 120 days after the end of each calendar year, an Sublandlord shall give to Tenant a statement, which shall indicate the Additional Rent incurred or accrued for such preceding calendar year, and which shall indicate the amount, if any, of any amounts due from Subtenant in excess of the amounts previously paid, or the amount equal of any refund due. Upon receipt of the statement for each expense year ending during the Term, Tenant shall pay, with its next installment of Base Rent due, but in no event later than thirty (30) days after receipt of such statement the full amount of any excess for such expense year. If a refund is due, Sublandlord shall provide such refund at the time it provides the statement. The failure of Sublandlord to $1.25 per rentable square foot timely furnish the statement for any expense year shall be used as not prejudice Sublandlord from enforcing its rights under this Section 3. Even though the expense stop Term has expired and Tenant has vacated the Sublease Premises, when the final determination is made of the Additional Rent due from Subtenant for the Term, Tenant shall immediately pay to Sublandlord any amounts due. Upon request, Sublandlord shall furnish to Subtenant copies of any invoices for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as constituting Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyhereunder.

Additional Rent. Tenant In addition to the Base Rent, the Lessee shall pay as to the Lessor additional rent (the "Additional Rent") which shall equal, Tenant's pro rata share of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease each calendar year during the term Term, the sum of this Lease(a) the Additional Rent payable with respect to the immediately preceding calendar year plus (b) twelve percent (12%) of Excess Gross Revenues for the then current calendar year. Additional Rent shall accrue commencing on August 1, 1999, and shall be payable during the Term, quarterly in arrears, commencing on October 20, 1999 ("Additional Rent Commencement Date") and there shall be an annual reconciliation as provided in Section 3.2 below. Notwithstanding the foregoing, in no event shall any increase to the Additional Rent for any calendar year exceed two and one-half percent (2.5%) of the total of Base Rent and Additional Rent payable with respect to the immediately preceding calendar year. Additional Rent payable hereunder for any fractional calendar year shall be prorated so that such Additional Rent shall equal the product of (x) the Additional Rent payable with respect to the immediately preceding calendar year plus an amount equal to twelve percent (12%) of the annualized Excess Gross Revenues for the applicable fractional calendar year multiplied by (y) a fraction (the "Proration Factor"), the numerator of which is the number of days in the applicable fractional calendar year and the denominator of which is 365; provided, however, an amount equal to $1.25 per rentable square foot that, in no event shall be used as the expense stop for Additional Rent payable during (a) the Tenant for utilities for calendar year in which the first lease year Additional Rent Commencement Date occurs exceed the product of two and one-half percent (2.5%) of the Lease. Notwithstanding total of Base Rent payable with respect to the foregoing, immediately preceding calendar year multiplied by the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph applicable Proration Factor and (b) above shall be calculated any other fractional calendar year increase by dividing more than the rentable square footage product of two and one-half percent (2.5%) of the Premises total of Base Rent and Additional Rent payable with respect to the immediately preceding calendar year multiplied by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancyapplicable Proration Factor.

