Common use of Operating Expenses Clause in Contracts

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.

Operating Expenses. Unless modified During the term of this Lease Tenant shall pay to Landlord as additional rent all ad valorem taxes and operating expenses and other charges of every kind and nature (“Operating Expenses”) incurred or paid by Landlord in accordance connection with Exhibit Dthe maintenance, Landlord maintenance addendumrepair, attached heretooperation, it is the intention management, or ownership of the parties and they hereby agree that this Premises. If requested, Tenant agrees to pay Landlord on the first day of each calendar month, together with the payment of rent, such amount as Landlord estimates from time to time as necessary to pay such expenses. Landlord shall ▇▇▇▇ Tenant annually after the end of each year for such expenses. In the event the aggregate of Tenant’s installments during the year shall be a triple net Leaseless than the amount of Operating Expenses due from Tenant, such deficiency shall be paid to Landlord within ten (10) days after demand therefore. In the event the aggregate of Tenant’s installments during the year shall be more than the amount of Operating Expenses due from Tenant, such overpayment shall be applied to Tenant’s next monthly installment of Operating Expenses and Rent. As used herein, the Landlord term “Operating Expenses” shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs include the cost of any kind whatsoever with respect to maintaining casualty and public liability insurance covering the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any real estate ad valorem taxes and all Operating Expenses as hereafter defined for the entire term costs of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of managing, operating and maintaining the Building Premises, including but not limited to: costs of constructing, maintaining and related parking repairing on site and off-site traffic controls; decorating, painting, lighting, sanitary control, and removal of trash, garbage and other refuse; maintenance, repair and replacement of utility systems serving any common areas, including water, sanitary sewer and shall includestorm water lines and other utility lines, without limitationpipes and conduits; costs of utilities, real estate and personal property taxes and assessmentsincluding water, management fee, heatingsewer, electricity, waterand gas; janitorial, waste disposalsweeping and cleaning services, sewagetrash bin rentals, operating materials trash pickup fees, licenses, permits and suppliesinspection fees; parking lot painting and restriping; planting, service agreements irrigating, gardening and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning landscaping; signs and custodial, security, insurance, the cost of contesting the validity markers; parking control and security guards and fire protection or applicability of any governmental acts which may affect operating detection service; all general maintenance and repair; other general operation and maintenance costs and expenses, ; all labor and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding supplies required by the foregoing, operating ; and administrative costs (and Tenant's obligations in relation directly attributable thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is Throughout the intention term of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord Tenant shall have no obligation pay to provide any servicesLandlord, perform any acts or pay any expensesas additional rent, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for incurred by Landlord in the entire term operation of the Lease Premises. Tenant shall pay such Operating Expenses as provided in Section 3.3 hereof. Operating Expenses shall include, but not be limited to: costs of management; cleaning; trash removal; lighting; costs of repairing, maintaining and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining replacing the Building and related parking areas, and shall includeall exterior areas of the Premises; including, without limitation, real estate and personal property taxes and assessmentsgutters, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn caredown spouts, snow removal, restripingparking lot striping, repairspainting, repavingpointing of exterior walls and landscaping; providing security; providing public liability, cleaning property damage, fire and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, extended coverage and all such other direct operating costs of operating and maintaining insurance as Landlord deems reasonably appropriate on the Building and related parking areasthe Premises; total compensation and benefits (including premiums for Workers’ Compensation and other insurance) paid to or on behalf of employees exclusively serving the Property; personal property taxes; supplies; fire protection and fire hydrant charges; water and sewer charges; utility charges; and licenses and permit fees. Any of the foregoing expenses which would be considered capital improvements under generally accepted accounting principles (“GAAP”) and which (1) are required to comply with Legal Requirements first enacted after the Commencement Date or (2) actually reduce Operating Expenses, unless expressly excluded from operating expensesshall be amortized on a straight line basis over the useful life of such improvement determined in accordance with GAAP and the annual amortized cost shall be included in Operating Expenses during the Term of this lease. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) Operating Expenses shall not include the following: Operating Expenses shall not include the following: (ia) any expense chargeable costs of items considered capital repairs, replacements, improvements and equipment under GAAP (“Capital Items”), except as expressly set forth above; (b) rentals for items (except when needed in connection with normal repairs and maintenance of permanent systems), which, if purchased (rather than rented) would constitute Capital Items specifically excluded under subsection (b) above; (c) costs incurred by Landlord for the repair of damage to a capital account or capital improvementthe Building, ground leases; principal or interest payments on any mortgage or deed of trust on to the premises; (ii) any amount for which extent that Landlord is reimbursed through insuranceby insurance proceeds (d) depreciation, by third personsamortization and interest payments, or directly by other tenants as determined in accordance with GAAP; (e) marketing costs; leasing commissions; attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments and the premises, (iii) repair enforcement of leases; space planning costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other costs and expenses incurred in connection with leasing lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (f) overhead and profit increment paid to Landlord or to subsidiaries or affiliates of Landlord for goods and/or services in the Building to the extent the same exceeds the costs of such goods and/or services rendered by unaffiliated third parties on a competitive basis for comparable buildings; (g) interest, principal, points and fees on debts or amortization on any mortgage or mortgages or any other area located on debt instrument encumbering the premises Building or the Land and any ground rent or other rent payable by Landlord to the holder of any other partyground lease; (h) Landlord’s general corporate overhead and general and administrative expenses; (i) advertising and promotional expenditures; (j) tax penalties incurred as a result of Landlord’s negligence, inability or unwillingness to make payments and/or to file any tax or informational returns when due; (vik) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is management fees in excess of three percent (3%) of gross rent for the amount which would be paid Premises; (l) costs arising from the negligence or willful misconduct or fault of Landlord; (m) any and all costs arising from the release of hazardous materials or substances (as defined by Legal Requirements in effect on the date the Lease is executed) in or about the Premises, the Building or the Project, in violation of applicable law including, without limitation, hazardous substances in the absence ground water or soil, which hazardous materials were placed in the Premises, the Building or the Project, prior to the Date of Delivery of Possession or which are placed in the Premises, the Building or the Project on or after the Date of Delivery of Possession by Landlord, its employees, agents or contractors; (n) costs arising from Landlord’s charitable or political contributions; (o) costs arising from any mandatory or voluntary special assessment on the Building by any transit authority or any other governmental entity having the authority to impose such relationship, and assessment in connection with the initial construction of the Building; (viip) costs of items attorneys’ fees, settlement judgments and services other payments arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitration pertaining to the Landlord and/or the Building; (q) costs arising from construction defects in the base shell of the Building constructed by Landlord; (r) costs associated with the operation of the entity constituting Landlord, as distinguished from Building’s operation costs, including accounting and legal costs, costs of defending any lawsuits with any mortgagee, costs of selling, syndicating, financing, mortgaging or hypothecating any of Landlord’s interest in the Building, costs of any disputes between Landlord and its employees (if any) not engaged in Building’s operation, disputes of Landlord with Building’s management, or outside fees paid in connection with disputes with other tenants; (s) costs of any “tap fees” or any sewer or water connection fees for which Tenant reimburses the benefit of any particular tenant in the Building; (t) any entertainment, dining or travel expenses of Landlord for any purpose; (u) any “finders fees,” brokerage commissions, job placement costs or pays third persons directlyjob advertising cost; (v) “in-house” legal fees: (w) any other expenses which, in accordance with generally accepted accounting principles, consistently applied, would not normally be treated as Operating Expenses by comparable landlords of comparable buildings in Northeast, Ohio.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust Commencing on the premises; Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, Tenant’s Projected Share of Costs of Operation and Maintenance for the Building, Garage, Common Areas, Project, and Property during such Operational Year. In January or as soon as is practical thereafter in each Operational Year, Landlord shall furnish Tenant by Notice a written statement, itemized in reasonable detail, of the estimated Cost of Operation and Maintenance for such year setting forth the Operating Expenses and Tenant’s Projected Share of the Cost of Operation and Maintenance for the Building, Garage, Common Areas, Project, and Property during such Operational Year and Tenant shall pay same to Landlord as Overhead Rent. Tenant’s Projected Share shall be divided by 12 and shall be payable on the first day of each month, beginning on the first day of such ensuing Operational Year. If said statement is furnished to Tenant after January or the commencement of such Operational Year, Tenant shall nonetheless be obligated to pay, as part of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share for the period which shall have elapsed prior to the first day of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) any amount for which Within six (6) months from the end of each Operational Year, Landlord is reimbursed through insuranceshall furnish to Tenant by Notice a written statement, by third personsitemized in reasonable detail, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are actual Cost of Operation and Maintenance incurred for such Operational Year and the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess ’s Proportionate Share of the Cost of Operation and Maintenance of the Building, Garage, Common Areas, Project, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”). If the Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Projected Share paid by Tenant for such Operational Year exceeded Tenant’s Proportionate Share for such Operational then, Landlord, at Landlord’s option, shall forthwith either (1) pay the amount which would be paid in the absence of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such relationshipStatement or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead Rent due hereunder. If Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, and Tenant shall forthwith pay Landlord such shortage within thirty (vii30) costs days after Tenant’s receipt of items and services for which Tenant reimburses Landlord or pays third persons directlysuch Statement.

Operating Expenses. Unless modified Tenant will pay directly all Operating Expenses of the Premises in accordance with Exhibit Da timely manner and prior to delinquency, unless otherwise specified herein that Landlord shall pay directly such Operating Expenses and receive reimbursement from Tenant. In the event that Tenant fails to pay any Operating Expense within fifteen (15) days after written notice by Landlord to Tenant, and without being under any obligation to do so and without hereby waiving any default by Tenant, Landlord maintenance addendum, attached hereto, it is may pay any delinquent Operating Expenses. Any Operating Expense paid by Landlord and any expenses reasonably incurred by Landlord in connection with the intention payment of the parties delinquent Operating Expense may be billed immediately to Tenant, or at Landlord’s option and they hereby agree that this shall upon written notice to Tenant, may be a triple net Lease, deducted from the Security Deposit. “Operating Expenses” means all costs and the expenses incurred by Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premisesownership, maintenance and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term operation of the Lease Premises including, but not limited to: insurance, maintenance, repair and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord replacement of operating the foundation, roof, walls, heating, ventilation, air conditioning, plumbing, electrical, mechanical, utility and maintaining the Building safety systems, paving and related parking areas, roads and shall includedriveways; maintenance of exterior areas such as gardening and landscaping, without limitationsnow removal and signage; maintenance and repair of roof membrane, real estate flashings, gutters, downspouts, roof drains, skylights and waterproofing; painting; lighting; cleaning; refuse removal; security; utilities for, or the maintenance of, outside areas; building personnel costs; personal property taxes taxes; rentals or lease payments paid by Landlord for rented or leased personal property used in the operation or maintenance of the Premises; and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials fees for required licenses and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expensespermits. Notwithstanding the foregoing, operating costs Landlord may not engage in any activity (and including paying any expenses) to the extent such activity is prohibited by Applicable Law or that could reasonably be expected to endanger Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants ’s maintenance of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyLicense.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all most costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.

Operating Expenses. Unless modified IMPROVEMENTS, REPAIRS, MAINTENANCE, REPLACEMENT, INSURANCE, TAXES AND PROPERTY MANAGEMENT. (a) Tenant’s prorated share of the Operating Expenses shall be computed and paid in accordance monthly estimated payments as estimated by Landlord, in Landlord’s reasonable discretion. Such Additional Rent shall be paid by Tenant on or before the 1st day of each month with Exhibit DBase Rent for such month. As soon as is reasonably possible following the end of each calendar year, Landlord maintenance addendumshall furnish to Tenant a statement showing the Building’s actual Operating Expenses for the preceding calendar year and Tenant’s pro rata share thereof. In the case of a deficiency, attached heretoTenant shall promptly remit its pro rata share of such deficiency to Landlord within fifteen (15) days following receipt of Landlord’s statement of actual expenses. In the case of a surplus, it is Landlord shall either apply said surplus to the intention next installment of Additional Rent for Operating Expenses due from Tenant under this Lease, or promptly refund the same to Tenant within thirty (30) days (including following the expiration of the parties Term hereof). In the event that during all or any portion of any calendar year the Building is not fully rented and they hereby agree occupied, Landlord may elect to make an appropriate adjustment in Operating Costs for such year, using sound accounting and management principles to determine the total Operating Costs that this would have been paid or incurred by Landlord had the Building been fully rented and occupied. The amount so determined shall be a triple net Leasedeemed to have been Operating Costs for such year. (b) Tenant may review, at its sole cost and the Landlord shall have no obligation to provide expense, any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs prorated to Tenant by Landlord of operating and maintaining the Building and related parking areas, and shall includeincluding, without limitation, real estate any assessed property taxes. Landlord shall make available the applicable statements and personal property taxes invoices supporting the actual Operating Expenses available to Tenant for review. Tenant shall have the right to come in to Landlords accounting office, on reasonable prior notice to Landlord, to examine and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants review copies of the premisesrecords pertaining to the Operating Expenses on an annual basis after Tenant has receipt the statement of actual expenses from Landlord. The reasonable cost to receive copies of these statements will be covered by the Tenant except as otherwise expressly provided herein. If such annual examination shall disclose any overcharge by Landlord, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) Landlord shall promptly reimburse Tenant for any construction, repair or maintenance expenses or obligations that are the sole responsibility overpayment of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary ’s proportionate share of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyOperating Expense.

Operating Expenses. Unless modified Section 6.01. From the Commencement Date until the Fiscal Year End following the Commencement Date, Tenant shall pay on a monthly basis in accordance with Exhibit Dadvance, without demand, on the first day of each calendar month, as part of the Annual Base Rental, Tenant's Proportionate Share of Operating Expenses (as defined in article 6 and 7) in excess of the Initial Operating Expense Allowance ("Operating Expense Excess"). Such payments shall be calculated and made as follows: (a) Before the beginning of each Fiscal Year during the Term, Landlord maintenance addendum, attached hereto, it is the intention shall furnish Tenant with Landlord's reasonable estimate of the parties Operating Expenses and they hereby agree that this any anticipated Operating Expense Excess for such Fiscal Year. On the first day of each month during such Fiscal Year, Tenant shall pay Tenant's Proportionate Share of such Fiscal Year's estimated Operating Expense Excess in monthly installments of 1/12th of Tenant's Proportionate Share of the estimated annual Operating Expense Excess for such Fiscal Year. (b) By the first day of March of each Fiscal Year during Tenant's occupancy (beginning with the Fiscal Year following the Commencement Date), or as soon thereafter as possible, Landlord shall furnish to Tenant a statement of Landlord's actual Operating Expense Excess for the previous Fiscal Year or fraction thereof if the Commencement Date occurred after the first day of the previous Fiscal Year. If the actual Operating Expense Excess is greater than Landlord's estimate, a lump sum payment, considered Rental for all purposes, shall be made by Tenant, within 30 days of the delivery of that statement, equal to Tenant's Proportionate Share of the actual Operating Expense Excess over the Landlord's estimate for the previous Fiscal Year. If the actual Operating Expense Excess is less than Landlord's estimate, a triple net Leaselump sum payment shall be made by Landlord, within 30 days of delivery of that statement, equal to Tenant's Proportionate Share of the actual Operating Expense Excess under Landlord's estimate. The effect of this reconciliation payment or adjustment is that the Tenant shall pay during each Fiscal Year during the Term, in addition to the Annual Base Rental, Tenant's Proportionate Share of Operating Expenses in excess of an amount equal to that Fixed years allowance. Said amount is based upon 12 months of building operation with all tenants utilizing all services provided by Landlord pursuant to Article 7 and Article 8. (c) The Annual Operating Expense Allowance shall be increased each fiscal year by the Annual Operating Expense Allowance Increase (cumulative) as specified in the Basic Lease Information. (d) With respect to the last Fiscal Year or partial Fiscal Year, as the case may be, during the Term, an adjustment will be made between Landlord and Tenant pursuant to Section 6.02, at the appropriate time after the Expiration Date. The provisions of the paragraph (d) shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs survive termination of any kind whatsoever this Lease with respect to such adjustment and any payments owing by either party to the Premisesother after termination hereof. Section 6.02. As used herein, "Operating Expense" means all expenses, costs, and Tenant hereby agrees to pay one hundred percent disbursements of every kind which Landlord pays or incurs in connection with the ownership, operation (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall includeincluding, without limitation, real estate the costs of utilities), and personal property taxes maintenance of the Building, Parking Areas, and assessmentsexterior areas contained within the boundaries described in Exhibit B upon which the Building is situated. All Operating Expenses shall be determined according to generally accepted accrual accounting principles which shall be consistently applied. Operating Expenses shall include, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurancebut are not limited to, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.following:

Operating Expenses. Unless modified Tenant will pay directly all Operating Expenses of the Premises in accordance with Exhibit Da timely manner and prior to delinquency, unless otherwise specified herein that Landlord shall pay directly such Operating Expenses and receive reimbursement from Tenant. In the event that Tenant fails to pay any Operating Expense within ten (10) days after written notice by Landlord to Tenant, and without being under any obligation to do so and without hereby waiving any default by Tenant, Landlord maintenance addendum, attached hereto, it is may pay any delinquent Operating Expenses. Any Operating Expense paid by Landlord and any expenses reasonably incurred by Landlord in connection with the intention payment of the parties delinquent Operating Expense may be billed immediately to Tenant, or at Landlord's option and they hereby agree that this shall upon written notice to Tenant, may be a triple net Lease, deducted from the Security Deposit. "Operating Expenses" means all costs and the expenses incurred by Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premisesownership, maintenance and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term operation of the Lease Premises including, but not limited to: insurance, maintenance, repair and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord replacement of operating the foundation, roof, walls, heating, ventilation, air conditioning, plumbing, electrical, mechanical, utility and maintaining the Building safety systems, paving and related parking areas, roads and shall includedriveways; maintenance of exterior areas such as gardening and landscaping, without limitationsnow removal and signage; maintenance and repair of roof membrane, real estate flashings, gutters, downspouts, roof drains, skylights and waterproofing; painting; lighting; cleaning; refuse removal; security; utilities for, or the maintenance of, outside areas; building personnel costs; personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, taxes; rentals or lease payments paid by Landlord for rented or leased personal property used in the cost of contesting the validity operation or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants maintenance of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions Premises; and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, fees for required licenses and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlypermits.

Operating Expenses. Unless modified The amount of the Annual Operating Expenses set forth in accordance with Exhibit DSection 1(g) above represents Tenant’s Share of the estimated Operating Expenses for the calendar year in which the Term commences. Landlord may adjust such amount from time to time if the estimated Annual Operating Expenses increase or decrease; Landlord may also invoice Tenant separately from time to time for Tenant’s Share of any extraordinary or unanticipated Operating Expenses. By April 30th of each year (and as soon as practical after the expiration or termination of this Lease or, at Landlord’s option, after a sale of the Property), Landlord maintenance addendum, attached hereto, it is shall provide Tenant with a statement of Operating Expenses for the intention preceding calendar year or part thereof. Within 30 days after delivery of the parties statement to Tenant, Landlord or Tenant shall pay to the other the amount of any overpayment or deficiency then due from one to the other or, at Landlord’s option, Landlord may credit Tenant’s account for any overpayment. If Tenant does not give Landlord notice within 30 days after receiving Landlord’s statement that Tenant disagrees with the statement and they hereby agree that this specifying the items and amounts in dispute, Tenant shall be deemed to have waived the right to contest the statement. Landlord’s and Tenant’s obligation to pay any overpayment or deficiency due the other pursuant to this Section shall survive the expiration or termination of this Lease. Notwithstanding any other provision of this Lease to the contrary, Landlord may, in its reasonable discretion, determine from time to time the method of computing and allocating Operating Expenses, including the method of allocating Operating Expenses to various types of space within the Building to reflect any disparate levels of services provided to different types of space. If the Building is not fully occupied during any period, Landlord may make a triple net Leasereasonable adjustment based on occupancy in computing the Operating Expenses for such period so that Operating Expenses are computed as though the Building had been fully occupied. The Building is intended to be part of a multi-building development on the Property and adjacent properties (the “Development”). Landlord may, at its option, treat the entire Development, or any portion thereof, as a single unified project for purposes of determining and allocating certain Operating Expenses that relate to the entire Development, such as real estate taxes. In such event, such Operating Expenses as Landlord elects to allocate based on the entire Development shall include the aggregate amount thereof for all buildings on the Property and adjacent properties and their attendant common areas included in the unified project, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever Tenant’s Share with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all such Operating Expenses as hereafter defined for shall be equal to a fraction, the entire term numerator of which is the number of rentable square feet of the Lease Premises and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include the denominator of which is the number of rentable square feet of all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust buildings on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions Property and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyadjacent properties.

Operating Expenses. Unless modified in accordance “Operating Expenses” shall mean all costs and expenses associated with Exhibit Dthe operation, Landlord management, maintenance addendum, attached hereto, it is the intention and repair of the parties Property, together with the Building’s share of costs associated with the operation, management, maintenance and they hereby agree that this shall be a triple net Leaserepair of the common areas of the Project. Operating Expenses include without limitation costs of: compliance with Landlord’s obligations under Section 10.03(c); planting and landscaping; snow removal; utility, water and sewage services; maintenance of signs (other than tenants’ signs); supplies, materials and equipment purchased or rented; total wage and salary costs paid to, and all contract payments made on account of, all persons engaged in the Landlord shall have no obligation to provide any servicesoperation, perform any acts or pay any expensesmaintenance, chargessecurity, obligations or costs cleaning and repair of any kind whatsoever with respect the Property, including Social Security, old age and unemployment taxes and so-called “fringe benefits” prorated to the Premises, and Tenant hereby agrees extent engaged in such services to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined or for the entire term Building; services furnished to tenants of the Lease Property, generally; maintenance, repair and any extensions thereof replacement of Building equipment and components; utilities consumed and expenses incurred in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord the operation, maintenance and repair of operating and maintaining the Building and related parking areas, and shall includeProperty including, without limitation, real estate oil, gas, hot/chilled water, and electricity (other than electricity to tenants in their demised premises if Tenant is directly responsible for payment under this Lease on account of electricity consumed by Tenant); workers’ compensation insurance and property, liability and other insurance premiums; personal property taxes taxes; rental or lease payments paid by Landlord for rented or leased personal property used in the operation or maintenance of the Property; fees for required licenses and permits; refuse removal; security; an administrative fee in the initial amount of [***] per rentable square foot, increasing by [***] per rentable square foot after the third (3rd) Lease Year and every third (3rd) Lease Year thereafter, subject to a cap of [***] per rentable square foot during the initial term of this Lease and then increasing to a flat [***] per rentable square foot (i.e. without further increases) effective on the commencement of the Extension Term; Landlord’s “Percentage Share” of “CAM Charges” (as defined in the Declaration); any periodic assessments, both regular and special, for which Landlord is or becomes responsible under the Project Documents; and costs incurred by Landlord to comply with the terms and conditions of any governmental approvals affecting operations of the Property (including without limitation the Project Documents). Landlord may use third parties or affiliates to perform any of these services (subject to the limitations on Operating Expenses attributable to services performed by affiliates expressly set forth in the immediately following paragraph), and the cost thereof shall be included in Operating Expenses, provided that Operating Expenses shall not include any property management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, other than the administrative fee described above. Landlord shall reasonably allocate the cost of contesting any Operating Expenses incurred jointly for the validity Property and any other property. In addition, if Landlord from time to time repairs or applicability of replaces any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining existing improvements or equipment or installs any new improvements or equipment to the Building (including without limitation energy conservation improvements or other improvements), then the cost of such items that are treated as capital expenses pursuant to generally accepted accounting principles (to the extent not excluded below) shall be amortized over their useful life, as reasonably determined by Landlord, together with interest at an actual or imputed interest rate (at the prime rate of interest then being charged by the Bank of America or its successors, plus 4%) and related parking areas, unless expressly excluded from operating expensesincluded in Operating Expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) Operating Expenses shall not include include: the cost of designing and constructing the Landlord Work; the costs of initial contributions, exactions, and costs of a capital nature, for which Landlord is or becomes responsible under the Project Documents (except (i) housing exactions in the amount of $5.49 per square foot of gross floor area, as defined in the Boston Zoning Code, of the Building, payable in 12 equal annual installments following the issuance of a certificate of occupancy in accordance with the “Development Impact Project Agreement” listed on Exhibit 2.01(f) and (ii) such costs to the extent included in the CAM Charges paid to FPOC for administration of the Common Areas and Facilities); and costs incurred by Landlord in order to construct the Building and any expense chargeable other improvements at the Property and Project in compliance with the terms and conditions of any governmental approvals affecting operations of the Property (including without limitation the Project Documents), the cost of casualty repairs to a capital account the extent covered by insurance (except for reasonable deductibles paid by Landlord under insurance policies maintained by Landlord); costs associated with the operation of the business of Landlord and/or the sale and/or financing of the Property, as distinguished from the cost of Property operations, maintenance and repair; any ground or capital improvementunderlying lease rental; costs of disputes between Landlord and its employees, ground leasestenants or contractors; principal bad debt expenses and interest, principal, points and fees on debts or interest payments amortization on any mortgage or deed of trust on other debt instrument encumbering the premisesBuilding or the Property; (ii) any amount for which costs incurred by Landlord to the extent that Landlord is reimbursed through insurance, by insurance proceeds or is otherwise reimbursed by third personsparties; expenses in connection with services or other benefits that are not offered to Tenant or to the extent that any other tenant is charged for directly; management fees paid or charged by Landlord in connection with the management of the Building; amounts paid to Landlord or to subsidiaries or affiliates of Landlord for goods and/or services in the Building to the extent the same exceeds the costs of such goods and/or services rendered by unaffiliated third parties on a competitive basis; costs associated with the operation of the business of the entity which constitutes Landlord as the same are distinguished from the costs of operation of the Building, including accounting and legal matters; costs of selling, syndicating, financing, mortgaging or hypothecating any of Landlord’s interest in the Building; salaries of executives and owners not directly employed in the management/operation of the Building; the cost of work done (including without limitation leasehold improvements and redecoration work) or services furnished by Landlord exclusively for a particular tenant; the cost of soil and groundwater testing, remediation and other response actions, except to the extent the need therefor arises from any negligence or willful misconduct of Tenant or Tenant’s employees, agents or contractors, or directly by any default of Tenant under this Lease; advertising and other tenants fees and costs (including without limitation legal, architectural and brokerage fees and tenant improvement allowances) incurred in procuring tenants; costs incurred in connection with causing the Base Building Work to comply with Legal Requirements existing as of the premisesCommencement Date; repairs, alterations, additions, improvements or replacements made to rectify or correct any defect in the design, materials or workmanship of the Base Building Work or common areas during any warranty period (iiito the extent covered by warranty) repair or to comply with any requirements of any governmental authority in effect as of the Commencement Date; costs of repairs, restoration, replacements or other work occasioned by (i) fire, windstorm or other casualtycasualty and either (a) paid by insurance required to be carried by Landlord under this Lease, or (b) otherwise paid by insurance (not including any deductible paid by Landlord) then in effect obtained by Landlord, (ivii) the exercise by governmental authorities of the right of eminent domain, whether such taking be total or partial, to the extent that Landlord is compensated by such governmental authority for such repairs, restoration, replacements or other work, or (iii) the act of any constructionother tenant in the Building, or any other tenant’s agents, employees, licensees or invitees to the extent the applicable cost is recovered from such person; Landlord’s general overhead and administrative expenses not related to the Building; non-cash items, such as deductions for depreciation and amortization of the Building (except with respect to capital expenditures as specified above) and the Building equipment, or interest on capital invested; costs incurred due to violation by Landlord or any other tenant in the Building of the terms and conditions of any lease; salaries, wages, or other compensation to any employee of Landlord to the extent not assigned to the operation, management, maintenance, or repair of the Building, including accounting or maintenance clerical personnel and other overhead expenses or obligations that are the sole responsibility of Landlord (not except to the extent providing services, such as accounting, for which Landlord would otherwise use a third-party provider); costs of the initial construction of the Base Building Work; repair of defects in the Base Building Work identified in the one year period after substantial completion of the Base Building Work; any expenses related to real estate taxes, insurance, and all expenses for the construction, operation, repair and maintenance of the Parking Garage. None of the foregoing exclusions from Operating Expenses shall be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises deemed to any other party, (vi) any expense representing an amount paid entitle Tenant to an affiliate or subsidiary exclusion on account of any portion of CAM Charges, Tenant acknowledging that Landlord which is may vote as part of FPOC on matters affecting the CAM Charges but does not control FPOC. [***]. Tenant shall pay Tenant’s Pro Rata Share of Operating Expenses in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyaccordance with Section 4.02.

Operating Expenses. Unless modified in accordance with Exhibit D, Tenant agrees to pay to Landlord maintenance addendum, attached hereto, it is the intention Tenant’s Proportionate Share of all services and other operating expenses of the parties and they hereby agree Project (collectively “Operating Expenses”) that this shall be a triple net Lease, and the are provided by Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Project in each calendar year. Operating Expenses shall include all reasonable and necessary expenses incurred by Landlord in the ownership, operation, maintenance, repair and management of the Project in which the Premises are located, including, but not limited to the following: (i) Repair, maintenance, utility costs and landscaping of the Common Area, including, but not limited to, any and all costs of maintenance, repair and replacement of all parking areas (including bumpers, sweeping, and striping), loading and unloading areas, trash areas, common driveways, sidewalks, outdoor lighting, signs, directories, walkways, parkways, landscaping, irrigation systems, fences and gates and other costs which are allocable to the real property of which the Premises are a part; (ii) Non-structural repairs to and maintenance of the roof (and roof membrane), skylights and exterior walls of the Building (including painting); (iii) The costs relating to the insurance maintained by Landlord with respect to the Project; (iv) Maintenance contracts for heating, ventilation and air-conditioning (HVAC) systems and elevators, if any; (v) Maintenance, monitoring and operation of the fire/life safety and sprinkler system; (vi) Trash collection, security services; water and sewage service; electricity; (vii) Capital improvements made to or capital assets acquired for the Project after the Commencement Date that are intended to reduce Project Operating Expenses or are reasonably necessary for the health and safety of the occupants of the Building or are required under any governmental law or regulation, which capital costs, or an allocable portion thereof, shall be amortized over its useful life as commercially reasonable determined by Landlord, together with interest on the unamortized balance at the rate of ten percent (10%) per annum; Landlord’s Initials CZ Tenant’s Initials HZ (viii) Real Property Taxes; (ix) All costs and fees incurred by Landlord in connection with the management of this Lease and the Premises, including the cost of those services which are customarily performed by a property management services company, together with a management fee to Landlord for accounting and Tenant hereby agrees project management services relating to pay one hundred the Project in an amount equal to four percent (1004%) of any and all Operating Expenses as hereafter defined for the entire term sum of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include gross rents received by Landlord from all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid tenants in the absence of such relationship, Project; and (x) Any other commercially reasonable maintenance costs incurred by Landlord related to the Project as a whole and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlynot related solely to the Tenant.

Operating Expenses. Unless modified Commencing on the Commencement Date, and continuing thereafter on the first day of each month of the Term, Licensee shall pay to Licensor an amount equal to 1/12 of Licensee’s Share of Licensor’s written estimate of Operating Expenses for the Property and the Project for each calendar year during the Term but calculated as though the Licensed Premises contained 12,776 rentable square feet. Licensee’s Share of Operating Expenses for the Property is 29.30% and Licensee’ Share of Operating Expenses for the Project is 6.09%; provided, however that the same are subject to adjustment by Licensor based on renovations at the Project being undertaken by Licensor. Payments for any fractional calendar month shall be prorated. The term “Operating Expenses” means all costs and expenses, including but not limited to utilities, common area expenses, administration rent, taxes and insurance, reasonably determined by Licensor, in accordance with Exhibit DLicensor’s normal practice, Landlord maintenance addendum, attached hereto, it is the intention to be properly allocable to occupants of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expensesProperty. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) Licensee shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount be responsible for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants 100% of the premisescosts of all utilities furnished or provided to the Licensed Premises and/or Licensee. Licensee shall be responsible for obtaining and paying for its own janitorial services for the Licensed Premises. Promptly after the expiration or earlier termination of this Agreement, Licensor shall furnish to Licensee a statement (iiia “Reconciliation Statement”) repair costs occasioned by fire, windstorm or other casualty, showing in reasonable detail: (iva) any construction, repair or maintenance expenses or obligations that are the sole responsibility total and Licensee’s Share of Landlord (not to be reimbursed by Tenant), (v) leasing commissions actual Operating Expenses for the Property and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary Project for the Term of Landlord which is in excess of the amount which would be paid in the absence of such relationshipthis Agreement, and (viib) costs the total of items Licensee’s payments in respect of Operating Expenses for the Property and services the Project for which Tenant reimburses Landlord Term of this Agreement. If Licensee’s Share of actual Operating Expenses exceeds Licensee’s payments of Operating Expenses, the excess shall be due and payable by Licensee within 30 days after delivery of such Reconciliation Statement to Licensee. If Licensee’s payments of Operating Expenses exceed Licensee’s Share of actual Operating Expenses, Licensor shall pay such excess amount to Licensee within 30 days after delivery of such Reconciliation Statement, except that after the expiration, or pays third persons directlyearlier termination of the Term, Licensor shall pay the excess to Licensee after deducting all other amounts due Licensor under this Agreement. All payments required to be made to Licensor pursuant to this Agreement shall be made without demand, abatement, deduction or set-off in lawful money of the United States of America and remitted to Licensor at the address set forth below (as the same may be changed from time to time by Licensor upon written notice from Licensor to Licensee): ▇.▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇

Operating Expenses. Unless modified All actual costs and expenses incurred by Landlord during any calendar year in managing, operating and maintaining the Building and the Land (as well), as determined by Landlord in accordance with Exhibit Dan accounting system established and regularly applied by Landlord. Such costs and expenses shall include, but not be limited to, the cost of water, gas (only for the Common Areas), sanitary sewer, storm sewer, electricity (only for the Common Areas), and other utilities, trash removal, telephone services, insurance, janitorial and char services (only for the Common Areas), and supplies, security services, labor costs (including social security taxes and contributions and fringe benefits), charges under maintenance and service contracts (including, but not limited to, chillers, boilers, elevators, window and security services), central heating and air conditioning, management fees, business taxes, license fees, public space and vault rentals and charges, costs, charges and other assessments made by or for any entity operating a business improvement district in which the Building is located, condominium fees, assessments, dues, expenses, and other charges which are paid by Landlord maintenance addendum, attached hereto, it is the intention as a result of the parties and they hereby agree that this shall be Building, the Land or part or all of both being part of a triple net Leasecondominium, and the cost of any equipment or services provided by Landlord in connection with the servicing, operation, maintenance, repair and protection of the Building and the Land and related exterior appurtenances (whether or not provided on the Lease Commencement Date). Operating Expenses shall include the cost of capital improvements made by Landlord to manage, operate or maintain the Building, together with any financing charges incurred in connection therewith, provided that such costs shall be amortized over the useful life of the improvements and only the portion attributable to the calendar year shall be included in Operating Expenses for the calendar year; further provided, that capital expenditures shall be limited to (a) improvements or building elements added to the Building which in Landlord’s reasonable judgment will increase the efficiency of the Building (i.e., are reasonably anticipated by Landlord to reduce Operating Expenses as they relate to the item which is the subject of the capital expenditure or to reduce the rate of increase in the Operating Expense which relates to the item which is the subject of the capital expenditure from what it otherwise may have no obligation been reasonably anticipated to provide be in the absence of such capital expenditure), and (b) improvements or replacements which are required to comply with the requirements of any serviceslaws, perform regulations, or insurance or utility company requirements, except with respect to conditions existing in violation thereof on the Lease Commencement Date. Operating Expenses shall not include: (i) Real Estate Tax Expenses; (ii) payments of principal and interest on any acts Mortgages; (iii) leasing commissions; (iv) costs of preparing, improving or pay altering any expensesspace in preparation for occupancy of any new or renewal tenant; (v) capital expenditures, charges, obligations except as specified above; (vi) costs of electricity supplied to the individual premises of tenants of the Building and the costs of special services and utilities separately paid by particular tenants of the Building; (vii) costs which are reimbursed to Landlord by insurers or by governmental authorities in eminent domain proceedings; (viii) advertising for space in the Building; (ix) costs of any kind whatsoever with respect equipment , services or utilities which are provided solely to one or more retail tenants of the Building, (x) ground rent or other rental payments made under any ground lease or underlying lease except to the Premisesextent that the same constitutes real estate taxes, insurance premiums or the like; (xi) salaries, wages, or other compensation paid to officers or executives of Landlord (i.e., employees above the level of portfolio manager); (xii) salaries, wages, or other compensation or benefits paid to off-site employees or other employees of Landlord who are not assigned full-time to the operation, management, maintenance, or repair of the Building; provided however, Operating Expenses shall include Landlord's reasonable allocation of compensation paid for the wages, salary, or other compensation or benefits paid to the employees at or below the level of portfolio manager, if offsite, who are assigned part-time to the operation, management, maintenance, or repair of the Building (including, but not limited to, accountants and Tenant hereby agrees engineers); (xiii) any costs, fines or penalties incurred due to pay the violation by Landlord of any governmental rule or authority, if such violation existed as of the Lease Commencement Date; (xiv) costs incurred in connection with disputes with tenants, other occupants, or prospective tenants, or costs and expenses incurred in connection with negotiations or disputes with employees, consultants, management agents, leasing agents, purchasers or mortgagees of the Building; (xv) costs incurred in connection with the sale, financing, refinancing, mortgaging, selling or change of ownership of the Building; (xvi) costs arising from the presence of Hazardous Materials in or about or below the Land or the Building, including without limitation, hazardous substances in the groundwater or soil (unless introduced into, caused or exacerbated by Tenant); and (xvii) any amounts paid to any person, firm, or corporation related to or otherwise affiliated with Landlord or any general partner, officer or director of Landlord or any of its general partners to the extent they exceed arm’s-length competitive prices paid in Rockville, Maryland for similar services of comparable quality rendered by persons or entities of similar skill, competence and experience. In the event that, during any calendar year or portion thereof during the Term, Landlord shall furnish any utility or service which is included in the definition of Operating Expenses to less than one hundred percent (100%) of the rentable area of the Building because (i) less than all of the rentable area of the Building is occupied, (ii) any and all such utility or service is not desired or required by any tenant, or (iii) any tenant is itself obtaining or providing any such utility or service, then the Operating Expenses as hereafter defined for such calendar year shall be increased to equal the total expenses that Landlord reasonably estimates it would have incurred if Landlord had provided all such utilities and services to one hundred percent (100%) of the rentable area of the Building for the entire term calendar year. For example, if the average occupancy rate of the Lease Building during a calendar year is eighty percent (80%), the janitorial contractor's charges are $1.00 per occupied rentable square foot per year, and any extensions thereof the Building contains one hundred thousand (100,000) rentable square feet of space, then it would be reasonable for Landlord to estimate that, if the Building had been one hundred percent (100%) occupied during the entire calendar year, janitorial charges for such calendar year would have been One Hundred Thousand Dollars ($100,000) and to compute the Operating Expenses for such calendar year accordingly. In no event shall the provisions of this paragraph be used to enable Landlord to collect from the tenants of the Building more than one hundred percent (100%) of the costs and expenses incurred by Landlord in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of managing, operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyLand.

Operating Expenses. Unless modified If, with respect to any Lease Year or fraction thereof, LESSOR'S 0perating Expenses Allocable to the Leased Premises, as hereinafter defined, shall for such Lease Year of fraction thereof exceed the product of (a) LESSEE's Share of Operating Expenses Included in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is Annual Fixed Rent multiplied by (b) the intention Total Rentable Floor Area of the parties Leased Premises, then on or before the thirtieth day following receipt by LESSEE of written notice from LESSOR as provided below, LESSEE shall pay to LESSOR, as Additional Rent, the amount of such excess. For any Lease Year or fraction thereof for which LESSEE shall owe Operating Expenses as herein provided, LESSOR shall deliver to LESSEE a statement in reasonable detail showing for said Lease Year or fraction thereof, as the case may be, ▇▇▇▇▇▇'s operating expenses for the Property ("Operating Expenses'), excluding costs of special services rendered to lessees (including LESSEE) for which a separate charge is otherwise made, but including, without limitation: premiums for insurance for fire and they hereby agree that this shall be a triple net Leaseextended casualty, general and excess liability, rent insurance, and any necessary endorsements pertaining to these policies or, if there be any mortgage (5) of the Landlord shall have no obligation lot or improvements, or both, insurance as may be required by the holder of the mortgage(s); compensation and all fringe benefits, workmen's compensation insurance premiums and payroll taxes paid by ▇▇▇▇▇▇ to, for, or with respect to provide any servicesall persons engaged in the operating, perform any acts maintaining, or pay any expensescleaning of the Property in proportion to the percentage of such employee's time spent with respect to such property, as evidenced by time cards or other record keeping mechanisms; steam, water, sewer, gas, telephones, and other utility charges, obligations and electricity charges attributable to the common areas; cost of providing conditioned water for HVAC services attributable to the common areas; cost of building and cleaning supplies and equipment; rental costs for equipment used in the operating, cleaning, maintaining, or repairing of the property; cost of maintenance, cleaning, repairs, including those with respect to elevators, (other than repairs and other expenditures not properly chargeable against income or for which ▇▇▇▇▇▇ has received reimbursement from contractors under guaranties or insurance proceeds under insurance). LESSOR's reasonable accounting and legal costs applicable to the operation and management of the Property; management costs incurred in respect of the Property; cost of snow and trash removal and care of landscaping; payments under service contracts with contractors including security services and janitorial services attributable to the common areas; costs of any kind whatsoever with respect road or parking lot maintenance allocable to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, Property; the cost of contesting any capital improvement made for the validity purpose of reducing operating expenses which costs shall be amortized over such reasonable period as the LESSOR shall reasonably determine equals the useful life of such capital improvement together with interest on the unamortized balance at the base lending rate charged by a major commercial bank designated by the LESSOR on funds said bank ordinarily loans for the purpose of constructing, installing or applicability of any governmental acts which may affect operating expensesmaking similar, and all other direct operating costs of operating reasonable and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance necessary expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred paid in connection with leasing the operation, cleaning, maintenance and repair of the Property. The following shall be excluded from Operating Expenses: any costs or expenses incurred by ▇▇▇▇▇▇ in construction and development of the Building; payment of principal, interest and other changes on mortgages and ground rent; salaries of executives and principals of LESSOR (except as may be attributable to actual building operations), expenses for repairs, replacement or other work necessitated by insured fire or other casualty (including the action of any public authority in consequence thereof) or by any taking by eminent domain; the cost of correcting defects, except that conditions (not occasioned by construction defects) resulting from ordinary wear and tear shall not be deemed defects for this purpose; depreciation or amortization; costs relating to lessees' alterations; principal and interest on ▇▇▇▇▇▇'s indebtedness; costs for which LESSOR, by the terms of this Lease or any other lease for space within the Property makes a separate charge; charges for utilities exclusively serving other Lessees or LESSOR; and all other items, or portions thereof, which under generally accepted accounting principles as generally applied in the real estate industry for similar properties are not properly classified as Operating Expenses for the Property or are properly classified as capital expenditures. Cost of all LESSOR's services provided by LESSOR or its affiliates shall not exceed the commercially comparable rates for such services to similar first class buildings in the city where the building is located. LESSOR reserves the right at any time during a Lease Year to bill LESSEE in equal monthly payments, on account, but as Additional Rent due with the next succeeding month's payment of Annual Fixed Rent, for the amount of increases in Operating Expenses in the event the LESSOR's Operating Expenses Allocable to the Leased Premises (as hereinafter defined) exceed the product of (a) LESSEE's Proportionate Share of Operating Expenses Included in Annual Fixed Rent and (b) the Total Rentable Floor Area of the Leased Premises. ▇▇▇▇▇▇'s Operating Expenses Allocable to the Leased Premises shall exclude any expenses otherwise separately billed to LESSEE, and shall be the sum of the following: (a) in the case of certain of the Operating Expenses attributable to the entire Property but not to any specific lessees, said Operating Expenses multiplied by ▇▇▇▇▇▇'s Proportionate Share of Operating Expenses as set forth in Article 1 above; (b) in the case of certain Operating Expenses attributable not to the entire Property but to certain specific lessees including ▇▇▇▇▇▇, said Operating Expenses multiplied by the fraction the numberator of which is the Total Rentable Floor Area of the Leased Premises, and the denominator of which is the total rentable floor area located of all leased premises within the Property, including the Leased Premises, to which such Operating Expenses are attributable; (c) any Operating Expenses attributable specifically to LESSEE. Operating Expenses, if any, attributable to LESSEE's use of the Property during other than normal business hours (8:00 a.m. until 6:00 p.m., Monday through Friday, and 8:00 a.m. until 12: noon Saturdays, locally observed state and federal holidays excepted) may at LESSOR's option be billed separately and directly to LESSEE as Additional Rent except the LESSOR agrees that there shall be no additional costs assessed to LESSEE for building or HVAC for the Leased Premises and common areas outside of such regular business hours long as LESSEE operates its use at customary levels. The HVAC will be functional 7 days a week, 24 hours a day, but will be reduced by not more than 10 degrees, plus or minus, outside normal business hours which are 8:00 am to 6:00 pm Monday through Friday. LESSOR shall have the right from time to time to change the period of accounting for Operating Expenses to any period other than a Lease Year, and upon any such change, all expense items referred to in this Article shall be appropriately reapportioned. In all statements rendered to LESSEE under this Section amounts for periods partially within and partially without the accounting periods shall be appropriately apportioned. Any cost which is not determinable at the time of a statement may at LESSOR's discretion be included therein on the premises basis of ▇▇▇▇▇▇'s estimate, and ▇▇▇▇▇▇ shall render to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence LESSEE after determination of such relationshipcost if different from ▇▇▇▇▇▇'s estimate, a supplemental statement and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyappropriate adjustment shall be made according thereto.

Operating Expenses. Unless modified The total of all actual costs and expenses incurred by Landlord and except to the extent expressly provided below, calculated in accordance with Exhibit Dgenerally accepted accounting principles, Landlord maintenance addendumin connection with the management, attached heretooperation, it is the intention ownership, maintenance, cleaning, protecting, servicing and repair of the parties Project and they hereby agree that performing Landlord’s obligations under this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect Lease (but not related to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) acquisition or initial construction of any and all Landlord’s Work). Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate (i) the cost of providing, owning, managing, operating, maintaining and personal property taxes repairing air conditioning, sprinkler, fire and assessmentslife safety, management feeelectricity, plumbing, steam, heating, electricitymechanical, waterventilation, waste disposalCommon Area lighting, sewageescalator and elevator systems and all other utilities and the cost of supplies, operating materials including, without limitation, replacement lamps and ballasts, and equipment and maintenance and service contracts in connection therewith and including any costs related to maintaining and managing the Building with green building standards (e.g., costs related to maintaining and managing LEED and/or AEGB certification, but not costs to obtain such certification); (ii) the cost of repairs, replacements, general maintenance and cleaning, trash removal, telephone service, janitorial service, and supplies, service agreements security, indoor and chargesoutdoor landscaping, lawn careand other Project services, snow removalif any; (iii) the cost (including deductibles) of fire, restripingextended coverage, repairsboiler, repavingsprinkler, cleaning apparatus, commercial general liability, property damage, rent, earthquake, hurricane and custodialother insurance; (iv) market based wages, securitysalaries and other labor costs including taxes, insurance, retirement, medical and other employee benefits for all staff performing services related to the Building, including without limitation, Project accounting and accounts receivable and payable personnel; (v) fees, charges and other costs, including management fees, consulting fees, legal fees and accounting fees, of all independent contractors engaged by Landlord or reasonably charged by Landlord if Landlord performs any such services in connection with the Project (Landlord and Tenant agree the management shall not exceed three percent (3.0%) of Gross Project Income, calculated prior to the inclusion of said management fee in Gross Project Income); (vi) the fair market rental value of the Project manager’s offices and storage areas in the Building, provided said offices and storage areas are devoted to the management, operation, maintenance or repair of the Project (or to the extent such areas are devoted to other properties, then pro rata to the Project and such other properties); (vii) the cost of business taxes and licenses; (viii) fees, charges, assessments and other amounts imposed by any property owners association, condominium association or federal, state or local government for fire and police protection, trash removal, maintenance or other services which do not constitute Real Property Taxes as defined below; (ix) any charges which are payable by Landlord to a special assessment district or imposed upon Landlord pursuant to any lawful means; (x) the costs of contesting the validity or applicability of any governmental acts enactment which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premiseswould increase Operating Expenses; (iixi) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair capital costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located improvements to the Building or Project, to Building Systems or Service Facilities, or to equipment or personal property used in the maintenance, operation or repair of the Building or Project, which are reasonably anticipated to achieve economies or to reduce costs in the operation, maintenance or repair of the Project or portion thereof, to upgrade Building security, or to comply with Applicable Laws; provided, however, the same shall be amortized (including interest on the premises unamortized cost) over the cost recovery period (i.e., the anticipated period to any other partyrecover the full cost of such capital item), (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid relevant capital item as reasonably determined by Landlord; (xii) depreciation of the cost of acquiring, or the rental expense of, personal property used in the absence maintenance, operation and repair of such relationship, the Building or Project; and (viixiii) costs Real Property Taxes. Operating Expenses that vary according to the occupancy of items and services the Building shall be adjusted to reflect one hundred percent (100%) occupancy of the Building for any period in which Tenant reimburses the Building is not one hundred percent (100%) occupied or if Landlord or pays third persons directly.is not providing a comparable level of service to one hundred percent (100%) of the Building. Landlord shall use a consistent methodology from year to year when making any such adjustments. Operating Expenses shall not include the following:

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention The amount and percentage of the parties Annual Operating Expenses set forth in Section 1(g) and they hereby agree that this shall be a triple net LeaseSection 1(h) above represents Tenant’s Share of the estimated Operating Expenses for the calendar year in which the Term commences, and includes the cost of utilities and services for the Common Areas, and the cost of water, and other utilities and services supplied to the Premises, except as set forth below but excludes the costs of electricity and other utilities and services that are separately metered to the Premises or which are Tenant’s responsibility, which shall be paid by Tenant directly to the utility or service provider(s) as set forth in Section 7 of this Lease, except as otherwise provided herein. As part of Landlord’s Work, Landlord shall have no obligation cause a submeter to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect be installed for the electric service to the Premises, and Tenant hereby agrees shall timely pay all electric utility charges directly to Landlord. Landlord shall provide annually prior to January 1 of each calendar year a reasonable estimate of the Annual Operating Expenses due for such calendar year, and Tenant shall pay Tenant’s Share of such estimate in equal installments on a monthly basis as part of Rent. Landlord may adjust such amount from time to time if the estimated Annual Operating Expenses increase or decrease. Landlord may also invoice Tenant separately from time to time for T▇▇▇▇▇’s Share of any extraordinary or unanticipated Operating Expenses. By April 30th of each calendar year (and as soon as practical after the expiration or termination of this Lease or, at Landlord’s option, after a sale of the Property), Landlord shall provide Tenant with a statement of actual Operating Expenses representing Tenant’s Share for the preceding calendar year or part thereof. Within thirty (30) days after delivery of the statement to Tenant, Landlord or Tenant shall pay to the other the amount of any overpayment or deficiency then due from one to the other or, at L▇▇▇▇▇▇▇’s option, Landlord may credit T▇▇▇▇▇’s account for any overpayment. If Tenant does not give Landlord notice within ninety (90) days after receiving Landlord’s statement that T▇▇▇▇▇ disagrees with the statement and specifying the items and amounts in dispute, Tenant shall be deemed to have waived the right to contest the statement. L▇▇▇▇▇▇▇’s and Tenant’s obligation to pay one hundred percent (100%) any overpayment or deficiency due the other pursuant to this Section 6 shall survive the expiration or termination of this Lease. Notwithstanding any other provision of this Lease to the contrary, Landlord may, in its reasonable discretion, determine from time to time the method of computing and all allocating Operating Expenses, including the method of allocating Operating Expenses as hereafter defined for the entire term to various types of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining space within the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost to reflect any disparate levels of contesting the validity or applicability services provided to different types of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining space. If the Building and related parking areasis not fully occupied during any period, unless expressly excluded from operating expenses. Notwithstanding Landlord may make a reasonable adjustment based on occupancy in computing the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on Operating Expenses for such period so that Operating Expenses are computed as though the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyBuilding had been fully occupied.

Operating Expenses. Unless modified (a) The amount of the Annual Operating Expenses set forth in Section 1 above represents Tenant’s Share of the estimated Operating Expenses for the calendar year in which the Term commences. Landlord may adjust such amount from time to time if the estimated Annual Operating Expenses increase or decrease; Landlord may also invoice Tenant separately from time to time for Tenant’s Share of any extraordinary or unanticipated Operating Expenses, but not more than two (2) times per calendar year. Each year (and as soon as practical after the expiration or termination of this Lease or, at Landlord’s option, after a sale of the Property), Landlord shall provide Tenant with a statement of Operating Expenses (“Statement”) for the preceding calendar year or part thereof. Within 30 days after delivery of the Statement to Tenant, Landlord or Tenant shall pay to the other the amount of any overpayment or deficiency then due from one to the other or, at Landlord’s option, Landlord may credit Tenant’s account for any overpayment. (b) If Tenant does not give Landlord notice within sixty (60) days after receiving Landlord’s Statement that Tenant disagrees with the Statement and specifying the items and amounts in dispute, Tenant shall be deemed to have waived the right to contest such Statement. If Tenant disagrees with such Statement, Tenant shall, pending the resolution of such dispute, nonetheless pay all of Tenant’s Share of the Annual Operating Expenses in accordance with Exhibit Dthe Statement furnished by Landlord. Tenant, at Tenant’s expense (except as set forth below), may audit the Statement or reconciliation under the following conditions: (A) Tenant provides notice of its intent to audit within sixty (60) days after receiving the Statement setting forth with specificity the items in dispute; (B) the audit is performed by Tenant or a certified public accountant that has not been retained on a contingency basis or other basis where its compensation relates to the cost savings of Tenant; (C) the audit is completed no later than sixty (60) days after the date Landlord maintenance addendum, attached hereto, it is the intention makes all of the parties necessary books and they hereby agree that this records available to Tenant or Tenant’s auditor and provides written notice of such availability to Tenant; (D) the audit must be conducted during normal business hours, at the location where Landlord maintains its books and records; (E) the contents of the books and records of Landlord shall be kept confidential by Tenant, its auditor and its other professional advisors, other than as required by Laws or in connection with any legal proceeding between the parties; and (F) in the event that Tenant or its auditor determines that an overpayment is due Tenant, Tenant or Tenant’s auditor shall produce a triple net Lease, and the detailed report addressed to both Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent with its calculated conclusions within fifteen (100%15) of any and all Operating Expenses as hereafter defined for days after the entire term completion of the Lease audit. Landlord and Tenant shall work together in good faith to resolve any extensions thereof issues raised in accordance with specific provisions hereinafter set forthTenant’s audit. The term Operating expenses shall include all costs to Landlord Upon the resolution of operating and maintaining the Building and related parking areassuch dispute, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs amount due Tenant (and Tenant's obligations in relation theretoif any) shall not include be credited against future payments of Rent or, if no further Rent is due, pay such amount to Tenant within thirty (i30) any expense chargeable to a capital account or capital improvementdays after the date of such resolution. Tenant shall be responsible for all costs, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses fees incurred in connection with leasing its audit; provided, however, if the parties determine through Tenant’s audit that Tenant has overpaid its Annual Operating Expenses by more than five percent (5%), Landlord shall pay the reasonable third-party costs of such audit not to exceed $2,000.00. Landlord’s and Tenant’s obligation to pay any overpayment or deficiency due the other pursuant to this Section and Tenant’s examination rights set forth in this subsection (b) shall survive the expiration or termination of this Lease. Notwithstanding any other area located provision of this Lease to the contrary, Landlord may, in its reasonable discretion, determine from time to time the method of computing and allocating Operating Expenses, including the method of allocating Operating Expenses to various types of space within the Building to reflect any disparate levels of services provided to different types of space. If the Building is not fully occupied during any period, Landlord may make a reasonable adjustment based on occupancy in computing the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of Operating Expenses that vary based on occupancy for such period so that such Operating Expenses are computed as though the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyBuilding had been fully occupied.