Additional Rent. (A) It is understood that the Rent set forth in Section 3(A) (as adjusted pursuant to Section 3(B)) was negotiated with the agreement that Tenant shall pay will pay, in addition to the Rent specified in Section 3(A) (as Additional Rentadjusted pursuant to Section 3(B)), Tenant's pro rata share Proportionate Share (as herein defined) of all Taxes and Operating Expenses pertaining to the Property from and after the Phase II Rent Commencement Date. As used herein, the term "Tenant's Proportionate Share" shall mean the ratio of the following items: (i) any sales or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu total rentable square footage of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses Premises (as defined belowthe same may be decreased pursuant to Section 2(B)(ix)) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the total rentable square footage of the Premises by Building (as such amounts are calculated pursuant to the attached Exhibit A-14) (the parties hereby acknowledging that, until an adjustment to the rentable square footage area of the Building. Premises pursuant to Section 2(B)(ix), Tenant's pro rata share Proportionate Share shall mean one hundred percent (100%)). On or before January 1st of each calendar year commencing during the Lease Term or as soon as practicable thereafter, Landlord shall furnish to Tenant a reasonable estimate of the items Taxes and Operating Expenses for the calendar year in question. The estimate, and each annual statement of Taxes and Operating Expenses, shall include a line item expense for each category of Operating Expenses and Taxes. Tenant shall pay to Landlord the Tenant's Proportionate Share of the estimate of such Taxes and Operating Expenses in equal monthly installments at the same time and place as Rent is to be billed to all tenants paid. Landlord will furnish a statement of the Building actual Taxes and Operating Expenses for each year during the Lease Term no later than April 1st of the following year. In the event that Landlord is, for any reason, unable to furnish the statement of the actual Taxes and Operating Expenses within the time specified above, Landlord will furnish such statement as Additional Rent soon thereafter as practicable (but no later than May 1st of each year) and such statement shall be determined by calculating have the same force and effect as if delivered within the time specified above. Tenant will pay to Landlord any excess of the Tenant's Proportionate Share of the total amount of Taxes and Operating Expenses for each year above the estimated payments made by Tenant with respect thereto, as shown by such statement, within thirty (30) days of receipt of such statement. Landlord shall refund to be billed tenants Tenant any excess (as shown by such statement) of the Building for Additional Rent, and multiplying this amount estimated payments by Tenant above the Tenant's pro rata share. Ad valorem taxes included as operating expenses Proportionate Share of the total Taxes and Operating Expenses within thirty (30) days of the date of the statement; provided that, Landlord's obligation to refund any such excess shall be included on a fully assessed basissuspended for the duration of any default by Tenant hereunder. Landlord will keep books and records showing the Taxes and Operating Expenses in accordance with sound accounting principles prevailing in the real estate and insurance industries, and operating expenses shall be grossed up to reflect 100 percent occupancyconsistently applied.

Additional Rent. Tenant In addition to Yearly Base Rent, Subtenant shall pay to Sublandlord, on account of Operating Expenses and real estate taxes as Additional Rent, Tenant's pro rata share contemplated by Article 4 of the following items: ▇▇▇▇▇▇▇▇▇, from and after the Term Commencement Date, Subtenant’s Proportionate Share, as defined below, of any increase in Tax Expenses and Operating Expenses which Sublandlord is obligated to pay to Overlandlord under the terms of the ▇▇▇▇▇▇▇▇▇ as follows: (A) Subtenant shall pay Subtenant’s Proportionate Share of any increases in Tax Expenses which Sublandlord is obligated to pay to Overlandlord above Tax Expenses for the fiscal year ending June 30, 2009 and (B) Subtenant shall pay Subtenant’s Proportionate Share of any increase in Operating Expenses which Sublandlord is obligated to pay to Overlandlord under the terms of the ▇▇▇▇▇▇▇▇▇ above Operating Expenses for calendar year 2008. Subtenant’s Base Year as to Operating Expenses is calendar year 2008 and Subtenant’s Base Year as to Tax Expenses is fiscal year 2009 (ending June 30, 2009). For purposes of this Sublease, “Subtenant’s Proportionate Share” shall be 68.33% (based on 25,537/37,371) of any Additional Rent billed to Sublandlord by Overlandlord on or after (i) any sales or use tax imposed on rents collected by Landlord (other than CityJanuary 1, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt 2009 as to require Landlord to pay the same; and Operating Expenses and (ii) July 1, 2009 as to Tax Expenses. For the amount avoidance of operating expenses (as defined below) doubt, Subtenant shall pay 100% of increases in Additional Rent with respect to the subleased Premises for the Building time periods stated in this Section 6. For purposes of calculating Additional Rent under the ▇▇▇▇▇▇▇▇▇, Subtenant’s Share (analogous to Tenant’s Share under the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot ▇▇▇▇▇▇▇▇▇) shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses 4.81% (exclusive of the costs for utilities which cost is not cappedbased on 25,537/530,845) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above and Subtenant’s Building Share shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included 17.45% (based on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancy25,537/146,326).