Operating Expenses. Unless modified Tenant will pay directly all Operating Expenses of the Premises in accordance with Exhibit Da timely manner and prior to delinquency, unless otherwise specified herein that Landlord shall pay directly such Operating Expenses and receive reimbursement from Tenant. In the event that Tenant fails to pay any Operating Expense within ten (10) days after written notice by Landlord to Tenant, and without being under any obligation to do so and without hereby waiving any default by Tenant, Landlord maintenance addendum, attached hereto, it is may pay any delinquent Operating Expenses. Any Operating Expense paid by Landlord and any expenses reasonably incurred by Landlord in connection with the intention payment of the parties delinquent Operating Expense may be billed immediately to Tenant, or at Landlord's option and they hereby agree that this shall upon written notice to Tenant, may be a triple net Lease, deducted from the Security Deposit. "Operating Expenses" means all costs and the expenses incurred by Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premisesownership, maintenance and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term operation of the Lease Premises including, but not limited to: insurance, maintenance, repair and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord replacement of operating and maintaining the Building and related parking areasfoundation, and shall includeroof, without limitation, real estate and personal property taxes and assessments, management feewalls, heating, electricityventilation, waterair conditioning, waste disposalplumbing, sewageelectrical, operating materials mechanical, utility and suppliessafety systems, service agreements maintenance and chargesrepair of roof membrane, lawn careflashings, snow gutters, downspouts, roof drains, skylights and waterproofing; painting; lighting; cleaning; refuse removal; security; utilities for, restripingor the maintenance of, repairsoutside areas; building personnel costs; personal property taxes; rentals or lease payments paid by Landlord for rented or leased personal property used in the operation or maintenance of the Premises; and fees for required licenses and permits. Operating Expenses shall exclude (a) legal fees, repavingbrokerage commissions, cleaning advertising costs and custodialother related expenses incurred in connection with the leasing of the Buildings (or any portion thereof); (b) wages, securitysalaries benefits, insuranceperquisites and compensation paid or given to (i) executives, shareholders, officers, directors or partners of Landlord, (ii) any principal or partner of the cost entity from time to time comprising Landlord, or (iii) off-site employees and employees at the Buildings above the level of contesting building manager; (c) Landlord’s general overhead and administrative expenses not related to the validity Buildings; (d) payments of principal or applicability interest on any mortgage or other encumbrance including ground lease payments and points, commissions and legal fees associated with financing; (e) non-cash items, such as deductions for depreciation and amortization of the Buildings and related equipment, or interest on capital invested; and (f) costs incurred in connection with the actual or contemplated sales, financing, refinancing, mortgaging, syndicating, selling, or change of ownership interest of the Buildings (or any governmental acts which may affect operating expensesportion thereof), including brokerage commissions, attorneys, and all other direct operating costs of operating accountants’ fees, closing costs, title insurance premiums, transfer taxes and maintaining the Building and related parking areas, unless expressly excluded from operating expensesinterest charges. Notwithstanding the foregoing, operating costs (Operating Expenses shall include all costs, expenses, charges, fees, interest and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not amounts required to be reimbursed by Tenantpaid pursuant to the CC&Rs (as hereinafter defined), including, without limitation, all costs and expenses levied against the Premises by the Chestnut Hill Avenue Primary Condominium Association (vor its board on its behalf) leasing commissions and other expenses incurred (the “Association”) in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyProject.

Operating Expenses. Unless modified All Taxes, costs, expenses and disbursements of every kind and nature which Landlord shall pay or become obligated to pay in accordance connection with Exhibit Dthe ownership, Landlord maintenance addendummanagement, attached heretooperation, it is the intention maintenance, replacement and repair of the parties Property (including the amortized portion of any capital expenditure or improvement, amortized over the average useful life of the repaired or replaced item as reasonably determined by Landlord, together with interest thereon at the Reference Rate, expenses of changing utility service providers, and they hereby agree that this any dues, assessments and other expenses pursuant to any covenants, conditions and restrictions, or any reciprocal easements, or any owner’s association now or hereafter affecting the Project). Operating Expenses shall be a triple net Leaseallocated among the categories of Project Operating Expenses, and the Landlord shall have no obligation to provide any services, perform any acts Building Operating Expenses or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Phase Operating Expenses as hereafter defined provided in Article Four. If any Operating Expense, though paid in one year, relates to more than one calendar year, at the option of Landlord such expense may be proportionately allocated among such related calendar years. Operating Expenses shall include the following, by way of illustration only and not limitation: (1) all Taxes; (2) all insurance premiums and other costs (including deductibles, provided, that any deductible for earthquake insurance shall only be included in Operating Expenses if there is damage to the entire term Building resulting from an earthquake, and such deductible shall be amortized over the average useful life of the improvements repaired or reconstructed, as reasonably determined by Landlord, together with interest thereon at the Reference Rate, and only the amortized portion thereof applicable to the Term of the Lease shall be included in Operating Expenses), including the cost of rental insurance; (3) all license, permit and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include inspection fees; (4) all costs of utilities, fuels and related services, including water, sewer, light, telephone, power and steam connection, service and related charges; (5) all costs to Landlord of operating repair, maintain and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, operate heating, electricityventilating and air conditioning systems, waterincluding preventive maintenance; (6) all janitorial, waste disposallandscaping and security services; (7) all wages, sewagesalaries, operating materials payroll taxes, fringe benefits and suppliesother labor costs, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, including the cost of contesting workers’ compensation and disability insurance; (8) all costs of operation, maintenance and repair of all parking facilities and other common areas; (9) all supplies, materials, equipment and tools; (10) dues, assessments and other expenses pursuant to any covenants, conditions and restrictions, or any reciprocal easements, or any owner’s association now or hereafter affecting the validity Project; (11) modifications to the Building or applicability the Project occasioned by Laws now or hereafter in effect; (12) the total charges of any governmental acts which may affect operating independent contractors employed in the care, operation, maintenance, repair, leasing and cleaning of the Project, including landscaping, roof maintenance, and repair, maintenance and monitoring of life-safety systems, plumbing systems, electrical wiring and Project signage; (13) the cost of accounting services necessary to compute the rents and charges payable by tenants at the Project; (14) exterior window and exterior wall cleaning and painting; (15) managerial and administrative expenses; (16) all costs in connection with the exercise facility at the Project; (17) all costs and expenses related to Landlord’s retention of consultants in connection with the routine review, inspection, testing, monitoring, analysis and control of Hazardous Material, and retention of consultants in connection with the clean-up of Hazardous Material (to the extent not recoverable from a particular tenant of the Project and except to the extent any spill or release of Hazardous Material is determined to be caused by Landlord or its employees, contractors, agents or representatives), and all costs and expenses related to the implementation of recommendations made by such consultants concerning the use, generation, storage, manufacture, production, storage, release, discharge, disposal or clean-up of Hazardous Material on, under or about the Premises or the Project (to the extent not recoverable from a particular tenant of the Project and except to the extent any spill or release of Hazardous Material is determined to be caused by Landlord or its employees, contractors, agents or representatives); (18) all capital improvements made for the purpose of reducing or controlling other Operating Expenses, and all other direct operating capital expenditures, but only as amortized over the average useful life of the improvements, as reasonably determined by Landlord, together with interest thereon at the Reference Rate; (19) all property management costs and fees, including all costs in connection with the Project property management office, provided that the management fees shall not exceed three percent (3%) of gross rents for the Project; and (20) all fees or other charges incurred in conjunction with voluntary or involuntary membership in any energy conservation, air quality, environmental, traffic management or similar organizations. Operating Expenses shall not include: (a) costs of operating alterations of space to be occupied by new or existing tenants of the Project; (b) depreciation charges; (c) interest and maintaining principal payments on loans (except for loans for capital expenditures or improvements which Landlord is allowed to include in Operating Expenses as provided above); (d) ground rental payments; (e) real estate brokerage and leasing commissions; (f) advertising and marketing expenses; (g) costs of Landlord reimbursed by insurance proceeds; (h) expenses incurred in negotiating leases of other tenants in the Project or enforcing lease obligations of other tenants in the Project; (i) Landlord’s or Landlord’s property manager’s corporate general overhead or corporate general administrative expenses; (j) capital improvements except as expressly provided above; (k) any capital expenditure for improvements or modifications to the Building or Project to the extent that Landlord was in violation of Law then in effect and applied to the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable Project prior to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants execution of the premises, (iii) repair costs occasioned by fire, windstorm Lease for failure to make such improvements or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not modifications prior to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess execution of the amount which would be paid in the absence of such relationship, Lease; and (viil) costs of items removal, abatement or remediation of Hazardous Material to the extent that Landlord was in violation of Law then in effect and services applied to the Project prior to execution of the Lease for which Tenant reimburses Landlord failure to remove, ▇▇▇▇▇ or pays third persons directlyotherwise remediate Hazardous Material prior to execution of the Lease.

Operating Expenses. Unless modified Tenant will pay directly all Operating Expenses of the Premises in accordance with Exhibit Da timely manner and prior to delinquency, unless otherwise specified herein that Landlord shall pay directly such Operating Expenses and receive reimbursement from Tenant. In the event that Tenant fails to pay any Operating Expense within ten (10) days after written notice by Landlord to Tenant, and without being under any obligation to do so and without hereby waiving any default by Tenant, Landlord maintenance addendum, attached hereto, it is may pay any delinquent Operating Expenses. Any Operating Expense paid by Landlord and any expenses reasonably incurred by Landlord in connection with the intention payment of the parties delinquent Operating Expense may be billed immediately to Tenant, or at Landlord's option and they hereby agree that this shall upon written notice to Tenant, may be a triple net Lease, deducted from the Security Deposit. "Operating Expenses" means all costs and the expenses incurred by Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premisesownership, maintenance and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term operation of the Lease Premises including, but not limited to: insurance, maintenance, repair and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord replacement of operating the foundation, roof, walls, heating, ventilation, air conditioning, plumbing, electrical, mechanical, utility and maintaining the Building safety systems, paving and related parking areas, roads and shall includedriveways; maintenance of exterior areas such as gardening and landscaping, without limitationsnow removal and signage; maintenance and repair of roof membrane, real estate flashings, gutters, downspouts, roof drains, skylights and waterproofing; painting; lighting; cleaning; refuse removal; security; utilities for, or the maintenance of, outside areas; building personnel costs; personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, taxes; rentals or lease payments paid by Landlord for rented or leased personal property used in the cost of contesting the validity operation or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants maintenance of the premisesPremises; and fees for required licenses and permits. Operating Expenses shall exclude (a) legal fees, (iii) repair brokerage commissions, advertising costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other related expenses incurred in connection with the leasing any other area located on of the premises Building; (b) wages, salaries benefits, perquisites and compensation paid or given to any other party(i) executives, shareholders, officers, directors or partners of Landlord, (viii) any expense representing an amount paid to an affiliate principal or subsidiary of Landlord which is in excess partner of the amount which would be paid entity from time to time comprising Landlord, or (iii) off-site employees and employees at the Building above the level of Building manager; (c) Landlord’s general overhead and administrative expenses not related to the Building; (d) payments of principal or interest on any mortgage or other encumbrance including ground lease payments and points, commissions and legal fees associated with financing; (e) non-cash items, such as deductions for depreciation and amortization of the Building and the Building equipment, or interest on capital invested; and (f) costs incurred in connection with the absence actual or contemplated sales, financing, refinancing, mortgaging, syndicating, selling, or change of such relationshipownership interest of the Building, including brokerage commissions, attorneys, and (vii) costs of items accountants’ fees, closing costs, title insurance premiums, transfer taxes and services for which Tenant reimburses Landlord or pays third persons directlyinterest charges.

Operating Expenses. Unless modified Tenant shall pay Tenant’s Proportionate Share of annual increases in accordance Real Estate Taxes and Operating Expenses above the Calendar 2001 Base Year. An itemized breakdown of 2001 estimated Operating Expenses will be delivered to Tenant upon completion of Landlord’s year-end consolidation. Detailed breakdowns of all charges to Tenant will be provided. The aggregate of all costs and expenses reasonably and customarily paid or incurred on a cash basis by Landlord in connection with Exhibit Dthe ownership, Landlord operation, servicing, and maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Leased Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of Building, the Lease land on which the Building is constructed and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating ancillary improvements constructed on the land, the surface and maintaining the Building and related garage parking areas, and shall includeingress/egress easements and private roadways servicing the Building, without limitationincluding, real estate but not limited to, employees’ wages, salaries, welfare and personal pension benefits and other customary and usual employee fringe benefits; payroll taxes; Real Estate Taxes; property taxes owner’s association dues, fees and assessmentscontributions of any kind, management feeelectricity and other utility charges; telephone service; painting of public or other common areas of the Building; exterminating service; security services; trash removal; sewer and water charges; premiums for fire and casualty, heatingliability, electricityrent loss, waterworkmen’s compensations, waste disposalsprinkler, sewagewater damage and other insurance; repairs, operating materials maintenance, additions and improvements made by Landlord to the Building (properly depreciating any capital improvements); building, janitorial and cleaning services and supplies, service agreements ; uniforms and charges, lawn care, dry cleaning; snow removal; landscaping maintenance; window cleaning; service contracts for the maintenance of elevators, restripingboilers, repairsHVAC, repavingand other mechanical, cleaning plumbing, and custodialelectrical equipment; legal fees (other than legal fees relating to the enforcement of Landlord’s rights under leases with tenants for space in the Building); accounting fees; advertising (except for advertising expenses and leasing fees relating to leasing space in the building); management fees at reasonable and customarily incurred rates and all other expenses now or hereafter reasonably and customarily incurred in connection with the ownership, securityoperation and maintenance of comparable office buildings in Northern Virginia. Refunds of Real Estate Taxes (reduced by Landlord’s actual expenses in obtaining such refunds), insurancereceipts from tenants of the Building for after-hours heating or air-conditioning and for excess electrical usage in an amount equal to the actual costs of providing such service, recoveries of expenses and other separate charges made to tenants of the Building for special services (but excluding any m▇▇▇-up or profit realized by Landlord in connection with providing such special services) and, to the extent that Operating Expenses include the cost of contesting any repair or reconstruction work, the validity or applicability amount of any governmental acts which may affect operating expensesinsurance recoveries, and all other direct operating costs of operating and maintaining shall be credited against Operating Expenses in computing the Building and related parking areas, unless expressly excluded from operating expensesamount thereof. Operating Expenses shall also be reduced as provided in Section 3(b). Notwithstanding anything in this Lease to the foregoingcontrary, operating costs (and Tenant's obligations in relation thereto) for purposes of the calculations to be made pursuant to this paragraph, Operating Expenses shall not include exclude (i) any expense chargeable to a capital account or capital improvementimprovements except as provided under this definition of Operating Expenses, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount repairs and replacements, which under sound accounting principles and practices should be classified as capital expenditures as determined by Landlord’s independent accounting firm, depreciated as provided for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premisesabove, (iii) repair costs painting, redecorating, or other work which Landlord performs for any other tenant or prospective tenant of the building other than painting, redecorating, or other work which is standard for the building and performed for tenants subsequent to their initial occupancy, (iv) repairs or other work (including rebuilding) occasioned by fire, windstorm windstorms, or other casualty, (iv) any constructionto the extent covered by insurance, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant)condemnation, (v) leasing commissions any cost (such as repairs, improvements, electricity, special cleaning or overtime services) to the extent such costs are included in tenants’ rent or are expressly reimbursable to Landlord by tenants (as opposed to partial reimbursement in the nature of rent escalation provisions) or are separately charged to and other expenses incurred in connection with leasing any other area located on payable by tenants or to the premises extent Landlord is entitled to any other partycompensation by insurance proceeds, (vi) leasing commissions and expenses of procuring tenants, including lease concessions and lease take-over obligations, (vii) depreciation, (viii) interest on and amortization of debt, (ix) taxes of any expense representing an amount paid nature, excluding real estate taxes, but including interest and penalties for late payment of taxes, except as provided herein, (x) rent payable under any lease to an affiliate which this lease is subject, (xi) wages or subsidiary salaries of Landlord which is employees other than on-site employees for the building or employees specifically employed, in whole or in part, in connection with the ownership and maintenance of the Building, (xii) costs and expenses of enforcing leases against tenants, including legal fees, (xiii) managing agents’ commissions in excess of rates then customarily charged by managing agents for comparable office buildings and, (xiv) expenses resulting from any violation by Landlord of the amount which would be paid terms of any lease of space in the absence building or of such relationshipany ground or underlying lease or mortgage to which this lease is subordinate. In the event that pursuant to the terms of this Lease, Tenant is obligated to pay its proportionate share of Operating Expenses, Tenant shall have the right to audit Landlord’s books and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.records as follows:

Operating Expenses. Unless modified (a) Subject to Section 5, beginning on the Commencement Date, as additional Rent, Tenant shall pay Tenant’s Proportionate Share of all Operating Expenses. The term “Operating Expenses” means the total amounts paid or payable by Landlord or others on behalf of Landlord during the Term in accordance connection with Exhibit Dthe ownership, Landlord maintenance addendummaintenance, attached heretorepair, it is the intention and operation of the parties and they hereby agree that this shall be Premises in a triple net Leasefirst class condition, and includes, but is not limited to, Taxes (as hereinafter defined), the amount paid for all hot and cold water; the amount paid for lighting; the amount paid for utilities and not paid separately by tenants in the Building; the amount paid for all labor and/or wages and other employment related payments, including cost to Landlord of workmen’s compensation and disability insurance, payroll taxes, welfare, and fringe benefits made to janitors, dayporters, employees, building managers, contractors, and subcontractors of the Landlord shall have no obligation involved in the operation, maintenance and repair of the Premises to provide the extent such persons were involved in such activities; the cost of maintenance and repair of the roof membrane, landscaping, sidewalks (including the sidewalks immediately adjacent to the Premises), driveways, parking lots, fences and other areas and facilities of the Premises; the amount paid for maintaining and repairing plumbing, alarm and security systems, heating, air conditioning and ventilation systems, including the cost of preventative maintenance contracts; modifications to the Premises occasioned by any servicesrules, perform regulations, or laws; permits, licenses, and certificates necessary to operate and manage the Premises; managerial fees and managerial, administrative, and telephone expenses related to the Premises; the total charges of any acts or pay any expensesindependent contractors employed in the care and operation, chargesmaintenance, obligations or cleaning, repair, and restoration of the landscaping; the amount paid for all supplies, tools, equipment, and necessities which are occasioned by everyday wear and tear; the costs of any kind whatsoever window and exterior wall cleaning; the cost of accounting and bookkeeping services necessary to compute the Rent and charges payable by tenants; legal, inspection, compliance, and consulting services; and the amount paid for premiums for all commercially reasonable insurance obtained by Landlord or required by Landlord’s mortgagees; and except with respect to the Premisesmigration of Hazardous Materials from areas outside of the perimeter of the Premises or those Hazardous Materials brought upon the Premises by Landlord, and Tenant hereby agrees to pay one hundred fifty percent (10050%) of the costs incurred by Landlord to remediate the presence of any and all Operating Expenses as hereafter defined for Hazardous Materials brought on to the entire term Building and/or Premises by a third party after the Commencement Date. Costs which are capitalized under generally accepted accounting principles shall be amortized over the useful life of the Lease and any extensions thereof capital item in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyquestion.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention During each month of the parties and they hereby agree Lease Term, on the same date that this Base Rent is due, Tenant shall pay Landlord an amount equal to 1/12 of the annual cost, as estimated by Landlord from time to time, of Tenant’s Proportionate Share (hereinafter defined) of Operating Expenses for the Project or Building. Payments for any fractional calendar month shall be a triple net Lease, prorated. The term “Operating Expenses” means all costs and the expenses incurred by Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the ownership, maintenance, and operation of the Project including, but not limited to costs of: Taxes (hereinafter defined) and fees payable to tax consultants and attorneys for consultation and contesting taxes; insurance; utilities; maintenance, repair and replacement of all portions of the Building, Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any Project, including without limitation, paving and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, roads, non-structural components of exterior walls, non-structural components of the roofs (including the roof membrane), alleys, and shall includedriveways, without limitationmowing, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn carelandscaping, snow removal, restripingexterior painting, repairsutility lines, repavingfire sprinklers and fire protection systems, cleaning the current amortized portion of any capital repairs and custodialreplacements of all portions of the Building, securityPremises, insuranceand Project, heating, ventilation and air conditioning systems (as defined below), lighting, electrical systems and other mechanical and building systems; amounts paid to contractors and subcontractors for work or services performed in connection with any of the foregoing; charges or assessments of any association to which the Project is subject; a property management or administration fee payable to a property manager, including Landlord, or any affiliate of Landlord, equal to three (3%) percent of gross receipts due and payable by Tenant to Landlord under this Lease; a deductible for all-risk property insurance not to exceed USD$25,000; security services, if any; trash collection, sweeping and debris removal; and additions or alterations made by Landlord to the Project or the Building in order to comply with Legal Requirements (other than those expressly required herein to be made by Tenant) or that are appropriate to the continued operation of the Project or the Building as an industrial/warehouse facility in the market area, provided that the cost of contesting additions or alterations that are required to be capitalized for federal income tax purposes shall be amortized on a straight line basis over a period equal to the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expensesuseful life thereof as determined by Generally Accepted Accounting Principles. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall Operating Expenses do not include (ia) any expense chargeable to a capital account debt service under mortgages or capital improvement, ground rent under ground leases; principal (b) leasing commissions, or interest payments on any mortgage or deed the costs of trust on the premisesrenovating space for tenants; (iic) repairs, alterations, additions, improvements or replacements made to rectify or correct any amount for which Landlord is reimbursed through insurancedefect in the design, by third persons, materials or directly by other tenants workmanship of the premisesPremises, the Building or the Project; (iiid) repair costs of repairs, restoration, replacements or other work occasioned by (i) fire, windstorm or other casualtycasualty (including the costs of any deductibles paid by Landlord) and either (aa) payable (whether paid or not) by insurance required to be carried by Landlord under this Lease, or (bb) otherwise paid by insurance then in effect obtained by Landlord (ii) the adjudicated negligence or adjudicated intentional tort of Landlord, or any representative, employee or agent of Landlord, (iviii) the act of any constructionother tenant in the Premises, repair the Building or maintenance expenses the Project, or obligations that are any other tenant’s agents, employees, licensees or invitees to the sole responsibility extent the applicable cost is, in the Landlord’s reasonable judgment, practically recoverable from such person; (e) costs incurred (less costs of recovery) for any items to the extent such amounts are, in Landlord’s reasonable judgment, recoverable by Landlord under a manufacturer’s, materialman’s, vendor’s or contractor’s warranty; (not to be reimbursed by Tenant)f) non-cash items, such as deductions for depreciation and amortization of the Premises, the Building or the Project and the Premises, the Building or the Project equipment, or interest on capital invested; (vg) leasing commissions legal fees, accountants’ fees and other expenses incurred in connection with leasing disputes with other tenants or occupants of the Premises, the Building or the Project or associated with the enforcement of any lease or defense of Landlord’s title to or interest in the Premises, the Building or the Project or any part thereof; (h) costs incurred due to violation by Landlord or any other area located on tenant in the premises to any other partyPremises, (vi) any expense representing an amount paid to an affiliate the Building or subsidiary of Landlord which is in excess the Project of the amount terms and conditions of any lease; (i) the cost of any service provided to Tenant or other occupants of the Premises, the Building or the Project for which would Landlord is entitled to be reimbursed; (j) charitable or political contributions; (k) interest, penalties or other costs arising out of Landlord’s failure to make timely payments of its obligations; or (l) costs, expenses, depreciation or amortization for repairs and replacements required to be made by Landlord under Paragraph 11 of this Lease. If Tenant’s total payments of Operating Expenses for any year are less than Tenant’s Proportionate Share of actual Operating Expenses for such year, then Tenant shall pay the difference to Landlord within 30 days after demand, and if more, then Landlord shall either, at Landlord’s option, retain such excess and credit it against Tenant’s next payments of Operating Expenses or pay such refund to Tenant, except that during the last calendar year of the Lease Term or any extension terms thereof, Landlord shall refund any such excess within 60 days following the termination of the Lease Term or any extension terms thereof, provided that Tenant is not in default of its obligations under this Lease. Any payment required to be paid by Landlord after the expiration or earlier termination of the Lease shall be delivered to the most recent address Tenant has provided to Landlord. With respect to Operating Expenses which Landlord allocates to the entire Project or just the Building, Tenant’s “Proportionate Share” shall be the percentage set forth in Paragraph 1 of this Lease as Tenant’s Proportionate Share of the Project or Tenant’s Proportionate Share of the Building (as applicable) as reasonably adjusted by Landlord in the absence future for changes in the physical size of such relationshipthe Premises, Building, or the Project. Landlord may equitably increase Tenant’s Proportionate Share for any item of expense or cost reimbursable by Tenant that relates to a repair, replacement, or service that benefits only the Premises or only a portion of the Project or Building that includes the Premises or that varies with ▇▇▇▇▇▇’s use. The estimated Operating Expenses for the Premises set forth in Paragraph 1 of this Lease are only estimates, and (vii) costs of items and services for which Tenant reimburses Landlord makes no guaranty or pays third persons directlywarranty that such estimates will be accurate.

Operating Expenses. Unless modified All costs and expenses incurred by Landlord during the applicable calendar year in accordance with Exhibit Dmanaging, Landlord maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building Building, the Parking Area and related parking areasthe Land, as reasonably determined by Landlord. Such costs and expenses shall include, without limitation, real estate as applicable (and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurancewithout any obligation on Landlord to provide any of the following delineated items), the cost of contesting water, gas, sanitary sewer, storm sewer, electricity and other utilities, trash removal, telephone services, insurance, janitorial services and supplies, security services, the validity cost of electricity for the Parking Area, labor costs (including social security taxes and contributions and fringe benefits), charges under maintenance and service contracts (including chillers, boilers, elevators, window and security services), heating and air conditioning, management fees (not to exceed the lesser of two percent (2%) of total gross Building revenues for any calendar year), business taxes, license fees, public space and vault rentals and charges, costs, charges and other assessments made by or applicability of for any governmental acts entity operating a business improvement district in which may affect operating the Building is located, assessments, dues, expenses, and all other direct operating costs the cost of operating any equipment or services provided by Landlord in connection with the servicing, operation, maintenance, repair and maintaining protection of the Building and the Land and related parking areasexterior appurtenances. Operating Expenses shall include the cost of capital improvements made by Landlord to manage, unless expressly excluded from operating expenses. Notwithstanding operate or maintain the foregoingBuilding, operating provided that such costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on be amortized over the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants useful life of the premisesimprovements in accordance with generally accepted accounting principles, and only the portion attributable to the applicable calendar year shall be included in Operating Expenses for such calendar year; such capital improvements shall include, without limitation, and subject to: (iiia) repair costs occasioned improvements or building elements added to the Building which will increase the efficiency of the Building (i.e., are reasonably anticipated by fire, windstorm Landlord to reduce Operating Expenses as they relate to the item which is the subject of the capital expenditure or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are to reduce the sole responsibility rate of Landlord (not increase in the Operating Expense which relates to the item which is the subject of the capital expenditure from what it otherwise may have been reasonably anticipated to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationshipcapital expenditure), (b) improvements, which if relate to an item that is a capital expenditure that is being replaced, such item shall be at the end of its useful life in accordance with generally accepted accounting principles and the required repairs to such capital expenditure would exceed the cost of replacement, and (viic) costs improvements which are required to comply with the requirements of items any Applicable Laws (as hereinafter defined in Article 5), or insurance or utility company requirements; provided however, unless otherwise approved by Tenant in writing or if required to comply with the requirements of any Applicable Laws, or insurance or utility company requirements, no capital improvements shall be replaced during the first twelve (12) months of the Term. Operating Expenses shall not include the expenses set forth on Exhibit C attached hereto and services for which made a part hereof. Tenant reimburses Landlord or pays third persons directlyshall obtain in its own name and pay directly to the appropriate supplier the cost of all utilities serving the Premises.

Operating Expenses. Unless modified The accounting of the Operating Expenses will be performed in accordance with Exhibit DGenerally Accepted Accounting Principles. For the purpose of calculating the Operating Expenses, Landlord maintenance addendum, attached hereto, it is no Controllable Expense will increase more than five percent (5%) over the intention charge paid by Tenant the previous Lease Year. If the average occupancy rate of the parties Building Rentable Area will be less than ninety-five percent (95%) during any calendar year, or if any tenant is separately paying for (or does not require) electricity, janitorial, or other services furnished to its premises, then, for purposes of calculating Operating Expenses, the Operating Expenses for such period that vary with the level of occupancy of the Building or Project will be increased by the additional costs and they hereby agree expenses that this shall Landlord reasonably estimates would have been incurred if the average occupancy rate had been ninety-five percent (95%) for such period. In no event will the Project tenants be a triple net Leaserequired to pay, and in the Landlord shall have no obligation to provide aggregate, more than 100% of the actual Operating Expenses of the Building or Project for any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premisescalendar year, and Tenant hereby agrees will not be required to pay more than one hundred percent (100%) of any and all its Proportionate Share of the total increase in Operating Expenses as hereafter defined actually incurred for the entire calendar year, with such actual Operating Expenses to be determined and payments reconciled through the process described above. At Tenant’s written request, Landlord will provide information sufficient to disclose or quantify adjustments made to each category of Operating Expenses increased pursuant to the provisions of this Section. For the purpose of this Section, the term “Building” will be deemed to include the roof of the Lease Building and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areastherefrom, and shall includecourtyards, without limitationsidewalks, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenseslandscaping, and all other direct operating costs areas, facilities, improvements, and appurtenances relating to any of operating and maintaining the foregoing; provided, however, that Operating Expenses for the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall will not include Operating Expenses for the Project. Within 120 days after the end of each calendar year, Landlord will submit to Tenant the Statement showing (i) any expense chargeable to a capital account or capital improvementthe actual Tenant’s Proportionate Share of the amount by which Operating Expenses incurred during the preceding calendar year exceed the Tenant's Forecast Operating Expenses, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any the amount for which Landlord is reimbursed through insurancethereof paid by Tenant, by third persons, or directly by other tenants of the premises, and (iii) repair costs occasioned the balance due or the overpayment. If there is a balance due, Tenant will pay the balance due as Additional Rent within thirty (30) days following receipt of such Statement. If the Statement indicates an overpayment, then Landlord will credit the net overpayment toward Tenant’s next estimated payment(s) pursuant to this Section or if at the end of the Term, will refund such excess to Tenant. Tenant or its designated representative, at its sole expense, will have the right once per calendar year during the Term to audit Landlord’s books and records relating to the Operating Expenses for the immediately preceding calendar year. This audit must take place on a mutually agreeable date during reasonable business hours at Landlord’s office at the address stated above and only after Tenant has given Landlord at least fourteen (14) calendar days prior written notice of the date and time Tenant desires to commence such audit. If Tenant elects to audit Landlord’s books and records, Tenant will have the right to perform an audit of the Operating Expenses for the immediately preceding two (2) calendar years, such audit to be conducted by firea reputable accounting firm reasonably approved by Landlord. If any such audit reveals an error by Landlord resulting in an overcharge to Tenant, windstorm or other casualtythen Landlord will promptly reimburse Tenant for the amount erroneously charged to Tenant. Likewise, if any such audit reveals an error resulting in Tenant being undercharged, then Tenant will promptly reimburse Landlord for the amount of such deficiency. If any audit performed by Tenant reveals that the Operating Expenses in total have been overstated by more than five percent (iv) any construction5%), repair or maintenance expenses or obligations that are Landlord will pay and/or reimburse Tenant for the sole responsibility cost of Landlord (the audit not to be reimbursed by Tenantexceed Two Thousand, Five Hundred Dollars ($2,500.00), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is Landlord's Operating Expenses" means the intention cost of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs operation of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areasthe Site which shall exclude costs of special services rendered to tenants (including Tenant) for which a separate charge is made, and but shall include, without limitation, real estate the following: premiums for insurance carried with respect to the Building and personal property the Site (including, without limitation, liability insurance, insurance against loss in case of fire or casualty and insurance of monthly installments of fixed rent and any Additional Rent which may be due under this Lease and other leases of space in the Building for not more than 12 months in the case of both fixed rent and Additional Rent and if there be any first mortgage of the Property, including such insurance as may be required by the holder of such first mortgage); compensation and all fringe benefits, worker's compensation insurance premiums and payroll taxes and assessmentspaid to, management feefor or with respect to all persons engaged in the operating, heating, electricitymaintaining or cleaning of the Building or Site, water, waste disposalsewer, sewagegas, operating materials oil and supplies, service agreements telephone charges (excluding utility charges separately chargeable to tenants for additional or special services); cost of building and charges, lawn care, snow removal, restriping, repairs, repavingcleaning supplies and equipment; cost of maintenance, cleaning and custodial, security, insurance, the repairs (other than repairs not properly chargeable against income or reimbursed from contractors under guarantees); cost of contesting snow removal and care of landscaping; payments under service contracts with independent contractors; management fees at reasonable rates consistent with the validity or applicability type of any governmental acts which may affect operating expenses, occupancy and the service rendered; and all other direct operating costs reasonable and necessary expenses paid in connection with the operation, cleaning and maintenance of operating and maintaining the Building and related parking areasthe Site and properly chargeable against income, unless expressly excluded from operating expensesprovided, however, there shall be included (a) depreciation for capital expenditures made by Landlord (i) to reduce Landlord's Operating Expenses if Landlord shall have reasonably determined that the annual reduction in Landlord's Operating Expenses shall exceed depreciation therefor or (ii) to comply with applicable laws, rules, regulations, requirements, statutes, ordinances, by-laws and court decisions of all public authorities which are now or hereafter in force; plus (b) in the case of both (i) and (ii) an interest factor, reasonably determined by Landlord, as being the interest rate then charged for long term mortgages by institutional lenders on like properties within the locality in which the Building is located; depreciation in the case of both (i) and (ii) shall be determined by dividing the original cost of such capital expenditure by the number of years of useful life of the capital item acquired and the useful life shall be reasonably determined by Landlord in accordance with generally accepted accounting principles and practices in effect at the time of acquisition of the capital item. Notwithstanding the foregoing, operating costs (and Tenantthe following shall be excluded from Landlord's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.Operating Expenses:

Operating Expenses. Unless modified Tenant will pay directly all Operating Expenses of the Premises in accordance with Exhibit Da timely manner and prior to delinquency, unless otherwise specified herein that Landlord shall pay directly such Operating Expenses and receive reimbursement from Tenant. In the event that Tenant fails to pay any Operating Expense within fifteen (15) days after written notice by Landlord to Tenant, and without being under any obligation to do so and without hereby waiving any default by Tenant, Landlord maintenance addendum, attached hereto, it is may pay any delinquent Operating Expenses. Any Operating Expense paid by Landlord and any expenses reasonably incurred by Landlord in connection with the intention payment of the parties delinquent Operating Expense may be billed immediately to Tenant, or at Landlord's option and they hereby agree that this shall upon written notice to Tenant, may be a triple net Lease, deducted from the Security Deposit. "Operating Expenses" means all costs and the expenses incurred by Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premisesownership, maintenance and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term operation of the Lease Premises including, but not limited to: insurance, maintenance, repair and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord replacement of operating the foundation, roof, walls, heating, ventilation, air conditioning, plumbing, electrical, mechanical, utility and maintaining the Building safety systems, paving and related parking areas, roads and shall includedriveways; maintenance of exterior areas such as gardening and landscaping, without limitationsnow removal and signage; maintenance and repair of roof membrane, real estate flashings, gutters, downspouts, roof drains, skylights and waterproofing; painting; lighting; cleaning; refuse removal; security; utilities for, or the maintenance of, outside areas; building personnel costs; personal property taxes taxes; rentals or lease payments paid by Landlord for rented or leased personal property used in the operation or maintenance of the Premises; and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials fees for required licenses and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expensespermits. Notwithstanding the foregoing, operating costs Landlord may not engage in any activity (and including paying any expenses) to the extent such activity is prohibited by Applicable Law or that could reasonably be expected to endanger Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants maintenance of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyLicense.

Operating Expenses. Unless modified All costs, expenses and disbursements of every kind and nature which Landlord shall pay or become obligated to pay during the Term in accordance connection with Exhibit Dthe ownership, Landlord maintenance addendummanagement, attached heretooperation, it is the intention maintenance, replacement and repair of the parties Building and they hereby agree the Property, including, without limitation, property management fees not to exceed three and one- half percent (3.5%) of gross revenues for the Building (the “PM Fee Cap”); costs and expenses of any capital expenditure or improvement that is Landlord’s responsibility under this shall be a triple net Lease, and the if Landlord reasonably elects to amortize such costs and expenses over a period that Landlord may reasonably determine (provided, however, that Landlord shall amortize any single expense that exceeds $100,000.00 in any calendar year), such costs and expenses shall be together with interest thereon at the lower of the rate incurred by Landlord to finance such capital expenditure or improvement or the Default Rate, provided that any such capital expenditure or improvement shall be limited to that (a) made to the Property after the Commencement Date in order to comply with Laws enacted after the Commencement Date (except to the extent such capital expenditure or improvement already is included in Operating Expenses prior to the Commencement Date), or (b) installed after the Commencement Date which are for the purpose of reducing or controlling Operating Expenses (the “Permitted Capital Expenditures”); the costs of changing utility service providers; an equitable allocation of management office expenses (including, without limitation, office rent, supplies, equipment, salaries, wages, bonuses and other compensation relating to employees of Landlord or its agents engaged in the management, operation, repair, or maintenance of the Campus, the costs and expenses of which shall be equitably prorated and apportioned between the Building and the other buildings or properties within the Campus); and, if Tenant and its employees have no obligation the right to provide use the same, the cost of operating a fitness center and/or any servicesconference centers that are available for use by Tenant, perform as reasonably determined by Landlord, which centers may be located in other buildings in the Campus. Notwithstanding anything to the contrary in the preceding paragraph, Operating Expenses shall not include: (i) costs of alterations of or improvements to the premises of tenants of the Project or Campus, (ii) costs or expenses of capital expenses or improvements to or of the Building or any acts other part of the Project or pay any Campus, other than Permitted Capital Expenditures, (iii) depreciation charges, (iv) interest and principal payments on loans (except for loans for Permitted Capital Expenditures as provided above), (v) ground rental payments, (vi) real estate brokerage and leasing commissions, (vii) advertising and marketing expenses, charges, obligations or (viii) costs of Landlord to the extent reimbursed by insurance proceeds, tenants, or other third parties, (ix) expenses incurred in negotiating leases of tenants in the Project or Campus or enforcing lease obligations of tenants in the Project or Campus, (x) accountants’ fees, attorneys’ fees and other professional fees and costs incurred in connection with the defense of Landlord’s title to or interest in the Project or Campus or any kind whatsoever part thereof, and the sale, transfer, financing or refinancing of the Project or Campus, (xi) Landlord’s general corporate overhead, (xii) costs incurred in connection with services or other benefits which are provided to tenants or occupants other than Tenant, but not made available to Tenant, (xiii) reserves, including reserves for capital expenditures or improvements, bad debts, or rental losses, (xiv) costs incurred in connection with upgrading the Building and/or any other part of the Project or Campus to comply with the current interpretation of disability, life, fire and safety codes, ordinances, statutes, or other Laws in effect on the Commencement Date, including, without limitation, the ADA (as defined below), and including penalties or damages incurred due to such non-compliance (except to the extent such capital expenditure or improvement already is included in Operating Expenses prior to the Commencement Date), (xv) wages, salaries or other compensation paid to any employee of Landlord (A) not dedicated full time to the Project or Campus (unless such costs are reasonably prorated to reflect time spent on the Campus) and/or (B) having a rank higher than Campus Director, (xvi) utility costs for which any tenant or occupant contracts directly with the utility provider, or resulting from excess or after-hours usage by other tenants or occupants of the Project or Campus, or for which Landlord is reimbursed directly by a tenant, (xvii) costs incurred in connection with any environmental investigation, monitoring, clean up, response action, or remediation with respect to a condition in existence on or prior to the Commencement Date on, in, under or about the Premises, the Building or any other part of the Property, (xviii) deductibles under any insurance policy in excess of Twenty-Five Thousand Dollars ($25,000.00) in any one calendar year, (xix) property management, asset management or other management fees other than property management fees not to exceed the PM Fee Cap, and (xx) any item that, if included, in Operating Expenses, would involve a double collection for such item by Landlord. In the event there exists a conflict as to an expense that is specified to be included in Operating Expenses and is also specified to be excluded from Operating Expenses within the above list, the exclusions listed above shall prevail and the expenses shall be deemed excluded. If any Operating Expense, though paid in one (I) year, relates to more than one calendar year, at the option of Landlord such expense may be proportionately allocated among such related calendar years; provided that only those periods falling within the Term of the Lease shall be allocated to Tenant. Landlord agrees that Landlord will not collect or be entitled to collect Operating Expenses from Tenant hereby agrees to pay in an amount in excess of Tenant’s Share of one hundred percent (100%) of any and all the Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs attributable to Landlord of operating and maintaining the Building and related parking areasthe remainder of the Project or Campus. In addition, Operating Expenses shall be reduced by all cash discounts, trade discounts or quantity discounts received by Landlord or Landlord’s managing agent in the purchase of any goods, utilities or services in connection with the prudent operation of the Building. Operating Expenses for the Property that are not, in Landlord’s reasonable discretion, allocable solely to either the office or laboratory portion of the Building shall be equitably allocated by Landlord between/amongst such uses. The above enumeration of services and facilities shall not be deemed to impose an obligation on Landlord to make available or provide such services or facilities except to the extent if any that Landlord has specifically agreed elsewhere in this Lease to make the same available or provide the same. PREMISES: The space located in the Building at the Suite Numbers listed in Section 1.1 and depicted on Exhibit A attached hereto. PROJECT or PROPERTY: The Project consists of the office and laboratory building located at the street address specified in Section 1.1, and shall includeassociated surface and garage parking as designated by Landlord from time to time, without limitationlandscaping and improvements, together with the Land, any associated interests in real estate property, and the personal property taxes property, fixtures, machinery, equipment, systems and assessmentsapparatus located in or used in conjunction with any of the foregoing. The Project may also be referred to as the Property. PROJECT’S SUSTAINABILITY PRACTICES: The operations and maintenance practices for the Building, management feewhether incorporated into the Building’s Rules and Regulations, heatingconstruction rules and regulations or separate written sustainability policies of Landlord with respect to the Building or the Project, electricityas the same may be revised from time to time so long as such revisions do not materially and adversely impact Tenant’s use of the Premises or materially increase Tenant’s costs, wateraddressing, among other things: energy efficiency; energy measurement and reporting; water usage; recycling, composting, and waste disposalmanagement; indoor air quality; and chemical use. REAL PROPERTY: The Property excluding any personal property. RENT: Collectively, sewageMonthly Base Rent, operating materials Rent Adjustments and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expensesRent Adjustment Deposits, and all other direct operating costs of operating and maintaining the Building and related parking areascharges, unless expressly excluded from operating expenses. Notwithstanding the foregoingpayments, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm late fees or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not amounts required to be reimbursed paid by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyunder this Lease.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention (a) Operating Expenses shall mean all expenses and costs of the parties every kind and they hereby agree nature that this shall be a triple net Lease, and the Landlord shall have no obligation paid or incurred or become obligated to provide any servicespay or incur because of or in connection with the management, perform any acts maintenance, ownership, and operation of the Property (the “Operating Expenses”), including, without limitation, the following. However, Landlord and Tenant intend that Tenant shall pay most costs in the operation and maintenance of the Premises directly, and shall only pay amounts under 6(a)(v), 6(a)(iii) and 6(a)(vi) to Landlord, unless Landlord elects to exercise its self-help rights pursuant to Sections 7 and 9 in which event Sections 6(a)(i), 6(a)(ii), 6(a)(iv) and a management fee equal to three percent (3%) of the Monthly Base Rent may be included in Operating Expenses: (i) All supplies, materials, and rental equipment used in the operation and maintenance of the Premises. (ii) All maintenance and service agreements for the Premises and equipment therein. (iii) All insurance premiums and costs associated with risk management, including but not limited to, the premiums and costs of all insurance Landlord carries for the Premises, including but not limited to fire, casualty, liability, rental loss, environmental, flood, and earthquake insurance applicable to the Premises and Landlord’s personal Premises used in connection therewith (and all amounts paid as a result of loss sustained that would be covered by such policies but for “deductible” or pay any expensesself-insurance provisions). (iv) Repairs, chargesreplacement, obligations and general maintenance, except for repairs and replacements paid for from the proceeds of insurance or costs paid for directly by ▇▇▇▇▇▇. (v) All Real Property Taxes and assessments of any kind whatsoever assessed against the Premises and/or the personal property or trade fixtures placed by Tenant in or about the Premises. The term “Real Property Taxes”, as used herein, means (a) all taxes, assessments, levies and other charges of any kind or nature whatsoever, general and special, foreseen and unforeseen (including all installments of principal and interest required to pay any general or special assessments for public improvements and any increases resulting from reassessments caused by any change in ownership of the Premises) now or hereafter imposed by any governmental or quasi-governmental authority or special district having the direct or indirect power to tax or levy assessments, which are levied or assessed against, or with respect to the Premisesvalue, and Tenant hereby agrees to pay one hundred percent (100%) of occupancy or use of, all or any and all Operating Expenses as hereafter defined for the entire term portion of the Lease Premises (as now constructed or as may at any time hereafter be constructed, altered, or otherwise changed); any improvements, fixtures, equipment, personal property, trade fixtures or other improvements located on or within the Premises; (b) all charges, levies or fees imposed by reason of environmental regulation or other governmental control of the Premises; and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include (c) all costs and fees (including attorneys’ fees) incurred by Landlord in contesting any Real Property Taxes and in negotiating with public authorities as to Landlord of operating any Real Property Taxes. If taxes and maintaining the Building and related parking areas, and shall include, without limitation, real estate and assessments against ▇▇▇▇▇▇’s personal property or trade fixtures are assessed directly to Tenant, then Tenant shall pay such taxes when due and such taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) assessments shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants be part of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyReal Property Taxes.

Operating Expenses. Unless modified Tenant shall pay Landlord as Additional Rent in the manner described below an amount equal to Tenant’s Pro Rata Share of the Building’s Operating Expenses payable by Landlord in any full or partial calendar year. “Operating Expenses” shall mean all reasonable expenses of Landlord for maintaining, operating and repairing (including replacement of systems due to wear and tear, but subject to the limits set forth herein) the Building, the property on which it is located and the personal property, if any, used in connection therewith, including, by way of illustration only, insurance premiums, utilities, costs to repair and maintain lighting, customary management fees and other expenses which, in accordance with Exhibit Dgenerally accepted accounting and management practices, would be considered an expense of maintaining, operating or repairing the Building, the Office Unit’s allocable share of the Condominium’s common expenses under the Condominium’s Declaration, expenses of the Condominium directly allocated to the Office Unit under the Condominium’s declaration; excluding, however: (i) the cost of any special services rendered to individual tenants for which a separate charge is collected; (ii) leasing commissions and other leasing expenses; and (iii) costs of repairs, replacements or improvements that are required to be capitalized in accordance with GAAP, except that Operating Expenses shall include amortization over the useful life of such capital repairs, replacements or improvements made subsequent to the Commencement Date that are required by any law enacted after the Commencement Date, or that are designed with a reasonable probability of improving operating efficiency of the Building in a manner benefiting the tenants thereof; provided further, however, that in such later case, such amortization shall not exceed the reasonably expected savings in Operating Expenses. Further, notwithstanding anything contained herein to the contrary, Operating Expenses shall not include (1) the initial costs of equipment properly chargeable to the capital account consisting of items of real estate in nature and the original costs of constructing the Common Areas; (2) attorneys’ fees, accounting fees and expenditures incurred in connection with negotiations, disputes and claims of other tenants or occupants of the Building; (3) expenses for which Landlord maintenance addendumis reimbursed by another source (excluding tenant reimbursement for Operating Expenses) including repair or replacement of any item covered by warranty; (4) costs incurred to benefit (or as a result of) a specific tenant or items and services selectively supplied to any specific tenant; (5) expenses for the defense of the Landlord’s title to the Premises or the Building;(6) depreciation and amortization of the Building financing costs, attached heretoincluding interest and principal amortization of debts; (7) charitable or political contributions; (8) any duplicate expenses or costs; (9) Costs incurred to investigate and remediate Hazardous Material (as defined in Section 37.1) contamination, it is exposure or release (including any Hazardous Material in the intention ground water or soil), provided such Hazardous Material was not stored, used or disposed of by Tenant; (10) costs to correct defects in the original design and construction of the Premises or the Building, or any latent defects therein for the five year period following the Commencement Date; (11) expenses paid directly by Tenant for any reason (such as excessive utility use); (12) any repair, rebuilding or other work necessitated by condemnation, fire, windstorm or other insured casualty or hazard; (13) any other amounts as a result of Landlord’s violation or failure to comply with any governmental regulations and rules or any court order, decree or judgment; (14) advertising expenses and other costs incurred in leasing or procuring new tenants; (15) rental on ground leases or other underlying leases; and (16) any employee salaries and other compensation and/or health benefits or other such benefits for the personnel of Landlord above the level of building manager or allocable to other projects. Except as excluded above, and except as otherwise expressly provided in this Lease, the intent of the parties is to make Rent payable by Tenant and they hereby agree that this shall be a triple other tenants in the Building, if any, absolutely net Lease, and to Landlord. If the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay Building is less than one hundred percent (100%) of occupied during any and year, Operating Expenses that vary in direct relation to occupancy shall be proportionately adjusted to reflect those costs which Landlord reasonably estimates would have been incurred, had the Building been one hundred percent (100%) occupied during such year (“Grossed-Up”). This “Grossed-Up” provision allows the Landlord to recover all Operating Expenses as hereafter defined for from the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other existing tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationshipBuilding, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlybut in no event more than the actual Operating Expenses.

Operating Expenses. Unless modified Except as otherwise provided in this Lease, Lessee shall pay to Lessor during the term hereof. In addition to the Base Rent, Lessee's Share, as hereinafter defined, of all Operating Expenses, as hereinafter defined, during each calendar year of the term of this Lease, in accordance with Exhibit Dthe following provisions: (a) "Lessee's Share" is defined, Landlord maintenance addendumfor purposes of this Lease, attached hereto, it is as the intention percentage set forth in paragraph 1.10 of the parties Basic Lease Provisions, which percentage has been determined by dividing the approximate square footage of the Premises by the total approximate square footage of the rentable space contained in the Office Building Project. It is understood and they hereby agreed that the square footage figures set forth in the Basic Lease Provisions are approximations which Lessor and Lessee agree that are reasonable and shall not be subject to revision except with Lessee's written consent in connection with an actual change in the size of the Premises or a change in the space available for lease in the Office Building Project. (b) "Operating Expenses" is defined, for purposes of this shall be a triple net Lease, and to include all costs, if any, incurred by Lessor in the Landlord shall have no obligation to provide any servicesexercise of its reasonable discretion, perform any acts or pay any expensesfor: (i) The operation, chargesrepair, obligations or costs of any kind whatsoever with respect to the Premisesmaintenance, and Tenant hereby agrees to pay one hundred percent (100%) of any replacement, in neat, clean, safe, good order and all Operating Expenses as hereafter defined for the entire term condition, of the Lease Office Building Project, including but not limited to, the following: (aa) The Common Areas, including their surfaces, coverings, decorative items, carpets, drapes and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating window coverings, and maintaining the Building and related including parking areas, loading and shall includeun-loading areas, without limitationtrash areas, real estate roadways, sidewalks, walkways, stairways, parkways, driveways, landscaped areas, striping, bumpers, irrigation systems, Common Area lighting facilities, building exteriors and personal property taxes roofs, fences and assessments, management fee, gates; (bb) All heating, electricityair conditioning, waterplumbing, waste disposalelectrical systems, sewagelife safety equipment, operating materials telecommunication and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations equipment used in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third personscommon by, or directly by other tenants for the benefit of, lessees or occupants of the premisesOffice Building Project, (iii) repair costs occasioned by fireincluding elevators and escalators, windstorm or other casualtytenant directories, (iv) any construction, repair or dire detection systems including sprinkler system maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyrepair.