Additional Rent. Tenant shall pay as Additional Rent, Tenant's pro rata share (A) Commencing on the first anniversary of the following items: Commencement Date and for each calendar year (ior part thereof) any sales or use tax imposed on rents collected by Landlord (other than Citythereafter, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal Tenant agrees to $1.25 per rentable square foot shall be used pay as the expense stop items of Additional Rent for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, Tenant's "Percentage Share" (being the percentage indicated in any lease year, an amount greater than a five percent increase Item 3 of Basic Lease Provisions) of all increases in "Project Operating Expenses" and "Project Property Taxes" (as hereinafter defined) incurred by Landlord in the operation of the Building or Project over the amount paid Base Project Operating Expenses and Base Project Property Taxes as stipulated in Items 4 and 5 respectively in the previous lease year per rentable square foot Basic Lease Provisions. The Basic Annual Rent plus Additional Rent are sometimes collectively referred to as "Rent". (B) The items of the Premises. Tenant's pro rata share of the items set forth in Additional Rent contemplated under subparagraph (b3(A) above shall be calculated by dividing in accordance with the rentable square footage following procedures: 1) Each December during the term hereof or as soon thereafter as practical, Landlord shall give Tenant written notice of Landlord's estimate of any amounts payable under subparagraph 3(A) above for the ensuing calendar year. On or before the first day of each month during each calendar year, Tenant shall pay Landlord without further notice 1/12 (One-twelfth) of such estimated amounts, provided that if such notice is not given in December, Tenant shall continue to pay on the basis of the Premises then applicable rental until the month after such notice is given. If at any time or times it appears to Landlord that the adjusted amounts payable under subparagraph 3(A) for the current calendar year will exceed its estimate, Landlord may, by notice to Tenant, revise its estimate for such year. Subsequent payments by Tenant for such year shall be based upon such revised estimate. 2) Within ninety (90) days after the rentable square footage close of each calendar year or as soon thereafter as is practical, Landlord shall deliver to Tenant a statement of the Buildingannual adjustment of those Additional Rent items made pursuant to subparagraph 3(A) for such calendar year (the “Reconciliation Statement”). If on the basis of such statement Tenant owes an amount that is less than the estimated payments for such calendar year previously made by Tenant's pro rata share , Landlord shall refund or credit such excess to Tenant. If on the basis of such statement Tenant owes an amount that is more than the estimated payment for such calendar year previously made by Tenant, Tenant shall pay the deficiency to Landlord within thirty (30) days after delivery of the items statement. Notwithstanding anything to the contrary contained herein, in the event that Landlord fails to deliver the Reconciliation Statement within three (3) years after the end of the applicable calendar year during the Term, Landlord shall be billed deemed to all tenants have waived both Landlord’s right to deliver Reconciliation Statement for the applicable year during the Term and Landlord’s right to collect any balance due for the applicable year during the Term. 3) The Additional Rent due under the terms and conditions of this Article 3 shall survive termination of this Lease, shall be payable by Tenant without any setoff or deduction, and shall be computed by Landlord on a prorated basis for any period less than a full calendar year. 4) Anything to the contrary contained in this Article 3 notwithstanding, if the average occupancy of the Building as Additional Rent is less than ninety-five (95%) percent during the Base Year hereinafter defined, then Landlord shall be determined by calculating make a reasonable determination ("Landlord's Determination") of what the total amount to be billed tenants Project Operating Expenses for such year would have been if during the entire year the average tenant occupancy of the Building for Additional Rent, and multiplying this amount by Tenantwere ninety-five (95%) percent. Landlord's pro rata share. Ad valorem taxes included as operating expenses Determination shall be included on a fully assessed basisbinding and conclusive upon Tenant and shall for all purposes of this Lease be deemed to be the Project Operating Expenses for the Base Year. Landlord shall notify Tenant of Landlord's Determination within ninety (90) days following the last day of the Base Year. Thereafter, and operating expenses if for any subsequent Lease Year the average tenant occupancy of the Building is below ninety-five (95%) percent, the Project Operating Expenses for any such year shall be grossed up adjusted by Landlord to reflect 100 percent occupancythe amount that such Project Operating Expenses would have been if the average tenant occupancy during that year had been ninety-five (95%) percent. The term Base Year means the twelve (12) month period during which Base Project Operating expenses are calculated.