Operating Expenses. Unless modified All utility services charges for electricity, heat and air conditioning service, other utilities, common area maintenance, security contracts, taxes other than real estate taxes such as rental taxes, and all expenses incurred in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is operating the intention Project and any other costs incurred in the ordinary course of business of the parties management and they hereby agree operation of the Project (the “Operating Expenses”) that this are not paid by the tenants, shall be prorated on an accrual basis. Seller shall pay all such expenses that accrue prior to the Closing Date and Purchaser shall pay all such expenses accruing on and after the Closing Date. To the extent possible, Seller and Purchaser shall obtain ▇▇▇▇▇▇▇▇ and meter readings as of the Closing Date to aid in such prorations. In order to enable Purchaser to make any year-end reconciliations and prorations of operating expenses following the Closing Date, Seller shall deliver to Purchaser a triple net Leasefinal statement of (i) all operating expenses for the Premises which are actually paid by Seller and permitted to be passed through to Tenants, and the Landlord shall have no obligation to provide any servicesas applicable, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premisesportion of the 2021 calendar year occurring prior to the Closing (“Seller’s 2021 Actual Operating Expenses”), together with copies of all documentation evidencing Seller’s 2021 Actual Operating Expenses, including copies of third-party invoices and copies of Seller’s books and records applicable thereto, and Tenant hereby agrees to pay one hundred percent (100%ii) all estimated payments of any and all Operating Expenses as hereafter defined received by Seller with respect to the portion of the 2021 calendar year occurring prior to the Closing Date. If Operating Expenses for the entire term 2021 calendar year (or other applicable fiscal period under any Lease for the measurement of percentage rents ending prior to the Closing Date) have not been finally adjusted between Seller and a Tenant, as applicable, as of the Closing, Seller shall retain all rights and obligations with respect to the adjustment thereof directly with the Tenant following the Closing Date. Without limiting the generality of the foregoing, but subject to other the provisions herein, Seller shall retain all rights to ▇▇▇▇ and collect any additional amounts owing by any Tenant with respect to Operating Expenses for the 2021 calendar year (or other applicable fiscal period under any Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs for the measurement of percentage rents ending prior to Landlord of operating and maintaining the Building and related parking areasClosing Date), and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, remain obligated to pay any refund owing to any Tenant for overpayment of Operating Expenses for the cost 2021 calendar year (or other applicable fiscal period under any Lease for the measurement of contesting percentage rents ending prior to the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expensesClosing Date). Notwithstanding the foregoingforegoing or anything herein to the contrary, operating costs (and Tenant's obligations in relation thereto) reconciliation of Operating Expenses shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust be based on the premises; (ii) any amount for which Landlord is reimbursed through insurancepercentage of expenses paid by the Seller and Purchaser, by third persons, or directly by other tenants rather than the respective parties’ actual number of days of ownership of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyProject.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or All pro-rata costs of any kind whatsoever with respect to the Premisesoperation, maintenance, repair, replacement and Tenant hereby agrees to pay one hundred percent (100%) management of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areasthe Common Areas of the Center (including the amount of any credits which Landlord may grant to particular tenants of the Building in lieu of providing any standard services or paying any standard costs described in this Section 4.1.2 for similar tenants), and shall includeincluding the following by way of illustration, without but not limitation, real estate and personal property taxes : Association charges and assessments, management feewater and sewer charges; insurance charges of or relating to all insurance policies and endorsements deemed by Landlord to be reasonably necessary or desirable and relating in any manner to the protection, heatingpreservation, electricityor operation of the Building, waterthe Common Areas or any part thereof; utility costs, waste disposalincluding, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurancebut not limited to, the cost of contesting light, power, gas; garbage; and waste disposal; the validity or applicability cost of landscape services; the cost of security and alarm services (including any governmental acts which may affect operating expenses, and all other direct operating central station signaling system); costs of operating cleaning, repairing, replacing and maintaining the Common Areas, including parking and landscaping; window cleaning costs; cost of snow removal; labor costs; costs and expenses of managing the Building including management fees; material costs; equipment costs including the cost of maintenance, repair and related parking areasservice agreements and rental and leasing costs; advertising costs; purchase costs of equipment; current rental and leasing costs of items which would be capital items if purchased; tool costs; licenses, unless expressly excluded from operating expensespermits and inspection fees; wages and salaries; employee benefits and payroll taxes; accounting and legal fees; any sales, use or service taxes incurred in connection therewith. Notwithstanding The pro-rata cost of the foregoingmaintenance and repair of the Building roof shall be Additional Rent which shall billed to Tenant as a separate item. In addition, operating costs Landlord shall be entitled to recover, as Additional Rent (which, along with any other capital expenditures constituting Operating Expenses, Landlord may either include in Operating Expenses or cause to be billed to Tenant along with Operating Expenses and Taxes but as a separate item), Tenant's obligations in relation thereto) shall not include ’s Proportionate Share of: (i) any expense chargeable to a an allocable portion of the cost of repairs, maintenance, replacements, and capital account or capital improvementimprovement items for the Building, ground leases; principal or interest payments on any mortgage or deed of trust on the premisesCommon Areas and the Center; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by the cost of fire sprinklers and suppression systems and other tenants of the premises, life safety systems; and (iii) repair other capital expenses which are required under any governmental laws, regulations or ordinances or to bring the Building, Center or Common Areas into Legal compliance or as a response to any action by an administrative body or municipality with authority over the Property. The costs occasioned by firedescribed in (i) –(iii) in the preceding sentence, windstorm shall be amortized over one hundred and forty-four months. Operating Expenses shall not include depreciation or amortization of the Building or equipment in the Building except as provided herein, loan principal payments on the real property of the Center, costs of alterations of other casualty, (iv) any construction, repair tenants’ premises or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate procure those tenants, or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyinterest expenses on long-term borrowings.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is (a) Commencing on the intention first day of the parties and they hereby agree that this calendar year following the Base Year, but in no event prior to the Commencement Date, Tenant shall be a triple net Lease, and the also pay to Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs as Additional Rent hereunder (i) Tenant’s Proportionate Share of any kind whatsoever with respect to increase incurred by Landlord in the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord cost of operating and maintaining the Building (which for this application excludes the costs applicable to the Cafeteria and related parking areasthe Fitness Center) and (ii) Tenant’s Complex Common Proportionate Share of any increase incurred by Landlord in the cost of operating and maintaining the Complex Common Areas (the “Operating Expenses”), during any calendar year, or part of such calendar year in which this Lease is in effect, which exceeds such costs incurred for the Base Year (“Expense Share”). Tenant shall not be entitled to an Additional Rent credit if Operating Expenses during any calendar year, or part of such calendar year in which this Lease is in effect, are less than such costs incurred for the calendar Base Year. The Base Year Operating Expenses shall include all categories of line item expenditures reasonably anticipated to be incurred in the Base Year, and Landlord may not defer any such expenses beyond the Base Year if such deferment would artificially reduce the Base Year Operating Expenses below a typical year’s expenses for all anticipated services. Landlord shall not recover more than the actual Operating Expenses paid by Landlord in connection with the operation of the Building or the Complex for any year and Landlord shall not make a profit from the collection of Operating Expenses from the tenants in the Complex. Any repair and maintenance costs included in Operating Expenses shall be consistently applied to all tenants in the Complex throughout the Term (i.e. if Tenant is billed separately for any item of maintenance and repair, Landlord shall charge all other tenants in the Complex separately for such work and may not include the same in Operating Expenses). (b) Operating Expenses shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account real estate taxes and similar taxes or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premisesassessments in lieu thereof (“Real Estate Tax Expenses”); (ii) water and sewer rents, taxes and charges against the Building; (iii) public and private assessments, levies or charges; (iv) the cost of heat, light, power, elevator service, utility taxes, fuel, labor (including, without limitation, salaries, wages and all fringe benefits made to or on behalf of any amount and all employees or agents of Landlord performing on site services rendered in connection with the operation, repair, maintenance, protection and management of the Building, and the Building’s share of expenses for the Complex Common Areas, all of which Landlord is reimbursed through expenses shall not exceed the market rate for such services for other comparable office buildings in the area of the Building); permits, supplies, parts, tools, equipment, insurance, management fees, maintenance and service contracts with independent contractors; (v) capital improvements and major repairs/replacements made for the purpose of reducing energy costs, but only to the extent of actual savings; and (vi) all other items properly constituting direct operating costs according to generally accepted accounting principles consistently applied (hereafter “GAAP”), as determined by third personsan independent certified public accountant, whether similar or dissimilar to the foregoing. All utility costs included in Operating Expenses shall be charged to Tenant at Landlord’s actual costs with no ▇▇▇▇ up, billing fee, service fee or other sum payable to Landlord and any cost or expense of the nature included in Operating Expenses shall be included no more than once. (c) Operating Expenses shall not include capital expenditures (unless such capital expenditure actually results in energy savings and then only to the extent of savings); depreciation or amortization or interest paid on any mortgage, or ground rents paid under land leases; any costs incurred in the ownership of the Building or Complex, as opposed to the operation and maintenance of the Building or Complex, including income taxes, excess profit taxes, franchise taxes, capital stock taxes or similar taxes on Landlord’s business; commissions payable to leasing brokers, Tenant Electric pursuant to Section 5.02, and electric costs directly metered to or paid by other tenants; items or services provided to individual tenants, not offered or available to other tenants of the premisesBuilding; wages, salaries or other compensation paid to employees above the level of Senior Property Manager or executive personnel of Landlord or Management Company; leasing commissions, finder’s fees and all other leasing expenses incurred in procuring tenants in the Building or the Complex; preparation of income tax returns; corporation, partnership or other business form organizational expenses; filing fees; general corporate overhead, general administrative expenses, or other such expenses; any costs incurred in removal, cleaning, abatement or remediation of any environmental hazard or condition in violation of any environmental law (iii) repair except to the extent caused directly by Tenant); the cost of correcting code violations existing as of the Commencement Date; legal fees for the negotiation or enforcement of leases; expenses in connection with services or other benefits of a type which are not Building standard but which are provided to another tenant or occupant; any items to the extent such items are required to be reimbursed to Landlord by Tenant (other than through Tenant’s Additional Rent), or by other tenants or occupants of the Building or by third parties; the cost of constructing tenant improvements or installations for any tenant in the Building, including any relocation costs; principal payments of any mortgage and other non-operating debts of Landlord, brokerage commissions, origination fees, points, mortgage recording taxes, title charges and other costs or fees incurred in connection with any financing or refinancing of the Building or the securing or defense of Landlord’s title to the Building; advertising and promotional expenses, including brochures with respect to the Building; cost of repairs or replacements occasioned by fire, windstorm or other casualty, the costs of which are covered by insurance maintained or required to be maintained by Landlord under this Lease or reimbursed by governmental authorities in eminent domain or reimbursed by third parties (iv) any construction, repair other than through Operating Expenses); overhead and profit increment paid to subsidiaries or maintenance expenses or obligations that are the sole responsibility affiliates of Landlord for services on or to the Building, to the extent that the costs of such services exceed market-based costs for such services rendered by unaffiliated persons or entities of similar skill, competence and experience; penalties, fines, legal expenses, or late payment interest incurred by Landlord due to violation by Landlord, or Landlord’s agents, contractors or employees, of either the payment terms and conditions of any lease or service contract covering space in the Building or Landlord’s obligations as owner of the Building (such as late payment penalties and interest on real estate taxes, late payment of utility bills) provided that Tenant has remitted when due, its share of such invoices; any compensation paid to clerks, attendants or other persons in any commercial concession operated by Landlord in the Building from which Landlord receives any form of income whatsoever, whether or not to be reimbursed by Tenant), (v) leasing commissions and other expenses Landlord actually makes a profit from such concession; costs incurred in connection with correcting latent defects in the Building, or in repairing or replacing Building equipment, where such repair or replacement results from original defects in design, manufacture or installation rather than from ordinary wear and tear or use; rentals and other related expenses incurred in leasing any air conditioning systems, elevators or other area located on equipment ordinarily considered to be of a capital nature other than equipment used in providing janitorial services and not affixed to the premises Building; structural repairs to any the foundations, walls or roof of the Building; or lease concessions, including rental abatements and construction allowances granted to other partytenants. (d) Operating Expenses (other than Real Estate Tax Expenses addressed in Section 5.03(e)) for each year including the Base Year shall be determined as if the Building and the Complex, where appropriate, had been fully occupied and Landlord had been supplying services to 100% of the rentable square footage of the Building and the Complex. The extrapolation of Operating Expenses shall be performed by appropriately adjusting allocation of Operating Expenses as impacted by changes in the occupancy of the Building and the Complex (vi) any expense representing an amount paid to an affiliate or subsidiary of as applicable); provided, however, such adjustment shall not result in Landlord which is collecting sums in excess of the amount actual cost of Operating Expenses. (e) Real Estate Tax Expenses for each year including the Base Year shall be determined as if the Building and the Complex had been at least 95% occupied and Landlord had been supplying services to at least 95% of the rentable square footage of the Building and the Complex or the first full calendar year that the Building and the Complex are assessed as a fully occupied and fully assessed Building and the Complex. The extrapolation of Real Estate Tax Expenses shall be performed by appropriately adjusting allocation of Real Estate Tax Expenses as impacted by changes in the occupancy of the Building and the Complex (as applicable); provided, however, such adjustment shall not result in Landlord collecting sums in excess of the actual cost of the Real Estate Tax Expenses. (f) If this Lease expires or terminates other than at the end of a calendar year, the Expense Share under this Section 5.03 for the year during which would the Lease expires or terminates shall be pro-rated and shall be paid in on demand notwithstanding the absence expiration or termination of this Lease before the demand is made for such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyExpense Share.

Operating Expenses. Unless modified in accordance with Exhibit DIn addition to the Base Rent, Landlord maintenance addendum, attached hereto, it is the intention Tenant shall pay its Pro Rata share of operating expenses of the parties and they hereby agree that this shall be a triple net Leasereal estate of which the Premises are part, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and grounds ("Real Estate"). "Operating expenses" shall includemean all costs of maintaining and operating the Real Estate, without limitationincluding but not limited to all taxes and special assessments levied upon the Real Estate, real estate fixtures, and personal property taxes used by Landlord at the Real Estate, all insurance costs, common area utilities, all costs of labor, material and assessmentssupplies for maintenance, management feerepair, heatingreplacement, electricityand operation of the Real Estate, waterincluding but not limited to line painting, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn carelighting, snow removal, restripinglandscaping, repairscleaning, repavingdepreciation of machinery and equipment used for such maintenance, cleaning repair and custodialreplacement, securityand management costs. Irrespective of the preceding, insuranceduring the term of the Lease. Tenant will provide, at its sole cost and expense, the cost maintenance of contesting the validity or applicability of any governmental acts which may affect operating expensesCommon Areas including the grounds and parking lot in a manner acceptable to Landlord. Tenant will provide the specific Common Area services to include snow removal, routine lawn and shrubbery care and maintenance, and all other direct operating costs routine lot and property clean-up. As long as Tenant continues to provide those Common Area Services as described, those services and the related expenses will not be considered a part of operating and the Operating Expenses, however should Landlord provide those services, such services will be considered part of Operating Expenses. Landlord reserves the right to maintain the Building's Common Areas if in Landlord's sole discretion, Tenant is not maintaining the Building and related parking areas, unless expressly excluded from operating expensesCommon Areas in a manner acceptable to Landlord after Landlord has provided Tenant written notice with ten (10) days to cure. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) Operating Expenses shall not include (i) property additions and capital improvements to the Real Estate, alterations made for specific tenants, depreciation of the Real Estate, any expense chargeable to a capital account or capital improvementpaid by Tenant, ground leases; principal or interest payments debt service on any mortgage debt or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, income taxes paid by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyLandlord.

Operating Expenses. Unless modified in accordance with Exhibit D(a) Room Operating Expenses. The "Room Operating Expenses" generally include all costs, Landlord maintenance addendum, attached hereto, it is charges and expenses attributable to the intention operation of all of the parties Units in a specific Rental Pool and they hereby agree that this shall be a triple net Leaseeach separate Rental Pool as hotel accommodations, including without limitation the compensation paid to the Company pursuant to Sections 3.2 and 3.4; the salaries, payroll rates and employee benefits of all Hotel Condominium Project personnel providing services in connection with the rental operation of the Units (i.e., managers, assistant managers, bookkeepers, reservation clerks, maids and room service employees, and the Landlord shall have no obligation to provide any services, perform any acts or pay any like); costs of linen and laundry service; costs of guest supplies; advertising and promotional expenses, chargesincluding salaries, obligations or payroll rates and employee benefits of sales personnel; reasonable travel expenses of the Company's personnel; costs of any kind whatsoever with respect office supplies and equipment, including postage and long distance telephone charges; fees and commissions paid to the Premises, travel agents and Tenant hereby agrees to pay one hundred percent (100%) of hotel representatives; any and all reserves required to replace any improvements at the Hotel Condominium Project, credit card commissions; bad debt losses; expenses of repair, maintenance and refurbishment of office, reception, housekeeping and maintenance areas; expenses of repair, maintenance and refurbishment of Unit furnishings, fixtures, equipment and household items; costs of utilities; that certain access and use fee to be paid pursuant to that certain access and use agreement dated ____________ by and between the Association and the Company and its affiliated entities (the "Access and Use Agreement"); computer bookkeeping and accounting expenses; and fees for legal and other professional services. The Room Operating Expenses as hereafter defined for also include the entire term cost of thorough periodic cleaning and repair of the Lease Units and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areastheir furnishings, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repavingwhich maintenance, cleaning and custodial, security, insurance, repair shall be done by the cost of contesting Company to the validity or applicability of any governmental acts which may affect operating expenses, and extent feasible on a rotating basis so as to maintain all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expensesUnits in proper condition for their rental use. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall Room Operating Expenses do not include (i) any expense chargeable to a capital account or capital improvementthe charge for fire, ground leasescasualty and liability insurance purchased through the Association; principal or interest payments on any mortgage or deed of trust on the premisesAssociation charges, fees and assessments; (ii) any amount for which Landlord is reimbursed through insurance, by third personsproperty taxes, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises mortgage payments attributable to any other partyUnit, (vi) any expense representing an amount paid to an affiliate all of which each Owner shall pay directly or subsidiary of Landlord which is in excess of through the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyAssociation.

Operating Expenses. Unless modified As used in accordance with Exhibit Dthis Lease, Landlord maintenance addendum"Operating Expenses" shall mean all costs of operation, attached heretomaintenance, it is the intention repair and management of every portion of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Project as determined by standard accounting practices. Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate all sums expended in connection with all maintenance and personal property taxes and assessmentsrepairs, management feeresurfacing, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removalpainting, restriping, repairscleaning, repavingsweeping and janitorial services; maintenance and repair of sidewalks, cleaning curbs, signs and custodialother Common Areas (defined in Article 55); maintenance and repair of sprinkler systems, securityplanting and landscaping; trash removal; sewage; electricity, insurancegas, water and any other utilities (including any temporary or permanent utility surcharge or other exaction whether now or hereafter imposed); maintenance and repair of directional signs and other markers and bumpers; maintenance and repair of any fire protection systems, elevator systems, lighting systems, storm drainage systems, HVAC, and other utility systems; any governmental imposition or surcharge imposed upon Landlord or assessed against the Project; all costs and expenses pertaining to a security alarm system and security guard for the Project if Landlord deems necessary in Landlord's reasonable discretion; materials; supplies; tools; depreciation on maintenance and operating machinery and equipment (if owned) and rental paid for such machinery and equipment (if rented); service agreements on equipment; maintenance and repair of parking areas and parking structures, if any; repair and routine and preventative maintenance of the roof (including repair of leaks and resurfacing); repair and maintenance of the exterior surfaces of all improvements (including painting); maintenance and repair of structural parts (including foundation, floor slabs and load bearing walls); replacement of Common Area carpets and window coverings, the cost of which shall be amortized over the useful life of such items as determined by standard accounting practices; window cleaning; elevator or escalator services; material handling; fees for licenses and permits relating to the Project; the cost of complying with rules, regulations and orders of governmental authorities; accounting and lega fees; Project office rent or rental value; the cost of contesting the validity or applicability of any governmental acts enactments which may affect operating expensesOperating Expenses or Project Taxes; personnel to implement such services; public liability, property damage and all other direct operating costs of operating fire and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust extended coverage insurance on the premises; Project (ii) any amount for in such amounts and providing such coverage as determined in Landlord's reasonable discretion and which Landlord is reimbursed through may include without limitation liability, all risk property, lessor's risk liability, war risk, vandalism, malicious mischief, sprinkler leakage, boiler and machinery, rental income, flood and worker's compensation insurance, and, if available at commercially reasonable rates or required by third persons, the lender of any loan affecting all or directly by other tenants any portion of the premisesProject, (iii) repair costs occasioned earthquake); compensation and fringe benefits payable to all persons employed by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing the operation, maintenance, repair, and management of the Project; and all annual assessments and special assessments levied against the Project and/or Landlord pertaining to the Project pursuant to any declaration of covenants, conditions and restrictions affecting the Project. Landlord may cause any or all of said services to be provided by an independent contractor or contractors, or they may be rendered by Landlord. If such services are provided by Landlord, the cost of such services which are included in Operating Expenses shall be reasonable, based upon the prevailing market prices for such services, if Landlord makes capital improvements which have the effect of reducing Operating Expenses, Landlord may amortize its investment in said improvements as an Operating Expense in accordance with standard accounting practices provided that such amortization is not at a rate greater than the anticipated savings in Operating Expenses. It is the intent of the parties hereto that Operating Expenses shall include every cost paid or incurred by Landlord in connection with the operation, maintenance, repair and management of the Project and the specificexamples of Operating Expenses stated in this Section 7b. are in no way intended to, and shall not limit the costs comprising Operating Expenses, nor shall such examples be deemed to obligate Landlord to incur such costs or to provide such services or to take such actions except as Landlord may be expressly required in other area located portions of this Lease, or except as Landlord, in its reasonable discretion, may elect. The maintenance of the Project shall be at the reasonable discretion of Landlord and all costs incurred by Landlord reasonably and in good faith shall be deemed conclusively binding on Tenant. If less than one hundred (100%) percent of the Project is occupied during any calendar year, all Operating Expenses on the premises statements provided by Landlord shall be adjusted for each calendar year to any other party, equal Landlord's reasonable estimate of Operating Expenses had one hundred percent (vi100%) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would Project been occupied. Operating Expenses shall be paid in the absence comprised of such relationshipRetail Operating Expenses, Office Operating Expenses and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyShared Operating Expenses.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is Throughout the intention term of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord Tenant shall have no obligation pay to provide any servicesLandlord, perform any acts or pay any expensesas additional rent, charges, obligations or costs Tenant's Proportionate Share of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for incurred by Landlord in the entire term operation of the Lease Property. Tenant shall pay Tenant's Proportionate Share of such Operating Expenses as provided in Section 3.3 hereof. Operating Expenses shall include, but not be limited to: costs of management (not to exceed 5%); cleaning; trash removal; lighting; costs of repairing, maintaining and any extensions thereof replacing all Common Area improvements; repair and maintenance of the Building and all related improvements on the Property, including, without limitation, , gutters, down spouts, snow removal, parking lot striping, painting, landscaping; providing security; providing public liability, property damage, fire and extended coverage and such other insurance as Landlord deems appropriate on the Building and Property; total compensation and benefits (including premiums for Workers' Compensation and other insurance) paid to or on behalf of employees; personal property taxes; supplies; fire protection and fire hydrant charges; water and sewer charges; utility charges; licenses and permit fees; reasonable depreciation of equipment used in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Property and rent paid for leasing such equipment; and reasonable reserves for any or all of the foregoing. Any capital improvement costs included in Operating Expenses which Landlord is required to amortize pursuant to the Internal Revenue Service Code shall be amortized over the useful life of such item and Tenant shall pay Tenant's Proportionate Share of the amortized cost charged during the term of this Lease. Operating Expenses shall not include debt service, Building and related parking areasdepreciation, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, leasing commissions paid by Landlord or the cost of contesting creating new space for new tenants within the validity Property; or applicability repairs or replacements to the extent proceeds of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account insurance or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that condemnation awards are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyavailable therefor.

Operating Expenses. Unless modified In addition to the Rent, Lessee shall pay currently Lessee's proportionate share of all increases in accordance with Exhibit Dthe Operating Expenses above the Base Amount. The Base Amount shall be determined by actual Operating Expenses for the period from May 1, Landlord maintenance addendum1996 to April 30, attached hereto, it is 1997 per the intention total square feet of the parties park. Lessee's Proportionate Share is that percentage set forth in the Basic Lease Information on page I as Lessee's Proportionate Share of the Park and/or Lessee's Proportionate Share of the Building and/or Lessee's Proportional Share of the Lot. The term "Operating Expenses" means the total amounts paid or payable by Lessor or others on behalf of Lessor in connection with the ownership, maintenance, repair, and they hereby agree that this shall be a triple net Leaseoperation of the Premises, the Building, and the Landlord Park, and includes, but is not limited to, the amount paid for all hot and cold water; sewer service charges; the amount paid for lighting; the amount paid for heating and air conditioning; the amount paid for all labor and/or wages and other payments, including cost to Lessor of workers' compensation and disability insurance, payroll taxes, welfare, and fringe benefits made to janitors, employees, budding managers, contractors, and subcontractors of the Lessor to the extent involved in the operation, maintenance, repair, and restoration of the Building or the Park; the cost of maintenance and repair of the roof, landscaping, sidewalks, driveways, parking lots, fences and other exterior Common Areas; modifications to the Building occasioned by any rules, regulations, or laws effective subsequent to the Commencement Date; permits, licenses, and certificates necessary to operate and manage the Building; managerial fees and managerial, administrative, and telephone expenses related to the Building; the total charges of any independent contractors employed in the care and operation, maintenance, leasing, cleaning, repair, and restoration of the Building and the Park landscaping; the amount paid for all supplies, tools, equipment, and necessities which are occasioned by everyday wear and tear; the cost of window and exterior wall cleaning and painting; the cost of accounting services necessary to compute the Rent and charges payable by tenants; legal, inspection, and consulting services; the amount paid for premiums for all insurance required from time to time by Lessor or Lessor's mortgagees and real property taxes applicable to the Lot, improvement, fixtures and equipment included within the Lot The term "Taxes" includes any form of assessment, general, special, ordinary or extraordinary, commercial rental tax, improvement bond or bonds, license fee, license tax, rental tax, levy, penalty, or tax other than personal income tax, inheritance or estate taxes imposed by any authority having the direct or indirect power of tax, including any city, county, state, or federal government, or any school, agricultural, lighting, drainage, or other improvement district thereof, as against any legal or equitable interest of Lessor in the Premises or in the real property of which the Premises are a part, as against Lessor's right to Rent or other income therefrom, or as against Lessor's business of leasing the Premises or the occupancy of Lessee, or any other tax, fee, or excise, however described, including any value added tax, or any tax imposed in substitution, partially or totally, for any of the foregoing or otherwise. Taxes shall also include reasonable legal fees and costs incurred in connection with proceedings to contest, determine, or reduce taxes. Lessee acknowledges that Lessor shall have no obligation whatsoever to provide guard service or other security measures for the benefit of the Premises or Park. Should Lessor elect to provide security protection for the Park, the cost of guards and other protection services shall be included within the definition of Operating Expenses. Operating expenses shall not, however, include interest on debt, capital retirement of debt, depreciation, expenses properly chargeable to capital account except for capital expenditures primarily designed to reduce operating expenses or as required or reasonably requested by governmental authority (which capital expenditures shall be amortized over such reasonable period not exceeding five (5) years, as Lessor shall determine), and expenses directly chargeable by the Lessor to any servicestenant or Lessor's initial construction cost of the Project, perform real estate brokerage and leasing commissions, advertising and marketing expenses and Lessor's or Lessor's property manager's corporate general overhead or corporate general administrative expenses. The reference to "Building" in this paragraph shall include all corridors, lobbies, sidewalks, loading areas, and parking areas, if any, and driveways and other public areas in or around the Building. Notwithstanding the provisions of this paragraph 7, Lessee agrees that any acts cost or expense which arises from Lessee's particular use or occupancy of the Building shall be paid in full by Lessee upon demand from Lessor. Failure of Lessee to pay any expensesof the foregoing amounts and charges shall constitute a default under the terms hereof in like manner as failure to pay Rent when due. Lessor may estimate such increases as of the beginning of each calendar year and require Lessee to pay one-twelfth (1/12) of such estimated amount as Additional Rent hereunder as of the first day of each month. Not later than March 31st of the following calendar year or as soon thereafter as reasonably possible, chargesincluding the year following the year in which this Lease terminates, obligations or Lessor shall endeavor to furnish Lessee with a true and correct accounting of actual costs of any kind whatsoever with respect to the Premisesitems set forth above which accounting shall be binding on Lessee, and Tenant hereby agrees within thirty (30) days of Lessor's delivery of such accounting, Lessee shall pay to pay one hundred percent (100%) Lessor the amount of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expensesunderpayment. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) failure by Lessor to give such accounting by such date shall not include constitute a waiver by Lessor of its right to collect Lessee's share of any underpayment. Lessor shall credit the amount of any overpayment of Lessee toward the next estimated monthly installment(s) falling due, or where the term of the Lease has expired, refund the amount of overpayment to Lessee. Lessor may upon notice to Lessee change from a calendar year period for estimating Operating Expenses to any other twelve (12) consecutive month period, and in the event of any such change Lessee's proportionate share of Operating Expenses shall be equitably adjusted. Tenant shall have the right to audit the books and records of Landlord provided that such audit shall be (i) any expense chargeable to conducted by a capital account regional or capital improvement, ground leases; principal or interest payments on any mortgage or deed national firm of trust on the premisescertified accountants; (ii) any amount such audit shall be conducted within six (6) months following the delivery of Landlord's statement for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, a particular year and (iii) repair costs occasioned by fire, windstorm any claim arising out of such Landlord's Statement or other casualty, Tenant's audit shall be asserted within one (iv1) any construction, repair year after the delivery of Landlord's Statement or maintenance expenses or obligations that shall be waived. The above provisions requiring Lessee to pay its proportionate share of Operating Expenses are the sole responsibility of Landlord (not intended to be reimbursed by Tenant), (v) leasing commissions pass to Lessee and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid reimburse Lessor for all increases in the absence of such relationship, and (vii) costs of items operating, repairing and services for which Tenant reimburses Landlord or pays third persons directlymanaging the Building, the Premises and the Park except as otherwise set forth herein.

Operating Expenses. Unless modified (1) Tenant shall pay an amount as Additional Rent its Pro Rata Share of the Operating Costs (defined below) in the Building. Landlord may collect such amount in a lump sum, which shall be due within 30 days after Landlord furnishes to Tenant the Operating Costs and Tax Statement (defined below). Alternatively, Landlord may make a good faith estimate of such Additional Rent to be due by Tenant for any calendar year or part thereof during the Term, and Tenant shall pay to Landlord, on the Commencement Date and on the first day of each calendar month thereafter, an amount equal to the estimate of such 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 such Additional Rent to be due by Tenant and deliver a copy of the estimate or reestimate to Tenant. Thereafter, the monthly installments of such Additional Rent payable by Tenant shall be appropriately adjusted in accordance with Exhibit Dthe estimations so that, Landlord maintenance addendum, attached hereto, it is by the intention end of the parties and they hereby agree that this calendar year in question, Tenant shall have paid all of such Additional Rent as estimated by Landlord. Any amounts paid based on such an estimate shall be a triple net Leasesubject to adjustment as herein provided when actual Operating Costs are available for each calendar year. (2) (A) The term "Operating Costs" shall mean all expenses and disbursements (subject to the limitations set forth below) that Landlord incurs in connection with the accounting principles consistently applied, including, but not limited to the following costs: (A) OMITTED; (B) all supplies and materials used in the operation, maintenance, repair, replacement, and security of the Landlord shall have no obligation Building; (C) costs for improvements made to provide any servicesthe Building which, perform any acts or pay any expensesalthough capital in nature, charges, obligations or are expected to reduce the normal operating costs of the Building, as well as capital improvements made in order to comply with any kind whatsoever with respect law hereafter promulgated by any governmental authority, as amortized over the useful economic life of such improvements as determined by Landlord in its reasonable discretion; (D) cost of all utilities, except the cost of utilities reimbursable to Landlord by the PremisesBuilding's tenants other than pursuant to a provision similar to this Section or payable directly by Tenant or other tenants; (E) fire, hazard, casualty, liability and related insurance expenses; (F) repairs, replacements, and Tenant hereby agrees to pay one hundred percent general maintenance of the Building; and (100%G) of any and all Operating Expenses as hereafter defined service or maintenance contracts with independent contractors for the entire term operation, maintenance, repair, replacement, or security of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include(including, without limitation, real estate and personal property taxes and assessmentsalarm service, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn carewindow cleaning, snow removal, restripinglandscaping, repairs, repavingelectricity, cleaning and custodialjanitorial service, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyif provided.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached heretolease, it is the intention of the parties and they hereby agree that this shall be a triple net LeaseLease in management style of lease only, resulting in no management duties for the property owner, and the Landlord shall have no obligation to provide any services, perform any acts or pre-pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all most costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly. Tenant reserves the right to recoup normal daily operating costs from the revenues of this property. Landlord shall not be called upon to pre-pay or directly pay any fees or levies upon property.

Operating Expenses. Unless modified in accordance with Exhibit D(a) The provisions of Sections 4(c)(ii), Landlord maintenance addendum4(c)(iv), attached hereto, it is the intention and 4(d) of the parties Lease shall not be applicable to the Expansion Premises. (b) Throughout the Lease Term, Tenant agrees to pay to Landlord, as Additional Rent, "Tenant's Expansion Premises Proportionate Share" (as defined below) of any increase in operating expenses over the "Base Operating Expense Amount" (as defined below). As used herein, (i) "Expansion Premises Proportionate Share" shall mean 51.47% and they hereby agree (ii) "Base Operating Expense Amount" shall mean the operating expenses for the Adjacent Building during calendar year 1999. The term "operating expenses" shall mean any and all expenses incurred by Landlord in connection with owning, managing, operating, maintaining, servicing, insuring and repairing the Adjacent Building and the land thereunder and the parking lot and other related exterior appurtenances, including but not limited to: (1) wages and salaries of all employees engaged in the management, operation or maintenance of the Adjacent Building, including taxes, insurance and benefits relating hereto; (2) all supplies, materials, equipment and tools used in the operation or maintenance of the Adjacent Building; (3) cost of all maintenance and service agreements for the Adjacent Building and the equipment therein, including but not limited to controlled access and energy management services, window cleaning and elevator maintenance; (4) cost of all insurance relating to the Adjacent Building, including the cost of casualty, liability and rent loss insurance applicable to the Adjacent Building and Landlord's personal property used in connection therewith; (5) general and special repairs and maintenance; (6) management fees; (7) legal, accounting, auditing and other professional fees; (8) the cost of any additional services not provided to the Adjacent Building at the Commencement Date of the Lease Term, but thereafter provided by Landlord in the prudent management of the Adjacent Building; (9) intentionally deleted; (10) costs for char service and cleaning supplies for the common areas of the Adjacent Building (but expressly excluding char service and cleaning supplies for the Expansion Premises); (11) costs for utility services such as electricity, gas, water and sewage, including the cost of heating and cooling the Adjacent Building; (12) the cost of any capital improvements or alterations made to the Adjacent Building after the Commencement Date of the Lease Term, that reduce other operating expenses, or which are required under any governmental law or regulation that was not applicable to the Adjacent Building at the time the Lease was executed, such cost to be amortized over such reasonable period as Landlord shall determine, together with interest on the unamortized balance at the rate paid by Landlord on funds borrowed for the purposes of constructing said capital improvements (or, in the event that Landlord elects not to borrow funds to construct such capital improvements, at the rate that Landlord would have paid had it borrowed funds for the purpose of constructing said improvements); (13) transportation district fees, parking district fees, and the cost of other amenities required by law; (14) "real estate taxes" (as hereinafter defined); (15) cost of Adjacent Building office expenses, including telephone, rent, stationery and supplies; (16) costs of all elevator and escalator (if installed in the Adjacent Building) maintenance and operation; (17) cost of providing security; (18) cost of providing garbage and snow removal and pest control; (19) cost of decoration of common areas; (20) cost of landscaping; (21) cost of maintenance and operation of the parking area; (22) costs and fees charged and/or assessed in connection with any business improvement district that is applicable to the Adjacent Building; and (23) costs of removing trash from the Adjacent Building that is generated in connection with the use of the Expansion Premises. Notwithstanding anything in this Lease to the contrary, the preceding list is for definitional purposes only and shall not impose any obligation upon Landlord to incur such expenses or provide such services. In the event that all or any of the services (or other obligations of Landlord, including real estate taxes, which are to be passed through to Tenant as an operating expense) that are being provided by Landlord are provided by contractors or vendors who are providing such services (or such other obligations) to other real property that is owned, operated or managed by Landlord or any party that is related to or affiliated with Landlord, and the same are being provided under a contract which includes the Adjacent Building and such other real property, then the cost of the same shall be allocated on a proportionate square footage basis by Landlord between the Adjacent Building and such other real property [i.e., the amount of the cost of such service (or such other obligation) that is allocated to the Adjacent Building shall be a triple net Leasefraction, the numerator of which shall be equal to the number of rentable square feet of area contained in the Adjacent Building, and the Landlord denominator of which shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect be equal to the Premises, number of rentable square feet of area contained in the other real property and in the Adjacent Building]. It is expressly understood and agreed that the cost of providing services (or other obligations of Landlord which are to be passed through to Tenant hereby agrees as an operating expense) to pay one hundred percent the Building and the Adjacent Building under any contract which covers both the Building and the Adjacent Building shall be allocated as follows: (100%x) of any and all Operating Expenses as hereafter defined for the entire term 51.8% of the Lease cost shall be allocated to the Building; and any extensions thereof in accordance with specific provisions hereinafter set forth(y) 48.2% of the cost shall be allocated to the Adjacent Building. The term Operating expenses shall include be reduced by all costs to cash discounts, trade discounts or quantity discounts received by Landlord of operating and maintaining or Landlord's managing agent in the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability purchase of any governmental acts which may affect goods, utilities or services in connection with the prudent operation of the Adjacent Building. If Landlord charges a user fee for use of a building amenity or facility, then operating expenses, and all other direct operating costs expenses shall be deemed reduced by the amount of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expensessuch fees. Notwithstanding Despite the foregoing, in no event shall operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) expenses be reduced by any amount for which that is being charged by Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred parking operator in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.parking

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, promptly perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to all maintenance and repairs upon the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking common areas, and shall includeincluding, without limitation, real estate all landscaped areas, parking areas and personal property taxes structures, paved areas, sidewalks and assessmentsdrives at or serving the Building or the Property, management feeexcept to the extent expressly made the responsibility of Tenant under this Lease Agreement. During the Term of this Lease Agreement and any renewals or extensions thereof, Tenant shall pay its pro rata share of the Operating Expenses incurred by Landlord in owning, operating, managing, maintaining, repairing, replacing and insuring the Building, the Parking Areas and other common areas of the Building, and the parcel(s) of land on which they are located, including for Retail Lots 6 and 7. The term "Operating Expenses" herein shall include, but not be limited to: (a) all payments by Landlord for maintenance, operation, repair, replacement and care of: (i) all heating, lighting, fire protection and plumbing fixtures in or serving the Parking Areas and other common areas and (ii) all equipment, systems, roofs, exterior glass, landscaped areas, signs, the Building’s exteriors and parking lots (including seal coating); (b) all payments by Landlord for electricity, water, waste disposalsewer and other utilities not separately metered or sub-metered, sewage, operating materials and supplies, service agreements and charges, lawn carecosts allocated to the Building or the parcels on which the Building is located pursuant to a reciprocal easement agreement or declaration (or similar document), snow removal for the Parking Areas, refuse removal, restripingpainting, repairsinsurance premiums and deductibles, repavingmanagement fees up to 3% of gross annual revenues for the Premises, cleaning wages and custodial, security, insurance, fringe benefits of personnel employed for the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, aforesaid work and all other direct operating proportionate costs of operating equipment purchased and maintaining used for such purposes; and (c) the Building amortization of capital expenditures or investments (but not improvements or expansions), all as determined on a commercially reasonable basis by Landlord using an interest rate of no greater than 8% and related parking areasamortized over the useful life of the capital improvement, unless expressly excluded from operating expensesreplacement or investment as reasonably determined by Landlord. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) The term “Operating Expenses” shall not be deemed to include any of the following: (i) any expense chargeable to a capital account leasing costs and commissions, costs of tenant disputes, leasehold improvements and other costs of preparing space for tenants, other tenant incentives, and expenses incurred in negotiating or capital improvement, ground enforcing leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) interest, principal or any amount other payments made to the mortgagee under any mortgage or rental or any other payments made to the ground lessor under any ground lease; (iii) costs for which Landlord is reimbursed through reimbursed, including costs covered by proceeds of insurance, condemnation awards or court judgments, amounts specially billed to and payable by third personsan individual tenant and costs covered by any manufacturer’s, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm contractor’s or other casualty, warranty; (iv) any constructionfees and other costs for professional services provided by attorneys, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), space planners and architects; (v) leasing commissions marketing and other expenses advertising expenses; (vi) any costs of capital improvements or expansions (as opposed to capital repairs or replacements, or maintenance of items of a capital nature); (vii) political or charitable contributions; (viii) costs incurred in connection with leasing the mortgaging, selling or changing of ownership of a building or any part of the associated real property, including, without limitation, brokerage commissions, consultants’, attorneys’ and accountants’ fees, closing costs, title insurance premiums, transfer taxes and interest charges; (ix) Real Estate Taxes (which are covered in Article 6(a)(i)) or any costs expressly excluded from the definition of Real Estate Taxes; (x) costs incurred in connection with the original construction of the Building or any other area located on part of the premises Property and costs of repairing, replacing or otherwise correcting defects or deficiencies in the design, construction or components of the improvements comprising the Property; (xi) costs incurred in connection with the investigation, removal, remediation or clean-up of Hazardous Materials from the Property or Building (including the fees of any environmental consultants); (xii) Landlord’s general corporate overhead and general and administrative expenses or wages, salaries, fees, and fringe benefits paid to any other party, administrative or executive personnel or officers or partners of Landlord not having direct day to day responsibility for operating or providing services to the Building; (vixiii) any expense representing an amount "tap fees" or one-time lump sum sewer or water connection fees for the Property payable in connection with the original construction of the Property; (xiv) costs incurred for any item to the extent covered by a manufacturer’s, materialman’s, vendor’s or contractor’s warranty and paid to an affiliate by such manufacturer, materialman, vendor or subsidiary contractor (Landlord shall pursue a breach of warranty claim for items of Landlord’s Work covered by a warranty); (xv) development fees, impact fees and similar charges; and (xvi) deductibles and retentions on any insurance maintained by Landlord which is that are in excess of the amount which would commercially reasonable deductibles (i.e., self-insurance shall not be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyan Operating Expense).

Operating Expenses. Unless modified All costs and expenses incurred by Landlord in accordance with Exhibit Downing, Landlord maintenance addendumoperating, attached heretomanaging, it is the intention of the parties and they hereby agree that this shall be a triple net Leasepolicing, and the Landlord shall have no obligation to provide any servicesprotecting, perform any acts or pay any expenseslighting, chargesrepairing, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating replacing and maintaining the Project, including, if the Building is less than ninety five percent (95%)occupied during any calendar year, all additional costs and related parking areasexpenses of operation, management and maintenance of the Building which vary with occupancy and which Landlord determines that it would have paid or incurred during such calendar year if the Building had been ninety five percent (95%) occupied. Such costs and expenses shall include, without limitationbut not be limited to: cleaning and janitorial services and supplies; window washing; fire protection; security services; snow, ice, and trash removal; striping and restriping and sealing, resurfacing or replacing any parking areas or access roads; gas, water, electricity and other utilities (to the extent not separately metered to Tenant or other tenants); costs and expenses of planting, cutting, trimming, replanting and replacing lawns, flowers and landscaping; premiums for Landlord's liability, property damage, loss of rents, fire, casualty and other insurance Landlord procures, and any deductible amount payable by Landlord in the event of casualty; market management fees; wages and benefits payable to employees whose duties are directly connected with the operation and maintenance of the Project and offsite employees as reasonably allocated based on the time actually spent on the Project as opposed to other projects; fees for required licenses and permits; capital expenditures, the cost of which shall be amortized on a straight-line basis over the useful life thereof, together with interest at the rate or rates per annum paid by Landlord on funds borrowed for the purpose of financing such capital expenditures, or, if Landlord does not borrow funds for such purpose, at the rate per annum equal to the prime rate, as published in The Wall Street Journal on the Business Day on which, or closest to the day on which, the capital improvements in question are substantially completed, plus two percent (2%); but only to the extent such capital expenditure is made for the purpose of (aa) reducing Operating Costs, or (bb) complying with governmental requirements which become effective after the date hereof; all real estate property taxes and assessments levied against the Project; all personal property taxes levied on personal property of Landlord used in the management, operation, maintenance and repair of the Project; all taxes, assessments and reassessments of every kind and nature whatsoever levied or assessed in lieu of or in substitution for existing or additional real or personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, ; all service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost payments in lieu of contesting the validity or applicability of any governmental acts which may affect operating expenses, taxes; and all other direct operating costs excises, charges, fees, assessments, reassessments, levies or amounts necessary to be expended because of operating and maintaining governmental orders, whether general or special, ordinary or extraordinary, foreseen or unforeseen, which are assessed, levied, charged, confirmed or imposed by any public authority upon the Building and related parking areasProject, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account ownership or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third personsoperation thereof, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) rent derived therefrom. Real estate taxes and assessments for any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not calendar year shall be deemed to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.the

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this Tenant shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for related to the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forthPremises. The term "Operating expenses Expenses" shall include all costs and expenses incurred by Landlord in owning, operating, managing and repairing the Building and the Land, including, but not limited to, all costs and expenses of: (i) Landlord's Insurance, whether or not required by any Landlord's Lender; (ii) pest control, cleaning of exterior windows, cleaning, sweeping, striping, painting, resurfacing, repaving, disposing of refuse, inspecting, planting and landscaping for the Premises; (iii) providing janitorial services for the Premises; (iv) providing security, including but not limited to, electronic intrusion and fire control devices, card key access systems, guards and any attendant costs of such guards and telephonic alert system devices; (v) complying with all Rules and Regulations, as defined in Section 7.2 hereof, and ----------- any requirements of Landlord's Lender, including but not limited to, improvements or changes required by any current or future Regulations or Landlord's Lender; (vi) fees for permits and licenses; (vii) court costs; (viii) replacing, repairing and maintaining foundations, floors, carpeting, walls, hallways, roofs, stairways, signage for the Building, gutters, downspouts, building service, electrical, mechanical, plumbing, heating, air conditioning and ventilating equipment and systems, sidewalks, landscaping, drainage, equipment, fixtures, including all labor and materials costs and equipment rental fees, and any other capital improvements; (ix) utilities furnished to Landlord of the Premises, including air conditioning, electricity, lighting, steam, heating, mechanical, elevator service (if any), and ventilation; (x) capital improvement and operating and expense reserves if Tenant fails to maintain the Premises pursuant to the terms of this Lease; and (xi) any other expenses of any kind whatsoever which would reasonably or customarily be included in managing, operating, maintaining and repairing office buildings in the location in which the Building is situated. If Tenant fails to maintain the Premises pursuant to the terms of this Lease, Landlord may establish reasonable reserves for maintaining the Building and related parking areason the Land, and shall include, without limitation, real estate for the repair and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost replacement of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining improvements in the Building and related parking areasthe Land and may include the reserves as Operating Expenses, unless expressly excluded from operating expenses. Notwithstanding provided that when the foregoingreserves are actually used, operating costs (and Tenant's obligations in relation thereto) the expenditure of the reserves shall not include (i) be considered Operating Expenses. With respect to any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or Operating Expenses paid directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not and reimbursable to be reimbursed Landlord by Tenant), Tenant shall have the right to review such Operating Expenses within twenty (v20) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.days

Operating Expenses. Unless modified in accordance (i) Commencing with Exhibit Dthe Commencement Date, Tenant shall pay to Landlord, as Additional Rent, Tenant's Projected Share of the Costs of Operation and Maintenance for the Project, Building and Property and Tenant's Proportionate Share of the Cost of Operation and Maintenance for Project Common Areas and Parking Areas that are allocable to tenants of the Building pursuant to the terms of this Lease during such Operational Year. During the month of December preceding each Operational Year, Landlord maintenance addendumshall furnish Tenant by Notice a written statement, attached heretoitemized in reasonable detail, it is the intention of the parties estimated Cost of Operation and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined Maintenance for the entire term such year setting forth Tenant's Projected Share of the Lease Cost of Operation and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining Maintenance for the Building and related parking areas, Property and of the Cost of Operation and Maintenance for Project Common Areas and Parking Areas that are allocable to tenants of the Building pursuant to the terms of this Lease during such Operational Year and Tenant shall pay same to Landlord as Additional Rent. Tenant's Projected Share shall be divided by 12 and shall includebe payable on the first day of each month, without limitationbeginning on the first day of such ensuing Operational Year. If said statement is furnished to Tenant after the commencement of such Operational Year, real estate Tenant shall nonetheless be obligated to pay, as part of its next installment of Monthly Rent and personal property taxes Additional Rent, Tenant's Projected Share for the period which shall have elapsed prior to the first day of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) It is estimated that on or before March 31 following a calendar year for which Overhead Rent is payable hereunder, Landlord shall furnish a written reconciliation statement to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials Maintenance incurred for such Operational Year and supplies, service agreements Tenant's Proportionate Share of the Cost of Operation and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost Maintenance of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (Property and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable Proportionate Share of the Cost of Operation and Maintenance for Project Common Areas and Parking Areas that are allocable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premisesBuilding pursuant to the terms of this Lease during such Operational Year ("Landlord's Statement of Operation and Maintenance"). If the Landlord's Statement of Operation and Maintenance shall indicate that Tenant's Projected Share paid by Tenant for such Operational Year exceeded Tenant's Proportionate Share for such Operational Year, Landlord, at Landlord's option, shall forthwith either (iii1) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of pay the amount which would be paid in the absence of excess directly to Tenant within thirty (30) days of Tenant's receipt of such relationshipStatement or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Additional Rent due hereunder. If Landlord's Statement of Operation and Maintenance shall indicate that Tenant's Proportionate Share exceeds Tenant's Projected Share for that Operational Year, and Tenant shall forthwith pay Landlord within thirty (vii30) costs days after Tenant's receipt of items and services for which Tenant reimburses Landlord or pays third persons directlysuch Statement, the amount of such excess.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention The term “Operating Expenses” shall mean all of the parties following: (i) all market-based premiums for commercial property, casualty, general liability, boiler, flood, earthquake, terrorism and they hereby agree that this shall be a triple net Lease, all other types of insurance reasonably provided by Landlord and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect relating to the Premises, all reasonable administrative costs incurred in connection with the procurement and Tenant hereby agrees to pay one hundred percent (100%) implementation of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expensessuch insurance policies, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable deductibles paid by Landlord pursuant to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premisesinsurance policies required to be maintained by Landlord under this Lease; (ii) any property management fees payable to Landlord or Agent in an amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants equal to 1% per annum of the premises, gross Rent due hereunder; (iii) repair costs occasioned by fireTaxes, windstorm or other casualty, as hereinafter defined in Section 3.1.2; (iv) dues, fees or other costs and expenses, of any constructionnature, repair due and payable to any association or comparable entity to which Landlord, as owner of the Premises, is a member or otherwise belongs and that governs or controls any aspect of the ownership and operation of the Premises; (v) any real estate taxes on common areas and any common area maintenance expenses levied against, or obligations attributable to, the Premises under any declaration of covenants, conditions and restrictions, reciprocal easement agreement or comparable arrangement that encumbers and benefits the Premises and other real property (e.g. a business park); (vi) intentionally deleted; (vii) any other costs and expenses associated with the ownership, operation and maintenance and repair of the Premises other than those specifically allocated as Landlord’s responsibility under this Lease; and (iii) Building-related operating costs, including exterior maintenance, insurance, and the cost of Eligible Capital Items (as hereinafter defined) amortized in accordance with Generally Accepted Accounting Principles (“GAAP”) over the applicable useful life of the applicable Eligible Capital Item adjusted to reflect 24/7/365 operation) (net of operating warranties). ”Eligible Capital Items” shall be limited to capital repairs or improvements which are necessary due to (a) compliance with a new Law enacted after the sole responsibility of Landlord Commencement Date including any Law Change Capital Improvement (not to be reimbursed by Tenantas hereinafter defined), (vb) leasing commissions and other expenses incurred in connection with leasing any other area located on to improve building efficiencies, but only to the premises to any other party, (vi) any expense representing an amount paid to an affiliate extent such repairs or subsidiary of Landlord which is in excess of the amount which would be paid improvements result in the absence material reduction of such relationshipOperating Expenses and costs, and (viic) costs other capital repairs and replacements for the Building (other than Building structure, exterior walls, and foundations including subsurface) required for the proper operation of items and services for which Tenant reimburses Landlord or pays third persons directly.the Building. Operating Expenses shall expressly exclude: (aa) the cost of 1 Proration/per diem

Operating Expenses. Unless modified in accordance with Exhibit D(a) Definition. "Operating Expenses" shall mean and include, Landlord maintenance addendum, attached hereto, it is to the intention extent not billed as a cost or expense of the parties Premises or Property or pursuant to Article VII or IX, all costs and they hereby agree that this expenses of every kind and nature paid or incurred by Lessor (whether obligated to do so or undertaken at Lessor's discretion) in the operation, maintenance and replacement of the Common Areas, including Common Area buildings and improvements located within the Project and including Common Areas located on the Property. Such cost and expenses shall include, but not be limited to, costs of management; cleaning; lighting; the costs of maintaining, repairing and replacing all Common Area improvements (replacing shall be a triple net Leasedeemed to include but not be limited to the replacement of light poles and fixtures, storm and sanitary sewers, parking lots, driveways and roads), repairs to and maintenance of the structural and non-structural portions of the amenity/athletic facility; supplies, tools, equipment and materials used in the operation and maintenance of the Project; snow removal; parking lot striping; removal of trash, rubbish, garbage and other refuse; painting; removal of graffiti; painting of exterior walls; landscaping; providing security to the extent Lessor determines in its sole discretion to do so (including security systems and/or systems designed to safeguard life or property against acts of God and/or criminal and/or negligent acts, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect maintaining of same); public liability, property damage, fire insurance, earthquake and flood coverage, all risk or special form insurance coverage, rent interruption insurance coverage, the costs of excess award above insurance aggregate, total compensation and benefits (including premiums for workers' compensation and other insurance) paid to the Premisesor on behalf of employees, including but not limited to full or part time on-site management or maintenance personnel; personal property taxes; fire protection and fire hydrant charges (including fire protection system signaling devices, now or hereafter required, and Tenant hereby agrees the costs of maintaining of same); water and sewer charges; utility charges; license and permit fees necessary to pay one hundred percent (100%) operate and maintain the initial cost of or the reasonable depreciation of equipment used in operating and maintaining the Common Areas and rent paid for leasing any such equipment; reasonable cost of on or off site storage space of any and all Operating Expenses as hereafter defined for items used in conjunction with the entire term operation, maintenance and management of the Lease Project, including but not limited to tools, machinery, records, decorations, tables, benches, supplies and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, meters; the cost of contesting the validity or applicability and installation cost of any governmental acts and all items which are installed for the purpose of reducing Operating Expenses, increasing building or public safety or which may affect operating expensesbe then required by governmental authority, laws, statutes, ordinances and/or regulations, a use privilege consisting of Base Rent and Operating Expenses allocated to the Amenities/Athletic Facility and all other direct operating costs and expenses arising from the operation of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expensessame. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) Lessor shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants apply all of the premises, (iii) repair costs occasioned following amounts received by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not Lessor to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.reduce Operating Expenses;

Operating Expenses. Unless modified Tenant shall pay all expenses and disbursements of every kind which Landlord incurs, pays or becomes obligated to pay in accordance connection with Exhibit Dthe ownership, Landlord operation, and maintenance addendum, attached hereto, it is the intention of the parties Premises, including, but not limited to, the following: (a) the commercially reasonable cost of all accounting fees, management fees, legal fees and they hereby agree that consulting fees attributable to the operation, ownership, management, maintenance or repair of the Premises; (b) payments made by Landlord under any easement, license, operating agreement, declaration, restrictive covenant or other agreement relating to the sharing of costs among property owners; (c) commercially reasonable reserves created by Landlord, in Landlord's sole discretion, for future expenses relating to the Premises (e.g., parking lot replacement, roof replacement etc.); and (d) the cost of all business licenses, permits or similar fees relating to the operation, ownership, repair or maintenance of the Premises Landlord is obligated to obtain. Except as otherwise provided in this Lease, nothing set forth above shall be a triple net Lease, and the interpreted to obligate Landlord shall have no obligation to perform any repair or to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect maintenance to the Premises, and Landlord shall have the right to require Tenant hereby agrees to pay one hundred percent (100%) perform all repairs and maintenance to the Premises in accordance with the terms and conditions of any and all this Lease. Operating Expenses shall be payable by Tenant within ten (10) days after a reasonably detailed statement of actual expenses is presented to Tenant by Landlord. At Landlord's option, however, Landlord may, from time to time, estimate what Operating Expenses will be, and the same shall be payable by Tenant monthly during each calendar year of the Lease term, on the same day as hereafter defined the Base Rent is due hereunder. Operating Expense payments made by Tenant for reserves shall not be refunded to Tenant because the entire item being reserved for is not completed during the term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyLease.

Operating Expenses. Unless modified If, in any calendar year (the comparison year) during the term of this lease, the Operating Expenses (as hereinafter defined) paid or incurred by Lessor, for the building of which the demised Premises are a part, shall be higher than $ *** per square foot, the rent payable by Lessee for the comparison year shall be increased by the amount of said Operating Expenses increase. *** the Base Year 1995 actual expenses. Operating Expenses shall include: (i) All Utility charges paid or incurred by Lessor for lights, heat, air conditioning, power, water, sewer, drainage and waste disposal. (ii) All other costs paid or incurred by Lessor for operation, maintenance replacement and repair including, without limiting the generality of the foregoing, the following: security, landscape maintenance, pest control, management fees, supplies, insurance, cost of service of independent contractors, wages (including employment taxes and fringe benefits of all employees performing services uniformly available to or performed for substantially all building tenants) licenses and permits, equipment and tools, and professional fees which reduce or attempt to reduce Operating Expenses. Operating Expenses shall not include tenant alterations, depreciation, interest, leasing fees or capital expenditures required to be capitalized for federal income tax purposes. However, capital expenditures made to reduce the Operating Expenses may be included if allocated over the life of the component or extended life of the building. As soon as possible after the end of each comparison year, Lessor shall furnish to Lessee a written statement showing in reasonable detail Lessor's Operating Expenses for the applicable comparison year and showing the amount, if any, due from Lessee for said comparison year. On the monthly rent payment date next following Lessee's receipt of such statement, Lessee shall pay to Lessor (in the case of a rent increase), one-twelfth (1/12th) of the rent adjustment for the comparison year multiplied by the number of rent payment dates then elapsed in the current year. Subsequent rent payments shall be increased by one-twelfth (1/12th) of the rent adjustment for such comparison year. The annual determination and statement of said Operating Expenses shall be prepared in accordance with Exhibit Dgenerally recognized accounting practices and each such annual determination and statement, Landlord maintenance addendumcertified by Lessor, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, final and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments conclusive on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyboth parties.

Operating Expenses. Unless modified Tenant will pay directly all Operating Expenses of the Premises in accordance with Exhibit Da timely manner and prior to delinquency, unless otherwise specified herein that Landlord shall pay directly such Operating Expenses and receive reimbursement from Tenant for those expenses Tenant fails to pay when due. In the event that Tenant fails to pay any Operating Expense within ten (10) days after written notice by Landlord to Tenant, and without being under any obligation to do so and without hereby waiving any default by Tenant, Landlord maintenance addendum, attached hereto, it is may pay any delinquent Operating Expenses. Any Operating Expense paid by Landlord and any expenses reasonably incurred by Landlord in connection with the intention payment of the parties delinquent Operating Expense may be billed immediately to Tenant, or at Landlord's option and they hereby agree that this shall upon written notice to Tenant, may be a triple net Lease, deducted from the Security Deposit. "Operating Expenses" means all costs and the expenses incurred by Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premisesownership, maintenance and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term operation of the Lease Premises including, but not limited to: insurance, maintenance, repair and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord replacement of operating the foundation, roof, walls, heating, ventilation, air conditioning, plumbing, electrical, mechanical, utility and maintaining the Building safety systems, paving and related parking areas, roads and shall includedriveways; maintenance of exterior areas such as gardening and landscaping, without limitationsnow removal and signage; maintenance and repair of roof membrane, real estate flashings, gutters, downspouts, roof drains, skylights and waterproofing; painting; lighting; cleaning; refuse removal; security; utilities for, or the maintenance of, outside areas; building personnel costs; personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, taxes; rentals or lease payments paid by Landlord for rented or leased personal property used in the cost of contesting the validity operation or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants maintenance of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions Premises; and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, fees for required licenses and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlypermits.

Operating Expenses. Unless modified in accordance with Exhibit DFor purposes of this Lease, “Operating Expenses” shall mean all direct costs of operating, maintaining and managing the Building, Complex and the Premises (including Parking Areas) including, but not limited to, all reasonable charges paid or expenses incurred by Landlord maintenance addendum, attached hereto, it is for: repairs; maintenance; utilities; water; capital improvements required to meet the intention mandates of government regulations; exterior cleaning and janitorial services; security services; modifications or additional capital improvements or replacement of existing building systems and equipment to reduce the Operating Expenses; replacement of capital improvements or Building sewer equipment existing as of the parties Commencement Date when required because of normal wear and they hereby agree that this shall be a triple net Leasetear; maintenance and replacement of landscaping, glazing, plumbing systems, electrical systems, heating and air conditioning systems, automatic fire extinguishing systems, roofs, down spouts, Building interiors, ceilings, and the Landlord shall have no obligation to provide any servicesBuilding exterior and common area doors; rubbish removal; property and liability insurance (including deductibles); licenses, perform any acts or pay any expenses, charges, obligations or permits and inspections; costs of any kind whatsoever with respect supplies, tools and equipment used in the repair or maintenance of the Building, Complex and Premises; property management fees; administrative fees; legal and accounting expenses; amortization (together at the Interest Rate per annum on the unamortized balance) on machinery and equipment used to maintain the Complex, the Building, the Parking Areas or the Premises, and Tenant hereby agrees to pay one hundred percent ; amortization (100%together at the Interest Rate per annum on the unamortized balance) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and on other personal property taxes used by Landlord in the Building; and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the reasonable cost of reasonably contesting the validity or applicability of any governmental acts which government enactments that may affect operating expensesOperating Expenses. Except as set forth herein, Operating Expenses shall exclude leasing commissions, tenant improvement costs, the costs billed to and all other direct operating costs of operating paid by a specific tenant, interest on encumbrances and maintaining the Building and related parking areasdepreciation (except as indicated above). If a specific item is not specifically excluded, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) it shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not be deemed to be reimbursed by included in Operating Expenses. In the event that the Complex is expanded or reduced, appropriate adjustment shall be made in Operating Expenses to include the expanded area or to remove the eliminated area, as appropriate. Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence ’s share of such relationship, costs and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyexpenses shall be computed on a cash basis under generally accepted accounting principles.