Additional Rent. Tenant Lessee agrees to pay its pro-rata share of Operating Expenses (as defined in Section 10 below) (which includes the Management Fee described in Section 10) each Fiscal Year. The term "Fiscal Year", as used herein, shall pay as Additional Rentmean Lessor's fiscal year for accounting purposes which currently is the 12-month period beginning January 1 and ending December 31. Lessor shall have the right to change the Fiscal Year, Tenantfrom time to time, and, in such event, Lessor shall notify Lessee in writing of such change. Lessee's pro rata share shall be determined by multiplying the Operating Expenses by a fraction, the numerator of which shall be the number of net rentable square feet in the Premises, and the denominator of which shall be the net rentable square footage in the Building, which may change from time to time utilizing BOMA (Building Owners and Managers Association) standards. Within 90 days following the completion of each Fiscal Year, Lessor will provide to Lessee a statement showing in reasonable detail the Operating Expenses for the preceding Fiscal Year, the Additional Rent due with regard to Lessee's share of the Operating Expenses, and Lessor's reasonable estimate of Operating Expenses for the then current Fiscal Year. Lessee shall, on or before 30 days following items: receipt of said statement, pay to Lessor the amount of Additional Rent due as provided herein, less the amount of Additional Rent paid in advance (if any) during the preceding Fiscal Year. Any overpayment will be credited by Lessor to Lessee's next Base Rent payment(s). Lessee agrees to pay Additional Rent each month thereafter, in addition to Base Rent, in an amount necessary to amortize the estimated Operating Expenses for the then current Fiscal Year (or the pro rata portion thereof, if applicable) over a period equal to the lesser of (i) any sales the number of months remaining in the Term or use tax imposed on rents collected by Landlord (other than City, State or Federal Income Tax), or any tax on rents in lieu of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount number of operating expenses (as defined below) months remaining in the current Fiscal Year. Notwithstanding that the Term has expired or been terminated, Lessee shall remain liable for and agrees to pay to Lessor within 30 days following receipt of an invoice therefor, its pro rata portion of Operating Expenses for the Building Fiscal Year (or portion thereof) during which the Term expired or was terminated. Lessee shall have the right, at its expense and at a reasonable time, to audit Lessor's books relevant to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot shall be used as the expense stop for the Tenant for utilities for the first lease year of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over the amount paid the previous lease year per rentable square foot of the Premises. Tenant's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying due under this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancySection.