Operating Expenses. Unless modified in accordance with Exhibit DTenant shall be responsible for the payment of, or reimbursement to Landlord maintenance addendumfor amounts incurred by Landlord, attached hereto, it is the intention as operating expenses of the parties Premises, including, without limitation, all real estate taxes, insurance premiums for insurance coverage that is required pursuant to this Lease (except for the pollution liability insurance policy required under Section 11.7 of this Lease, for which Landlord shall pay up to $100,000 of the premium cost), and they hereby agree all maintenance expenses for maintenance required to be performed by Landlord (except for certain maintenance and repair expenses which are the sole responsibility of Landlord, pursuant to and to the extent set forth in Section 8.1 hereof). Such maintenance expenses shall include the cost of repairing and maintaining parking lots; access roads; truck passageways; routine non-capital repairs to the roof or roof membrane; drains, gutters and downspouts; landscaped areas; exterior walkways; water, sanitary sewer and storm sewer systems located outside the building; and the HVAC system (together with real estate taxes and insurance premiums, the “Operating Expenses”). Landlord estimates that this the Operating Expenses for 2005 shall be a triple net Lease, $1.45 per square foot. Payments made by Landlord under the HVAC maintenance contract and the snow removal contract, or any similar, generally consistent replacement contracts, shall be included in the Operating Expenses and be reimbursed by Tenant to Landlord. . All Operating Expenses that are contracted services shall be at rates that are competitive in the Richmond, Virginia metropolitan area for similar properties. Tenant shall pay to Landlord on the first day of each month during the Term, beginning May 1, 2005, an amount equal to 1/12th of the anticipated Operating Expenses for the applicable Lease year. Landlord shall have no obligation deliver to provide any servicesTenant on or before February 28th of each year during the Lease Term a reconciliation of the Operating Expenses for the previous Lease Year, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect which shall include sufficient detail to insure that the Operating Expenses relate exclusively to the Premises, and Tenant hereby agrees not to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areasAdjacent Parcel, and shall includealso deliver Landlord’s estimate of Operating Expenses for the then current Lease Year. If Tenant has over paid Operating Expenses for the preceding Lease year, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, then the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premisesoverpayment shall be credited against the next succeeding month or months of Operating Expense payments by Tenant or, at Tenant’s option, such overpayment shall be refunded to Tenant within ten (iii10) repair costs occasioned by firedays of Tenant’s request therefor. If Tenant has underpaid Operating Expenses for the preceding Lease year, windstorm or other casualty, Tenant shall pay the balance due to Landlord within thirty (iv30) any construction, repair or maintenance expenses or obligations that are the sole responsibility days after receipt of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyLandlord’s reconciliation.

Operating Expenses. Unless modified The term "Operating Expenses", as used in this Lease, means all of Lessor's reasonable costs to operate and maintain the Land and the Building from time to timc, as determined in accordance with Exhibit Dgenerally accepted accounting principles. Operating Expenses shall include (to the extent and only to the extent same are Lessor's obligation to payor furnish under the other provisions of this Lease), Landlord maintenance addendumbut not be limited to, attached heretoall sums expended by Lessor, it or in the case of major repairs or improvements having a life expectancy in excess of one year, an amortized portion of such sums, whether or not such repair or improvement is properly chargeable to capital expenses or capital improvements under generally accepted accounting principles, in connection with the intention of the parties and they hereby agree that this shall be a triple net LeaseBuilding, and the Landlord shall have no obligation to provide any parking and common areas and other improvements on the Land, for general maintenance and repairs, improvements, resurfacing, exterior painting, restriping, cleaning, sweeping, janitorial services, perform any acts personnel or pay any expensesservices deemed necessary by Lessor, chargestrash removal, obligations planting, landscaping, lighting, water and other utilities paid for by Lessor and directional signs and other markers, bumpers, and personnel to implement such services. Operating Expenses shall also lnclude all ad valorem taxes or costs assessments and Annual Assessments of any kind whatsoever The Woodlands Community Association, Inc. ("WCA"), which accrue against the Building or the Land during the Term, all insurance premiums, if any, which Lessor is required to payor deems necessary to pay, with respect to the PremisesBuilding or the Land, and Tenant hereby agrees a building management fee equal to pay one hundred five percent (1005%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forthfull Base Rent without regard to abatement. The term Operating expenses shall include all costs current WCA assessment is $0.54 per $100.00 of assessed valuation and is subject to Landlord of operating and maintaining change for each calendar year. Notwithstanding anything contained herein to the Building and related parking areascontrary, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless there is expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants Operating Expenses each of the premisesitems set out in Exhibit "D" attached hereto. Further, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing notwithstanding any other area located on provision herein to the premises to any other partycontrary, it is agreed that in the event not more than ninety-five percent (vi95%) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid rentable area in the absence Building is occupied during any fiscal year or in the event not more than ninety-five (95%) of the rentable area in the Building is provided with building standard services during any fiscal year, an adjustment shall be made in computing the Operating Expenses for such relationship, year so that the Operating Expenses shall be computed for such year as though the Building had been ninety-five percent (95%) occupied during such year and as though ninety-five percent (vii95%) costs of items and the Building had been provided with building standard services for which Tenant reimburses Landlord or pays third persons directlyduring such year.

Operating Expenses. Unless modified The amount of the Annual Operating Expenses set forth in accordance with Exhibit DSection l(g) above represents Tenant’s Share of the estimated Operating Expenses for the calendar year in which the Term commences. Landlord may adjust such amount from time to time if the estimated Annual Operating Expenses increase or decrease; Landlord may also invoice Tenant separately from time to time for Tenant’s Share of any extraordinary or unanticipated Operating Expenses. By April 30th of each year (and as soon as practical after the expiration or termination of this Lease or, at Landlord’s option, after a sale of the Property), Landlord maintenance addendum, attached hereto, it is shall provide Tenant with a statement of Operating Expenses for the intention preceding calendar year or part thereof. Within 30 days after delivery of the parties statement to Tenant, Landlord or Tenant shall pay to the other the amount of any overpayment or deficiency then due from one to the other or, at Landlord’s option, Landlord may credit Tenant’s account for any overpayment. Within thirty (30) days of Tenant’s receipt of Landlord’s statement, Tenant, at its sole cost and they hereby agree that this shall be a triple net Leaseexpense (except as set forth below), and the Landlord shall have no obligation the right to provide any services, perform any acts or pay any expenses, charges, obligations or costs give Landlord notice of any kind whatsoever its intent to audit Landlord’s books and records with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term Premises in the particular calendar year that is subject to the statement by an independent certified public accounting or auditing firm or an employee of Tenant or any affiliate of Tenant. The person or company performing the Lease audit shall not be compensated on a contingency fee basis. Landlord shall such cause such books and any extensions thereof records to be available for inspection during normal business hours at such location where Landlord regularly keeps such books and records. Such audit shall be done in accordance with specific provisions hereinafter set forthgenerally accepted accounting principles, consistently applied. The term Operating expenses audit shall include all costs be completed within thirty (30) days of when Landlord first provides Tenant access to Landlord’s books and records. At the conclusion of the audit, if Tenant disputes any item on the Landlord’s statement, Tenant shall provide a detailed written report to Landlord. Provided that Landlord of operating and maintaining agrees with the Building and related parking areasaudit, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable if the audit indicates that Tenant made an overpayment to a capital account Landlord, Landlord shall credit such amount to Tenant’s subsequent payments of Rent Adjustment Deposits, or capital improvementif the Lease has terminated, ground leases; principal or interest payments on any mortgage or deed remit the amount of trust on the premises; such overpayment to Tenant within thirty (30) days, and (ii) any if Tenant’s audit reveals an underpayment by Tenant, Tenant will remit the amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premisesunderpayment to Landlord within thirty (30) days of Tenant becoming aware of such underpayment. In the event Landlord disagrees with the results of the audit, Landlord and Tenant shall use good faith efforts to resolve such dispute within thirty (iii30) repair costs occasioned by firedays. If Landlord and Tenant have not resolved their dispute in said thirty (30) day period, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are Landlord and Tenant shall refer the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid matter to an affiliate independent certified public accountant selected jointly by Landlord and Tenant, who shall work in good faith with Landlord and Tenant to resolve the discrepancy. The fees and costs of such independent certified public accountant to which such dispute is referred shall be borne by the unsuccessful party. In the event that the audit indicates that Tenant was overcharged five percent (5%) or subsidiary of Landlord which is in excess more of the amount which would Tenant should have paid during the applicable calendar year, Landlord shall promptly reimburse Tenant for all of Tenant’s expenses and fees incurred for said audit up to $5,000.00. The provisions of this paragraph shall survive the Termination Date. Failure by Tenant to either (a) request an audit within the thirty (30) as set forth above, or to complete the audit within the thirty (30) day period also set forth above, shall be paid deemed to be a waiver of Tenant’s audit rights provided in this paragraph. Landlord’s and Tenant’s obligation to pay any overpayment or deficiency due the absence other pursuant to this Section shall survive the expiration or termination of this Lease. Notwithstanding any other provision of this Lease to the contrary, Landlord may, in its reasonable discretion, determine from time to time the method of computing and allocating Operating Expenses, including the method of allocating Operating Expenses to various types of space within the Building to reflect any disparate levels of services provided to different types of space. If the Building is not fully occupied during any period, Landlord may make a reasonable adjustment based on occupancy in computing the Operating Expenses for such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyperiod so that Operating Expenses are computed as though the Building had been fully occupied.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is Landlord's Operating Expenses" means the intention cost of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs operation of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areasthe Site which shall exclude costs of special services rendered to tenants (including Tenant) and tenant electricity for which a separate charge is made, and but shall include, without limitation, real estate the following: premiums for insurance carried with respect to the Building and personal property the Site (including, without limitation, liability insurance, insurance against loss in case of fire or casualty and insurance of monthly installments of fixed rent and any Additional Rent which may be due under this Lease and other leases of space in the Building for not more than 12 months in the case of both fixed rent and Additional Rent and if there be any first mortgage of the Property, including such insurance as may be required by the holder of such first mortgage); compensation and all fringe benefits, worker's compensation insurance premiums and payroll taxes and assessmentspaid to, management feefor or with respect to all persons engaged in the operating, heating, electricitymaintaining or cleaning of the Building or Site, water, waste disposalsewer, sewageelectric, operating materials gas, oil and supplies, service agreements telephone charges (excluding utility charges separately chargeable to tenants for additional or special services); cost of building and charges, lawn care, snow removal, restriping, repairs, repavingcleaning supplies and equipment; cost of maintenance, cleaning and custodial, security, insurance, the repairs (other than repairs not properly chargeable against income or reimbursed from contractors under guarantees); cost of contesting snow removal and care of landscaping; payments under service contracts with independent contractors; cost of operating, maintaining and cleaning the validity or applicability cafeteria and fitness center serving the Building; management fees at reasonable rates consistent with the type of any governmental acts which may affect operating expenses, occupancy and the service rendered; and all other direct operating costs reasonable and necessary expenses paid in connection with the operation, cleaning and maintenance of operating and maintaining the Building and related parking areasthe Site and properly chargeable against income, unless expressly excluded from operating expensesprovided, however, there shall be included (a) depreciation for capital expenditures made by Landlord (i) to reduce Landlord's Operating Expenses if Landlord shall have reasonably determined that the annual reduction in Landlord's Operating Expenses shall exceed depreciation therefor and interest thereon or (ii) to comply with applicable laws, rules, regulations, requirements, statutes, ordinances, by-laws and court decisions of all public authorities which are hereafter in force; plus (b) in the case of both (i) and (ii) an interest factor, reasonably determined by Landlord, as being the interest rate then charged for long term mortgages by institutional lenders on like properties within the locality in which the Building is located; depreciation in the case of both (i) and (ii) shall be determined by dividing the original cost of such capital expenditure by the number of years of useful life of the capital item acquired and the useful life shall be reasonably determined by Landlord in accordance with generally accepted accounting principles and practices in effect at the time of acquisition of the capital item. Notwithstanding the foregoingforegoing provisions, operating costs (and Tenantthe following shall be excluded from Landlord's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.Operating Expenses:

Operating Expenses. Unless modified in accordance with Exhibit DThe term “Operating Expenses” as used herein shall include all actual direct costs of operation, Landlord maintenance addendum, attached hereto, it is the intention and management of the parties Building, including common areas serving the Building, as determined by generally accepted accounting practices. By way of illustration but not limitation, Operating Expenses shall include the cost or charges for the following items: heat; air conditioning; light; water and they hereby agree that this shall be a triple net Leasesewer charges; power; waste disposal; janitorial services; window cleaning; materials and supplies; equipment and tools; security; maintaining elevators; service agreements on equipment and their maintenance and repairs; insurance premiums for the insurance carried by Landlord, in amounts reasonably determined by Landlord; licenses, permits and the Landlord shall have no obligation inspection fees; wages and salaries; employee benefits and payroll taxes; accounting, auditing and legal expenses; management fees not to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred exceed three percent (1003%) of any and all Operating Expenses as hereafter defined the annual gross rental income for the entire term Building in any year ; maintenance of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and grounds; depreciation on personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, property; the cost of contesting the validity or applicability of any governmental acts enactments which may could reasonably be expected to affect operating expenses, ; cost of compliance with laws and all other direct operating costs governmental regulations enacted subsequent to the date of operating and maintaining this Lease; the cost of any capital improvements made to or capital assets acquired for the Building and related parking areas, unless expressly excluded from by Landlord that reduce any other operating expenses, are reasonably necessary for the health and safety of the occupants of the Building, or are made to the Building by Landlord after the Commencement Date that are required under any governmental law or regulation enacted subsequent to the date of this Lease, such costs to be amortized over their useful life as reasonably determined by Landlord, together with interest on the unamortized balance at the reference rate charged by the Bank of America, San Francisco main office, at the time such costs are incurred plus 2% per annum. Notwithstanding For the foregoingpurposes of this Lease, operating costs (and Tenant's obligations in relation thereto) Operating Expenses shall not include (i) any expense chargeable taxes covered under subparagraph 5.3 below, interest expenses, costs attributable to a capital account or capital improvementseeking and obtaining new tenants as well as retaining existing tenants, ground leases; principal or interest payments on any mortgage or deed of trust such as advertising costs, leasing commissions, architectural, engineering, attorneys’ fees, renovations and improvements, depreciation on the premises; (ii) Building itself, the cost of capital expenditures except as provided above, costs attributable to enforcing leases against tenants, depreciation and amortization of debt, costs incurred due to violations by the Landlord of terms of leases in the Building, interest on mortgages and rent under any amount for which ground lease, repairs and other work to the extent that Landlord is reimbursed through by insurance, fines or penalties due to violations by third personsLandlord of government rules, costs for paintings and other objects of art, wages, salaries or other consideration paid to executive employees of Landlord above the grade of Building Manager, or directly costs attributable to repairing items to the extent covered by other tenants of the premises, (iii) repair warranties; costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing the presence of any other area located on Hazardous Material, except to the premises to any other party, (vi) any expense representing an amount paid to an affiliate extent caused by the release or subsidiary of Landlord which is in excess emission of the amount which would be paid Hazardous Material in the absence of such relationshipquestion by Tenant or its employees, and (vii) costs of items and services for which Tenant reimburses Landlord agents, contractors or pays third persons directlyinvitees; or expense reserves.

Operating Expenses. Unless modified The amount of the Annual Operating Expenses set forth in accordance with Exhibit DSection 1(g) above represents Tenant’s Share of the estimated Operating Expenses for the calendar year in which the Term commences. Landlord may adjust such amount from time to time (but not more than once per Lease Year) if the estimated Annual Operating Expenses increase or decrease; Landlord may also invoice Tenant separately from time to time for Tenant’s Share of any extraordinary or unanticipated Operating Expenses. By April 30th of each year (and as soon as practical after the expiration or termination of this Lease or, at Landlord’s option, after a sale of the Property), Landlord maintenance addendum, attached hereto, it is shall provide Tenant with a statement of Operating Expenses for the intention preceding calendar year or part thereof. Within 30 days after delivery of the parties statement to Tenant, Landlord or Tenant shall pay to the other the amount of any overpayment or deficiency then due from one to the other or, at Landlord’s option, Landlord may credit Tenant’s account for any overpayment. If Tenant does not give Landlord notice within ninety (90) days after receiving Landlord’s statement that Tenant disagrees with the statement and they hereby agree that this specifying the items and amounts in dispute, Tenant shall be a triple net Lease, deemed to have waived the right to contest the statement. Landlord’s and the Landlord shall have no Tenant’s obligation to provide any services, perform any acts or pay any expensesoverpayment or deficiency due the other pursuant to this Section shall survive the expiration or termination of this Lease. Notwithstanding any other provision of this Lease to the contrary, chargesLandlord may, obligations or costs in its reasonable discretion, determine from time to time the method of computing and allocating Operating Expenses, including the method of allocating Operating Expenses to various types of space within the Building to reflect any kind whatsoever with disparate levels of services provided to different types of space. If the Building is not fully occupied during any period, Landlord may make a reasonable adjustment based on occupancy in computing the Operating Expenses for such period so that Operating Expenses are computed as though the Building had been fully occupied. With respect to each year following the Premisesfirst full year in which Landlord has received it full assessments, and increases in "Controllable Operating Expenses" shall not exceed 10% per year (on a cumulative basis) without Tenant's prior written consent (which consent may be withheld by Tenant hereby agrees to pay one hundred percent (100%) of any and all in its sole discretion). Controllable Operating Expenses as hereafter defined for the entire term of the means all those Operating Expenses chargeable to Tenant pursuant to this Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include(including, without limitation, any roof repair and maintenance), but expressly excludes real estate and personal property association taxes and assessments, management feeHVAC repair, heatingmaintenance and replacement, electricityutilities and insurance. Tenant shall be entitled at any reasonable time during regular business hours, waterbut no more than once in each calendar year, waste disposalafter giving to Landlord at least five (5) business days prior written notice, sewageto inspect in Landlord’s business office all Landlord’s records necessary to satisfy itself that all Annual Operating Expenses have been correctly allocated to Tenant, operating materials for either or both of the two (2) calendar years immediately preceding the year during which such notice is given, and suppliesto obtain an audit thereof by a reputable, service agreements independent certified public accountant (selected by Tenant and chargeswho also provides non-auditing services to Tenant) to determine the accuracy of Landlord’s certification of the amount of Annual Operating Expenses charged Tenant. If it is determined that Tenant’s liability for Annual Operating Expenses for either such calendar year is less than ninety percent (90%) of that amount which Landlord previously certified to Tenant for such calendar year, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, Landlord shall promptly pay to Tenant the reasonable cost of contesting such audit and regardless of such percentage shall refund promptly to Tenant the validity or applicability amount of any governmental acts the additional rent paid by Tenant for such calendar year which may affect operating expenses, and all other direct operating costs of operating and maintaining exceeds the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord Tenant actually is reimbursed through insuranceliable, by third personsas determined following such audit. Except as set forth above, or directly by other tenants Tenant shall bear the total cost of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyaudit.

Operating Expenses. Unless modified (a) The amount of the Annual Operating Expenses set forth in Section 1 above represents Tenant's Share of the estimated Operating Expenses for the calendar year in which the Term commences. Landlord may adjust such amount from time to time if the estimated Annual Operating Expenses increase or decrease; Landlord may also invoice Tenant separately from time to time for ▇▇▇▇▇▇'s Share of any extraordinary or unanticipated Operating Expenses. Each year (and as soon as practical after the expiration or termination of this Lease or, at Landlord's option, after a sale of the Property), Landlord shall provide Tenant with a statement of Operating Expenses ("Statement") for the preceding calendar year or part thereof. Within 30 days after delivery of the Statement to Tenant, Landlord or Tenant shall pay to the other the amount of any overpayment or deficiency then due from one to the other or, at Landlord's option, Landlord may credit ▇▇▇▇▇▇'s account for any overpayment. (b) If Tenant does not give Landlord notice within 120 days after receiving Landlord's Statement that Tenant desires to review Landlord’s books and records which are the basis for the Statement, Tenant shall be deemed to have waived the right to contest such Statement. If Tenant timely notifies Landlord that Tenant desires to review such books and records, Tenant shall, pending the resolution of such dispute, nonetheless pay all of Tenant's Share of the Annual Operating Expenses in accordance with Exhibit Dthe Statement furnished by Landlord. Tenant, at Tenant's expense (except as set forth below), may audit the Statement under the following conditions: (A) Tenant provides notice of its intent to audit within 120 days after receiving the Statement; (B) the audit is performed by Tenant or a certified public accountant that has not been retained on a contingency basis or other basis where its compensation relates to the cost savings of Tenant; (C) the audit is completed no later than 30 days after the date Landlord maintenance addendum, attached hereto, it is the intention makes all of the parties necessary books and they hereby agree that this records available to Tenant or Tenant's auditor; (D) the audit must be conducted during normal business hours, at the location where Landlord maintains its books and records; (E) the contents of the books and records of Landlord shall be kept confidential by ▇▇▇▇▇▇, its auditor and its other 126390.00400/118481426v.4 04/15/2019 05:55 A4P4 professional advisors, other than as required by Laws; and (F) in the event that Tenant or its auditor determines that an overpayment is due Tenant, Tenant or Tenant's auditor shall produce a triple net Lease, and the detailed report addressed to both Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for with its calculated conclusions within 30 days after the entire term completion of the Lease audit. Landlord and Tenant shall work together in good faith to resolve any extensions thereof issues raised in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation theretoaudit. Upon the resolution of such dispute, any amount due Tenant (if any) shall not include (i) any expense chargeable be credited against future payments of Rent or, if no further Rent is due, pay such amount to a capital account or capital improvementTenant within 30 days after the date of such resolution. Tenant shall be responsible for all costs, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses fees incurred in connection with leasing its audit; provided, however, if the parties determine through Tenant's audit that Tenant has overpaid its Annual Operating Expenses or its utilities each by more than seven (7%), Landlord shall pay the reasonable third-party costs of such audit not to exceed $3,500.00. Landlord's and ▇▇▇▇▇▇'s obligation to pay any overpayment or deficiency due the other pursuant to this Section and Tenant's examination rights set forth in this subsection (b) shall survive the expiration or termination of this Lease. (c) Notwithstanding any other area located on provision of this Lease to the premises contrary, Landlord may, in its reasonable discretion, equitably determine from time to time the method of computing and allocating Operating Expenses, including the method of allocating Operating Expenses to various types of space within the Building to reflect any other partydisparate levels of services provided to different types of space. If the Building is not fully occupied during any period, (vi) any expense representing an amount paid Landlord may make a reasonable adjustment to an affiliate or subsidiary those components of Landlord Operating Expenses which is vary with variations in excess of Building occupancy in computing the amount which would be paid in Operating Expenses for such period so that Operating Expenses are computed as though the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyBuilding had been fully occupied.

Operating Expenses. Unless modified A. In the event the operating expenses of Landlord upon the building and/or project of which the premises are a part shall, in accordance with Exhibit Dany calendar year during the term of this lease, exceed Zero Dollars ($0.00) per square ------------------- foot, Tenant agrees to pay to Landlord maintenance addendumas additional rental, attached heretoupon demand, it is the intention Tenant's proportionate share of the parties and they hereby agree that excess operating expenses. In the year in which this shall be a triple net Leaselease terminates, and Landlord, in lieu of waiting until the Landlord shall have no obligation close of the calendar year in order to provide determine any services, perform any acts or pay any excess operating expenses, charges, obligations or costs has the option to charge Tenant for Tenant's proportionate share of any kind whatsoever the operating expenses based upon the previous year's excess operating expenses. The procedures for payment of excess operating expenses are set forth in Paragraph 25 hereof. B. The term "operating expenses" as used above includes all expenses incurred by Landlord with respect to the Premisesownership, maintenance and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term operation of the Lease building and/or project of which the premises are a part, including, but not limited to, maintenance and any extensions thereof repair costs, water, sewer, security, trash and snow removal, landscaping, wages and fringe benefits payable to employees or authorized agents of Landlord whose duties are connected with the operations and maintenance of the building and/or project in accordance an amount equal to 4% of the gross annual rental to be received hereunder, amounts paid to contractors and subcontractors for work or services performed in connection with specific provisions hereinafter set forththe operation and maintenance of the building and/or project, all services, supplies, repairs, replacements or other expenses for maintaining and operating the building and/or project including common area and parking area. The term Operating expenses "operating expenses" also includes all real property taxes, assessments (whether general or special) and governmental charges of any kind and nature whatsoever including assessments due to deed restrictions and/or owners' associations, which accrue against the building and/or project of which the premises are a part during the term of this lease as well as all insurance premiums Landlord is required to pay or deems necessary to pay, including without limitation public liability insurance and fire and extended coverage insurance with respect to the building and/or project. The term "operating expenses" does not include any capital costs, including those for structural, roof or parking lot replacement, nor shall it include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity restoration or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs work occasioned by fire, windstorm or other casualty, casualty to the extent of net insurance proceeds received by Landlord with respect thereto (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of and Landlord (not shall use diligent efforts to be reimbursed by Tenantobtain available insurance proceeds), (v) leasing commissions income and other franchise taxes of Landlord, expenses incurred in connection with leasing to or procuring of tenants, leasing commissions, advertising expenses, expenses for the renovating of space for new tenants, interest or principal payments on any mortgage or other area located indebtedness of Landlord, nor depreciation allowance or expense. C. Tenant's "proportionate share", as used in this lease, shall mean a fraction, the numerator of which is the space contained in the premises and the denominator of which is the entire space contained in the building. D. If at any time during the term of this lease, the present method of taxation shall be changed so that in lieu of the whole or any part of any taxes, assessments or governmental charges levied, assessed or imposed on real estate and the improvements thereon, there shall be levied, assessed or imposed on Landlord a capital levy or other tax directly on the premises rents received therefrom and/or a franchise tax, assessment, levy or charge measured by or based, in whole or in part, upon such rents for the present or any future building or buildings on the premises, then all such taxes, assessments, levies or charges, or the part thereof so measured or based, shall be deemed to be included within the term "taxes" for the purposes hereof. E. Tenant may audit Landlord's books relevant to the additional rentals due under this paragraph; however, Tenant agrees to pay all costs associated with or resulting from such audit, including reimbursement to Landlord for any other partyadditional costs incurred by Landlord; provided, that if an -------- audit reveals that operating expenses as reported by Landlord are five percent (vi5%) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is more in excess of the amount which would be paid in actual operating expenses incurred, then Landlord shall reimburse Tenant for the absence reasonable third party out of such relationship, and (vii) pocket costs of items and services for its audit. F. Any payment to be made pursuant to this Paragraph 4 with respect to the calendar year in which Tenant reimburses Landlord this lease commences or pays third persons directlyterminates shall be prorated.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term “Operating expenses Expenses” as used herein shall include all actual direct costs of operation, maintenance and management of the Building, including common areas serving the Building, as determined by generally accepted accounting practices. By way of illustration but not limitation, Operating Expenses shall include the cost or charges for the following items: heat; air conditioning; light; water and sewer charges; power; waste disposal; janitorial services; window cleaning; materials and supplies; equipment and tools; security; maintaining elevators; service agreements on equipment and their maintenance and repairs; insurance premiums for the insurance carried by Landlord, in amounts reasonably determined by Landlord; licenses, permits and inspection fees; wages and salaries; employee benefits and payroll taxes; accounting, auditing and legal expenses; management fees not to Landlord exceed customary fees for such services for comparable buildings in San Francisco, California; maintenance of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and grounds; depreciation on personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, property; the cost of contesting the validity or applicability of any governmental acts enactments which may affect operating expenses, ; cost of compliance with laws and all other direct operating costs governmental regulations; the cost of operating and maintaining any capital improvements made to or capital assets acquired for the Building and related parking areas, unless expressly excluded from by Landlord that reduce any other operating expenses, are reasonably necessary for the health and safety of the occupants of the Building, or are made to the Building by Landlord after the Commencement Date that are required under any governmental law or regulation, such costs to be amortized over their useful life as reasonably determined by Landlord in accordance with generally accepted accounting principles, together with interest on the unamortized balance at the reference rate charged by the Bank of America, San Francisco main office, at the time such costs are incurred plus 2% per annum. Notwithstanding For the foregoingpurposes of this Lease, operating costs (and Tenant's obligations in relation thereto) Operating Expenses shall not include (i) any expense chargeable taxes covered under subparagraph 5.3 below, interest expenses, costs attributable to a capital account or capital improvementseeking and obtaining new tenants as well as retaining existing tenants, ground leases; principal or interest payments on any mortgage or deed of trust such as advertising costs, leasing commissions, architectural, engineering, attorneys’ fees, renovations and improvements, depreciation on the premises; (ii) Building itself, the cost of capital expenditures except as provided above, costs attributable to enforcing leases against tenants, depreciation and amortization of debt, costs incurred due to violations by the Landlord of terms of leases in the Building, interest on mortgages and rent under any amount for which ground lease, repairs and other work to the extent that Landlord is reimbursed through by insurance, fines or penalties due to violations by third personsLandlord of government rules, or directly by costs for paintings and other tenants objects of the premisesart, (iii) repair costs occasioned by firewages, windstorm salaries or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility consideration paid to executive employees of Landlord (not to be reimbursed by Tenant)above the grade of Building Manager, (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is management fees in excess of three percent (3%) of the amount which would be Building’s gross revenues, amounts paid to Landlord or to subsidiaries or affiliates of Landlord for goods and/or services in the absence Building to the extent the same exceeds the costs of such relationshipgoods and/or services rendered by unaffiliated third parties on a competitive basis, and (vii) removal of Hazardous Material from the Premises or property, costs arising from the gross negligence or willful misconduct of items and services for which Tenant reimburses Landlord or pays third persons directlyits agents, employees, vendors, contractors or providers of materials or services or costs attributable to repairing items to the extent covered by warranties or insurance.