Additional Rent. Tenant Section 3.4.1. The additional rent shall pay consist of all real estate taxes, general and special assessments, personal property taxes, and other public charges which are assessed, levied, confirmed, or imposed upon the Premises during the Lease Term, and all sales taxes and other taxes that are now or hereafter may be payable in connection with the Basic Rent payable hereunder during the Initial Lease Term and any Renewal Term (other than income taxes owing by Landlord as Additional Rent, a result of Tenant's payment of Basic Rent hereunder). Section 3.4.2. Any taxes and assessments relating to a fiscal period of any authority, a part of which is already included within the Initial Lease Term or any Renewal Term and a part of which is included in a period of time before or after the Initial Lease Term or any Renewal Term, shall be adjusted pro rata between Landlord and Tenant and each party shall be responsible for its pro rata share of any such taxes and assessments. Section 3.4.3. Nothing herein shall require Tenant to pay income taxes assessed against Landlord if and to the following items:extent the same may hereafter be assessed against Landlord as a result of the existence of this Lease, it being specifically understood and agreed that as of the Commencement Date, no such taxes are assessed against Landlord. (i) Section 3.4.4. Tenant may contest, in its own name or in the name of Landlord, with Landlord's cooperation, which Landlord agrees to give, the legality or validity of any sales such tax or use assessment or of any law under which the same shall be imposed. This must be done in good faith, with due diligence, and at Tenant's own expense. If Tenant does so contest such tax or assessment beyond the time limit for payment thereof by Tenant, Tenant shall do one of the following: Tenant may pay such amount under protest; procure and maintain a stay of all proceedings with adequate bond to enforce collection of such tax or assessment; or deposit with Landlord reasonable security for the payment of all contested sums. Once such action is taken by Tenant, Tenant shall not be considered to be in default hereunder with respect thereto. Section 3.4.5. Tenant shall have, and Landlord hereby irrevocably grants to Tenant, the power and authority, at Tenant's cost to make and file and prosecute any statement or report or claim for refund which may be required or permitted by law, as the basis of or in connection with the assessment, determination, equalization, reduction or payment of any and every tax or assessment or license or charge which Tenant is required to pay or discharge hereunder. Section 3.4.6. Upon the termination of any such proceeding, Tenant shall pay the amount of such taxes and assessments or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees, interest, penalties or other liabilities in connection therewith. Section 3.4.7. If any income, profits or revenue tax shall be levied, assessed or imposed on upon the income, profits or revenue arising from rents collected by Landlord (other than Citypayable hereunder, State partially or Federal Income Tax), or any tax on rents totally in lieu of ad valorem or as a substitute for real estate or personal property taxes on imposed upon the Building, even though laws imposing such taxes attempt to require Landlord to pay the same; and (ii) the amount of operating expenses (as defined below) for the Building to the extent operating expenses exceed the actual amount of operating expenses for the first twelve months of occupancy of any portion of the Building per rentable square foot of the Building in any lease year Premises during the term of this Lease; provided, however, an amount equal to $1.25 per rentable square foot then Tenant shall be used as the expense stop responsible for the payment of such tax. Section 3.4.8. Tenant for utilities for shall pay before delinquency any and all real and personal property taxes and assessments, payable hereunder by Tenant. In the first lease year event of the Lease. Notwithstanding the foregoinga late payment, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of the Premises, in any lease year, an amount greater than a five percent increase over pay all interest and penalties plus the amount paid the previous lease year per rentable square foot due. Tenant shall further provide Landlord with evidence of the Premises. Tenantpayment as soon as practicable after Landlord's pro rata share of the items set forth in subparagraph (b) above shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building as Additional Rent shall be determined by calculating the total amount to be billed tenants of the Building for Additional Rent, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses shall be included on a fully assessed basis, and operating expenses shall be grossed up to reflect 100 percent occupancywritten request therefor.

Additional Rent. Tenant 6.1. From and after the Rent Commencement Date, Lessor shall, immediately upon receipt of any Real Estate Tax bills, forward the same to Lessee, and Lessee, after receipt from Lessor of such Real Estate Tax ▇▇▇▇(s) with respect to the Premises, shall promptly pay directly to the appropriate Governmental Entity, as Additional RentRent hereunder, Tenant's pro rata share all Real Estate Taxes and provide Lessor with a receipt from said Governmental Authority evidencing such payment. Lessor shall promptly reimburse Lessee for any interest or late charges incurred by Lessee as a result of Lessor’s failure to promptly deliver such Real Estate Tax ▇▇▇▇(s). Appropriate apportionments shall be made as of the following itemsRent Commencement Date, and on the termination of this Lease between Real Estate Taxes payable by Lessee hereunder, and Real Estate Taxes payable by Lessor. 6.2. Lessee shall also pay: (i) All taxes which may be levied, imposed or assessed against Lessee’s personal property and/or any sales leasehold improvements made by or use tax imposed on rents collected by Landlord (behalf of Lessee following the Rent Commencement Date, Lessee’s leasehold interest, Lessee’s right to occupy the Premises and/or the Building and any other than City, State or Federal Income Tax), or any tax on rents in lieu taxes incident to the operation of ad valorem taxes on the Building, even though laws imposing such taxes attempt to require Landlord to pay the sameLessee’s business therein; and (ii) Any business license fees required for the operation of Lessee’s business. 6.3. Notwithstanding any possible interpretation or interpretations of the definition of “Real Estate Taxes”, Lessee shall be responsible for payment of any and all assessments which may be levied against the Premises for the installation of a sewer or water line, or any other such municipal improvement for which such an assessment is made, during the Term, provided that any such assessments may be paid in installments by Lessee over the longest period permitted by the taxing authority, provided further, however, that if any such assessment shall be made towards the end of the Term, Lessee shall pay an equitable allocation of the next installment due after such termination, in such amount as is attributable to the remaining period of Lessee’s occupancy. Subject the foregoing, Lessee shall not be responsible for the payment of any installments becoming due thereafter. 6.4. Notwithstanding any other provision herein contained, Lessor shall be responsible for the full amount of operating expenses any increase in Real Estate Taxes, where such increase arises as a result of an increase in the assessed value of the Premises, due to any sale, mortgage or refinancing (as defined belowor similar transaction howsoever effectuated) with respect thereto, or due to any improvements carried out at the Premises by Lessor, which improvements are not made at the request of and/or for the Building benefit of Lessee. 6.5. Lessee may contest the validity or amount (including the assessed valuation of the premises) of any Real Estate Taxes payable by Lessee hereunder, provided that any such contest is pursued in accordance with any and all applicable Laws, now or hereafter existing. In the event of any such contest, the payment of the remaining part of the Real Estate Taxes may be deferred during the pendency of the same, provided the same is diligently prosecuted, and Lessor agrees, without cost or expense to Lessor, to join such contest and provide reasonable assistance to Lessee upon Lessee’s request, provided that Lessee shall be entitled to receive the extent operating expenses exceed the actual full amount of operating expenses for the first twelve months of occupancy of any refund applicable to any portion of the Building per rentable square foot of the Building in any lease year during the term of this Lease; providedTerm. Nothing herein contained, however, an amount equal to $1.25 per rentable square foot shall be used construed so as the expense stop to allow such items to remain unpaid for the Tenant for utilities for the first lease year such length of the Lease. Notwithstanding the foregoing, the increased cost to Tenant for operating expenses (exclusive of the costs for utilities which cost is not capped) shall not exceed per rentable square foot of time as would permit the Premises, in or any lease yearpart thereof, an to be sold by any Governmental Entity for non-payment of Real Estate Taxes. Within thirty (30) days after the due and payable amount greater than of the contested Real Estate Taxes is determined by a five percent increase over final, unappealable judgment, Lessee shall pay the amount paid so determined, together with any penalties, interest and expense payable therewith. 6.6. In the previous lease year per rentable square foot event that at any time during the Term, the present method of taxation or assessment shall be so changed that the whole or any part of the Premises. Tenant's pro rata share of taxes, assessments, levies, impositions or charges now levied, assessed or imposed on real estate and the items set forth in subparagraph (b) above improvements thereon shall be calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Building. Tenant's pro rata share of the items to be billed to all tenants of the Building discontinued and as Additional Rent a substitute therefor, or in lieu thereof, or as an addition thereto, taxes, assessments, levies, impositions or charges shall be determined by calculating levied, assessed and/or imposed wholly or partially as a capital levy or otherwise upon the total amount rents received from such real estate and the improvements thereon, then such substitute or additional taxes, assessments, levies, impositions or charges, to be billed tenants of the Building for Additional Rentextent so levied, and multiplying this amount by Tenant's pro rata share. Ad valorem taxes included as operating expenses assessed or imposed, shall be included on a fully assessed basispayable by Lessee, and operating expenses shall be grossed up to reflect 100 percent occupancyas if the same were expressly defined as the Real Estate Taxes hereunder.