Operating Expenses. Unless modified in accordance with Exhibit D9.1. As used herein, Landlord maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all term “Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and Expenses” shall include, without limitation, : (a) Government impositions including property tax costs consisting of real estate and personal property taxes and assessments, management feeincluding amounts due under any improvement bond upon the Building or the Project, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, including the cost parcel or parcels of contesting the validity or applicability of any governmental acts real property upon which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related areas serving the Building are located or assessments in lieu thereof imposed by any federal, state, regional, local or municipal governmental authority, agency or subdivision (each, a “Governmental Authority”) are levied; taxes on or measured by gross rentals received from the rental of space in the Project; taxes based on the square footage of the Premises or the Project, as well as any parking charges, utilities surcharges or any other costs levied, assessed or imposed by, or at the direction of, or resulting from Applicable Laws or interpretations thereof, promulgated by any Governmental Authority in connection with the use or occupancy of the Project or the parking facilities serving the Project; taxes on this transaction or any document to which Tenant is a party creating or transferring an interest in the Premises; any fee for a business license to operate an office building; and any expenses, including the reasonable cost of attorneys or experts, reasonably incurred by Landlord in seeking reduction by the taxing authority of the applicable taxes, less tax refunds obtained as a result of an application for review thereof; and (b) All other costs of any kind paid or incurred by Landlord in connection with the operation or maintenance of the Premises or Project, including costs of repairs and replacements to improvements within the Project as appropriate to maintain the Project as required hereunder, including costs of funding such reasonable reserves as Landlord, consistent with good business practice, may establish to provide for future repairs and replacements; costs of utilities furnished to the Common Areas; sewer fees; cable television; trash collection; cleaning, including windows; heating; ventilation; air-conditioning; maintenance of landscaping and grounds; maintenance of drives and parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants maintenance of the premisesroof; security services and devices; building supplies; maintenance or replacement of equipment utilized for operation and maintenance of the Project; license, (iii) permit and inspection fees; sales, use and excise taxes on goods and services purchased by Landlord in connection with the operation, maintenance or repair costs occasioned by fireof the Project systems and equipment; telephone, windstorm or other casualtypostage, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions stationery supplies and other expenses incurred in connection with the operation, maintenance or repair of the Project; accounting, legal and other professional fees and expenses incurred in connection with the Project; costs of furniture, draperies, carpeting, landscaping and other customary and ordinary items of personal property provided by Landlord for use in Common Areas or in the Project office; Project office rent or rental value for a commercially reasonable amount of space, to the extent an office used for Project operations is maintained at the Project, plus customary expenses for such office; capital expenditures (amortized over the useful life of the capital improvement or alteration in question for accounting purposes (however in no event shall such useful life exceed ten (10) years), as determined by Landlord using generally accepted accounting principles, consistently applied with interest calculated at 9% per annum, for such year of useful life of the capital item during the Term); costs of complying with Applicable Laws (except to the extent such costs are incurred to remedy non-compliance as of the Execution Date with Applicable Laws); costs to keep the Project in compliance with, or fees otherwise required under, any CC&Rs (as defined below); insurance premiums, including premiums for public liability, property casualty, earthquake, terrorism and environmental coverages; portions of insured losses paid by Landlord as part of the deductible portion of a loss pursuant to the terms of insurance policies; service contracts; costs of services of independent contractors retained to do work of a nature referenced above; and costs of compensation (including employment taxes and fringe benefits) of all persons who perform regular and recurring duties connected with the day-to-day operation and maintenance of the Project, its equipment, the adjacent walks, landscaped areas, drives and parking areas, including janitors, floor waxers, window washers, watchmen, gardeners, sweepers and handymen. Notwithstanding the foregoing, Operating Expenses shall not include any net income, franchise, capital stock, estate or inheritance taxes, or taxes that are the personal obligation of Tenant or of another tenant of the Project, any leasing commissions; expenses that relate to preparation of rental space for a tenant; expenses of initial development and construction, including grading, paving, landscaping and decorating (as distinguished from maintenance, repair and replacement of the foregoing); legal expenses relating to other tenants; costs of repairs to the extent reimbursed by payment of insurance proceeds received by Landlord; interest upon loans to Landlord or secured by a mortgage or deed of trust covering the Project or a portion thereof (provided that interest upon a government assessment or improvement bond payable in installments shall constitute an Operating Expense under Subsection 9.1(a)); salaries of executive officers of Landlord; depreciation claimed by Landlord for tax purposes (provided that this exclusion of depreciation is not intended to delete from Operating Expenses actual costs of repairs and replacements and reasonable reserves in regard thereto that are provided for in Subsection 9.1(b)); and taxes that are excluded from Operating Expenses by the last sentence of Subsection 9.1(a). To the extent that Tenant uses more than Tenant’s Pro Rata Share of any other area located item of Operating Expenses, Tenant shall pay Landlord for such excess in addition to Tenant’s obligation to pay Tenant’s Pro Rata Share of Operating Expenses. 9.2. Tenant shall pay to Landlord on the premises to any other partyfirst day of each calendar month of the Term, as Additional Rent, (via) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, Property Management Fee (as defined below) and (viib) costs Landlord’s estimate of items Tenant’s Pro Rata Share of Operating Expenses with respect to the Building and services the Project, as applicable, for which Tenant reimburses Landlord or pays third persons directlysuch month.

Operating Expenses. Unless modified Except to the extent expressly provided below, all costs, expenses and fees paid, incurred or accrued each Lease Year by Landlord in connection with: the ownership, management, operation, servicing and maintenance of the Building including, but not limited to, any costs incurred in keeping the Building in compliance with code; repairs, maintenance, additions, replacements and improvements to the Building, including any and all parking areas, loading and unloading areas, trash areas, roadways, sidewalks, stairways, landscaped areas, motor court plaza, striping, bumpers, irrigation systems, lighting facilities, building exteriors and roofs, fences and gates; building, janitorial and cleaning supplies; uniforms and dry cleaning services; window cleaning services, plumbing, mechanical, electrical systems, life safety systems and equipment, telecommunication equipment, elevators, escalators, tenant directories, fire detection systems, including sprinkler system maintenance and repair; the cost of trash disposal, janitorial services and security services and systems; service contracts for the maintenance and operation of elevators, boilers, HVAC, mechanical equipment and exercise equipment; with respect to those employees who provide any of the services or perform any tasks related to the operation, and management of the Building, such employees’ wages, salaries and fringe benefits; cost to operate and maintain any news ticker that may be provided in the main lobby; payroll taxes; business and franchise taxes; Real Estate Taxes (as defined in subsection 12 below); any expenses reasonably incurred by Landlord in attempting to protest, reduce or minimize Real Estate Taxes; electricity, gas, oil and other fuels, solid waste and utility charges; sewer and water charges; premiums for fire and casualty, liability, workmen’s compensation and other insurance, including any deductibles; telephone and facsimile services and other communications costs; common transportation services; any costs in connection with equipping, maintaining and operating the health club in the Building; any property owners association dues including the dues of the Dulles Town Center Commercial Owners Association and any other association affecting the Building (such associations being referred to herein collectively as the “Association”); any parking management fee; the cost of all business licenses, including Business Professional and Occupational License Tax and Business Improvements Districts Tax, any gross receipt taxes based on rental income or other payments received by Landlord, commercial rental taxes or any similar taxes or fees; the cost of installing network cabling and maintaining, repairing, securing and replacing network cabling; administrative costs and reasonably and equitably allocated overhead expenses; miscellaneous management-related expenses; and management fees. For purposes of determining Tenant’s Proportionate Share of Operating Expenses which are not fixed and which vary depending upon Building occupancy levels (e.g., janitorial services, electricity, and management fees based upon rental), the Proportionate Share of such expenses shall be adjusted utilizing as the numerator the rentable square footage of the Leased Premises and as the denominator the rentable square footage of office tenants in occupancy of the Building each Lease Year. If the cost incurred in making a repair or improvement or replacing any equipment is not fully deductible as an expense in the year incurred in accordance with Exhibit Dgenerally accepted accounting principles, the cost shall be amortized over the useful life of the repair, improvement or equipment, as reasonably determined by Landlord, together with an interest factor on the unamortized cost of such item equal to the lesser of (i) ten percent (10%) per annum, or (ii) the maximum rate of interest permitted by applicable law. If the Building is less than ninety-five percent (95%) occupied at any time, Operating Expenses for the Base Year and all subsequent Lease Years shall be grossed up to reflect the amount that Landlord reasonably determines such Operating Expenses would have been if the Building were ninety-five percent (95%) leased. Notwithstanding the foregoing or any other provision of this Lease to the contrary, the parties agree that Operating Expenses shall not include the following: (i) ground rent; (ii) salaries, benefits, wages or fees for employees above the grade of senior property manager or for officers or partners of Landlord; (iii) costs and expenses which would otherwise be included in Operating Expenses to the extent such costs and expenses exceed the competitive rates for similar services of comparable quality, rendered by persons or entities of similar skill, competence and experience (i.e., that portion of the costs and expenses for such services that exceed the competitive rate shall not be included in Operating Expenses), provided however that a management fee of four percent (4%) of gross revenues shall be deemed not to exceed the competitive rate and shall be included in the Base Year Operating Expenses and each comparative year; (iv) to the extent that employees are not employed exclusively at the Building, the costs and expenses with respect to such employees should be prorated; (v) any expense: (1) for which Landlord is actually specifically reimbursed by another tenant (other than by virtue of general contributions towards Operating Expenses by tenants pursuant to leases) or other third party; or (2) for which Landlord (A) is entitled to be specifically reimbursed by another tenant or other third party, and (B) unsuccessfully seeks collection of such reimbursement from another tenant or other third party (such as insurance or warranty proceeds unsuccessfully sought by Landlord) [it being understood and agreed that, Landlord maintenance addendumshall utilize good faith efforts to collect any material amount from such third party sources to the extent that Landlord has a legitimate claim to collect the same, attached heretobut the fact that an expense (other than a major expense) may merely be eligible for reimbursement from a third party source (such as insurance proceeds) shall not operate to exclude such expense from Operating Expenses if Landlord, it is in good faith and in the intention exercise of its reasonable business judgment, elects not to seek reimbursement from such third party source (such election thereby resulting in the failure of such expense to satisfy the condition for exclusion in (2)(B) above)]; (vi) all items, utilities and services for which Tenant specifically reimburses Landlord or for which Tenant pays third parties; (vii) all costs or expenses (including fines, penalties, interest and legal fees) incurred due to the violation by Landlord, its employees, agents or contractors, of the parties terms and they hereby agree that this shall be conditions of any lease or other occupancy agreement pertaining to the Building; (viii) payment of principal, finance charges or interest on debt or amortization on any mortgage or other debt or any penalties assessed as a triple net Leaseresult of Landlord’s late payments of such amounts; (ix) any costs of Landlord’s general overhead, including general and the Landlord shall have no obligation to provide any services, perform any acts or pay any administrative expenses, chargeswhich costs would not be chargeable to Operating Expenses of the Building, obligations in accordance with generally accepted accounting principles, consistently applied; (x) any otherwise includible costs of correcting defects in the Building and/or any associated garage facilities and/or equipment or replacing defective equipment to the extent such costs are covered by warranties of manufacturers, suppliers or contractors; (xi) all fines, penalties or interest for failure to make any tax payment in a timely fashion; (xii) all costs and expenses associated with the operation of the business of the entity which constitutes Landlord as the same are distinguished from the costs of operation of the Building, including accounting and legal matters, costs of defending any lawsuits with any Landlord’s Mortgagee, costs of selling, syndicating, financing, mortgaging or hypothecating any of the Landlord’s interest in the Building, costs related to the defense of Landlord’s title to the real estate containing the Building or costs of any kind whatsoever with respect to the Premises, disputes between Landlord and Tenant hereby agrees to pay one hundred percent its employees (100%if any) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof not engaged in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premisesoperation; (iixiii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, non-cash items such as depreciation and amortization except as otherwise specifically provided in this Lease; (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (vxiv) leasing commissions commissions, marketing costs, attorney’s fees, costs, disbursements, and other expenses incurred in connection with leasing any solicitation, negotiation or termination with tenants, other area located on occupants or prospective tenants or other occupants of the premises Building; (xv) capital improvements other than those made with the intention of complying with laws (to any the extent that the same are not excluded pursuant to clause (xxii) below) or insurance, reducing operating expenses, or replacing an existing item; (xvi) all “tenant allowances”, “tenant concessions” and other partycosts or expenses incurred in completing, fixturing, furnishing, renovating or otherwise improving, decorating or redecorating space for tenants of the Building; (vixvii) any expense representing an amount paid costs in connection with services, items or other benefits of a type or quantity which are not standard for the Building and which are not offered to an affiliate Tenant, but which are provided to another tenant or subsidiary occupant of the Building; (xviii) all expenses directly resulting from disputes between Landlord and another tenant of the Building; (xix) hazardous materials cleanup costs to the extent not caused by Tenant; (xx) Federal, state, county or municipal taxes, death taxes, excess profit taxes, franchise or any taxes imposed or measured on or by the income or revenue of Landlord which is in excess from the operation of the amount which would be paid in Building, all to the absence extent not properly includable as Real Estate taxes; (xxi) contributions to Operating Expense reserves; (xxii) costs arising directly from the willful misconduct of such relationshipLandlord; and (xxiii) costs incurred to correct violations of laws, codes, statutes, orders or regulations, to the extent that: (1) the condition being corrected existed as of the Lease Commencement Date, and (vii2) costs constituted an outstanding violation of items and services for which Tenant reimburses Landlord such law, code, statute, order or pays third persons directlyregulation as of the Lease Commencement Date (it being the intent of the parties that Operating Expenses shall properly include the cost of complying with any law, code, statute, order or regulation to the extent that such law, code, statute, order or regulation is enacted, modified or enforced differently following the Lease Commencement Date).

Operating Expenses. Unless modified The parties intend that, subject only to Real Estate Taxes and Casualty Insurance, this Lease be absolutely net to Landlord. The foregoing not withstanding: (a) In the case of a general or special assessment levied against the Premises, regardless of whether Landlord elects to pay the assessment in installments, Tenant's proportionate share of such assessment shall be computed as if Landlord had elected to pay the same in installments over the longest period allowed by applicable law and only those installments (or partial installments) attributable to installment periods (or partial periods) falling within the term of this Lease shall be included; and no special assessments (other than general assessments previously disclosed to Tenant) attributable to the initial development or construction of the Premises shall be included as additional rent or otherwise passed on to Tenant, with the exception of assessments attributable to alterations, additions, changes, added by Tenant. Landlord shall be obligated to refund to Tenant Tenant's prorata share of the amount of any refund, rebate or the like of taxes and/or assessments that were paid by Tenant (directly or as additional rent) regardless of whether such refund, rebate or the like is received by Landlord after the expiration of the term of this Lease. (b) Without limitation, the following expenses shall be excluded as Additional Rent and shall not be directly or indirectly charged to Tenant: (i) leasing commissions and costs of marketing; (iii) payments of principal and interest on any mortgages, deeds of trust or other encumbrances; (iv) the cost of any item or expense, which, in accordance with Exhibit Dgenerally accepted accounting principles is, or should be, capitalized on the books of Landlord, or any depreciation or amortization thereof except as expressly permitted herein; (v) the cost of any items for which Landlord maintenance addendumis directly reimbursed by insurance proceeds, attached heretocondemnation awards, it is a tenant or the intention like; (vi) wages, salaries or other compensation paid to executive employees of Landlord or the property manager ranking above the highest-ranking, on-site employee; (vii) costs associated with the operation of the parties business of the entity which constitutes Landlord, which costs are not directly related to maintaining or operating the Premises (by way of example, the formation of the entity, internal accounting and they hereby agree that this shall be a triple net Leaselegal matters, including but not limited to preparation of tax returns and the Landlord shall have no obligation to provide any servicesfinancial statements and gathering of data therefor, perform any acts or pay any expenses, charges, obligations or costs of defending any kind whatsoever with respect lawsuits unrelated to maintaining or operating the Premises, costs of selling, syndicating, financing, mortgaging or hypothecating any of Landlord's interest in the Premises, and Tenant hereby agrees to pay one hundred percent (100%) costs of any disputes between Landlord and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs its employees); (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (viviii) any expense representing an amount paid for products or services (other than overall property management) to an affiliate a person or subsidiary of entity relating to or affiliated with Landlord which is in excess of the amount which would be paid in the absence fair market value of such relationship, services and products; (viiix) fees incurred in disputes with tenants; (x) costs of items remediation of Hazardous Materials which are (i) in or on the subject property as of the date of this Lease and services which are classified as Hazardous Materials as of the date of this Lease under laws in effect as of the date of this Lease, or (ii) which are subsequently brought onto the subject property by any person or entity other than Tenant; (xi) any management fee in excess of ordinary and customary management fees; (xii) franchise, transfer, inheritance or capital stock taxes or taxes imposed upon or measured by the income or profits of Landlord; (xiii) any accrued and unfunded pension or other benefits for any personnel; (xiv) any rent, additional rent, imposition or other charge payable under any lease (including any ground or "sandwich" lease) or sublease to or assumed by Landlord; (xv) the cost incurred by Landlord in performing work or furnishing any service to or for a tenant of space in the Project (including Tenant) at such tenant's cost and expense, regardless of the amount billed or received by Landlord for performing such work or finishing such services; (xvi) advertising, marketing or promotional expenditures; (xvii) the cost of the acquisition or leasing of any artwork; (xviii) accounting fees, other than those incurred in connection with the operation of the subject property and the preparation of statements required pursuant to the provisions of this Lease and similar provisions of other leases of space in the subject property; (xix) costs and expenses (including court costs, attorneys' fees and disbursements) related to or arising under or in connection with disputes with tenants, any lessor under a lease or any holder of a mortgage or disputes which Tenant reimburses result in punitive damages being assessed against Landlord, or disputes relating to claims of personal injury or property damage; (xx) any cost or expense incurred in connection with correcting latent defects or inadequacies in the subject property; (xxi) costs incurred to correct any misrepresentation by Landlord expressly made herein; (xxii) late fees, penalties, interest charges or similar costs incurred by Landlord; (xxiii) unrecovered expenses resulting directly from the negligence or willful misconduct of Landlord, its agents, servants or employees; (xxiv) costs incurred due to violation by Landlord or pays third persons directlyany other tenant of the subject property of the terms of any lease or any laws, rules, regulations or ordinances applicable to the subject property; (xxv) any other cost not reasonably and customarily included in operating costs for comparable properties. (c) Landlord shall maintain accurate records of all Additional Rent items. Tenant shall have the right to inspect and audit all records of Landlord with respect to additional rent. If Tenant's representatives request print-outs or copies of any such records, Landlord shall deliver the print-outs or copies and Tenant shall reimburse Landlord for the reasonable costs of the print-outs and copies. If the amount of additional rent indicated on any statement is overstated by more than three percent (3%), Landlord shall reimburse Tenant for the reasonable cost of the audit and inspection. Landlord shall reimburse Tenant for any amount paid by Tenant which should not have been paid, together with interest at the rate of 12% per annum. Landlord shall provide a true and complete statement of actual Additional Rent costs and expenses within sixty (60) days after the end of each calendar year during the Term. Any overpayment by Tenant shall be refunded to Tenant within thirty (30) days after delivery of said statement. Tenant shall pay the amount of any under payment within thirty (30) days after the delivery of such statement.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention During each month of the parties and they hereby agree Lease Term, on the same date that this Base Rent is due, Tenant shall pay Landlord an amount equal to 1/12 of the annual cost, as estimated in section M Landlord from time to time, of Tenant's Proportionate Share (hereinafter defined) of Operating Expenses for the Building. Payments for any fractional calendar month shall be a triple net Lease, prorated. The term "Operating Expenses" means all the following costs and the expenses incurred by Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premisesownership, and Tenant hereby agrees to pay one hundred percent (100maintenance, Tenant's prorated tax percentage(65.477%) based on 2024 Base Year Taxes (hereinafter defined); insurance; utilities; maintenance, repair and replacement of any and all Operating Expenses as hereafter defined for the entire term portions of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areasPremises, and shall include, including without limitation, real estate and personal property taxes and assessmentsnon-structural components of exterior walls, management feemowing, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn carelandscaping, snow removal, restripingexterior painting, repairsutility lines, repavingfire sprinklers and fire protection systems, cleaning the current amortized portion of any capital repairs and custodialreplacements of all portions of the Building and Premises, securityheating, insuranceventilation and air conditioning systems, , lighting, electrical systems and other mechanical and building systems; amounts paid to contractors and subcontractors for work or services performed in connection with any of the foregoing; charges or assessments of any association to which the Premises is subject; security services, if any; trash collection, sweeping and debris removal; provided that the cost of contesting additions or alterations that are required to be capitalized for federal income tax purposes shall be amortized on a straight line basis over a period equal to the validity or applicability of any governmental acts which may affect operating useful life thereof as determined by Generally Accepted Accounting Principles. Operating Expenses do not include costs, expenses, depreciation or amortization for capital repairs and all other direct operating capital replacements required to be made by Landlord under Section 10 of this Lease, debt service under mortgages or ground rent underground leases, costs of operating restoration to the extent of net insurance proceeds received by Landlord with respect thereto, leasing commissions, or the costs of renovating space for tenants. If Tenant's total payments of Operating Expenses for any year are less than Tenant's Proportionate Share of actual Operating Expenses for such year, then Tenant shall pay the difference to Landlord within 30 days after demand, and maintaining if more, then Landlord shall either, at Landlord's option, retain such excess and credit it against Tenant's next payments or pay such refund to Tenant, except that during the last calendar year of the Lease Term or any extension terms thereof, Landlord shall refund any such excess within 60 days following the termination of the Lease Term or any extension terms thereof, provided that Tenant is not in default of its obligations under this Lease. Any payment required to be paid by Landlord after the expiration or earlier termination of the Lease shall be delivered to the most recent address Tenant has provided to Landlord and, if undeliverable, shall be deemed forfeited by Tenant. With respect to Operating Expenses which Landlord allocates to the entire Premises or just the Building, Tenant's "Proportionate Share" shall be the percentage set forth in Section 1 of this Lease as Tenant's Proportionate Share of the Building and related parking areas(as applicable) as reasonably adjusted by Landlord in the future for changes in the physical size of the Premises, unless expressly excluded from operating expensesBuilding. Notwithstanding the foregoing, operating costs (and Landlord may equitably increase Tenant's obligations in relation thereto) shall not include (i) Proportionate Share for any item of expense chargeable or cost reimbursable by Tenant that relates to a capital account or capital improvementrepair, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third personsreplacement, or directly by other tenants service that benefits only the Premises or only a portion of the premises, (iii) repair costs occasioned by fire, windstorm Building that includes the Premises or other casualty, (iv) any construction, repair or maintenance expenses or obligations that varies with Tenant's use. The estimated Operating Expenses for the Premises set forth in Section 1 of this Lease are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationshiponly estimates, and (vii) costs of items and services for which Tenant reimburses Landlord makes no guaranty or pays third persons directlywarranty that such estimates will be accurate.

Operating Expenses. Unless modified in accordance with Exhibit DTenant shall pay monthly, Landlord maintenance addendumas Additional Rent, attached hereto, it is the intention one-twelfth (1/12) of the parties Operating Expenses Excess based on good faith estimates provided by Landlord from time to time and they hereby agree that this subject to reconciliation as provided in Section 8 below. No credit or payment shall be a triple net Lease, due to Tenant in the event Operating Expenses for any year are less than Base Operating Expenses. "Operating Expenses" means and the Landlord shall have no obligation to provide any services, perform any acts or pay any includes all expenses, chargescosts, obligations fees and disbursements paid or costs incurred by or on behalf of any kind whatsoever with respect to Landlord for managing, operating, maintaining, improving, servicing or repairing the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any Building or Property and all Operating Expenses as hereafter defined for the entire term of the Lease associated plumbing, heating, ventilation, air conditioning, lighting, electrical, mechanical and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areasother systems, and shall includeincluding, without limitation, real estate costs of: performing the Landlord's obligations described in Section 13; janitorial services, the repair, maintenance, repaving and personal property taxes re-striping of any parking and assessmentsdock areas; providing any services or amenities such as conference rooms, management feeparking garage, heatingcafeteria, electricityor gymnasium; exterior maintenance, water, waste disposal, sewage, operating materials repair and supplies, service agreements and charges, lawn care, repainting; landscaping; snow removal; utilities; management fees; supplies and sundries; sales or use taxes on supplies or services; charges or assessments under any easement, restripinglicense, repairsdeclaration, repavingrestrictive covenant or association; legal and accounting expenses; Insurance Premiums; and compensation and all fringe benefits, cleaning worker's compensation insurance premiums and custodialpayroll taxes paid to, securityfor or with respect to all persons engaged in the operation, insuranceadministration, maintenance and repair of the Property. Landlord may allocate any item of Operating Expenses that benefits multiple buildings on the Property among such buildings. Landlord may allocate any item of Operating Expenses among different portions or occupants of the Building or Property based on use or other considerations as determined by Landlord in Landlord's reasonable discretion. If there is less than ninety five percent (95%) occupancy during any period (including the calendar year 2018), Landlord shall adjust those Operating Expenses that are affected by variations in occupancy levels to the amount of Operating Expenses that would have been incurred had there been at least ninety-five percent (95%) occupancy. Operating Expenses accounting shall be consistently applied from year to year. During the first twelve (12) months of the Term, Tenant shall not be responsible for paying any excess over Tenant's Percentage of Operating Expenses Excess. If, in any calendar year following the calendar year 2018 (such later year being a "Subsequent Year"), a new expense item is included in Operating Expenses which was not included in Base Operating Expenses, then the cost of contesting such new item shall be added to Base Operating Expenses for purposes of determining the validity or applicability Operating Expenses Excess payable for such Subsequent Year and for each year thereafter, but only for so long as the new expense item is included in Operating Expenses. Conversely, when an expense item that was originally included in Base Operating Expenses is, in any Subsequent Year, no longer included in Operating Expenses, then the cost of any governmental acts which may affect operating expensessuch item shall be deleted from Base Operating Expenses for purposes of determining the Operating Expenses Excess payable for such Subsequent Year and for each year thereafter, and all other direct operating costs of operating and maintaining but only for so long as the Building and related parking areas, unless expressly excluded expense item is absent from operating expensesOperating Expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) Operating Expenses shall not include (i) any expense chargeable costs of alterations to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed the premises of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premisesProperty, (iii) depreciation charges, interest and principal payments on mortgages, ground rental payments and real estate brokerage and leasing commissions; costs incurred for Landlord's general overhead and any other expenses not directly attributable to the operation and management of the Building or the Property; costs of selling or financing any of Landlord's interest in the Property; costs incurred by Landlord for the repair costs occasioned of damage to the Property to the extent that Landlord is reimbursed by fire, windstorm insurance proceeds or other casualtymeans or sources; reserves for future capital replacements; maintenance and replacement of structural elements of the Building and the Property (including the structural walls, foundations, concrete subflooring, structural elements of the roof and underground utilities); amounts paid for services provided by affiliates of Landlord, to the extent that the same exceed the amounts which would otherwise be payable for the same services had such services been performed by unaffiliated third parties; and the costs of services and utilities separately chargeable to individual tenants of the Building. Notwithstanding the foregoing, the maximum increase in the amount of Controllable Operating Expenses (ivdefined herein below) any constructionthat may be included in calculating such Operating Expenses for each calendar year during the Term shall be limited to 5% per calendar year on a cumulative, repair or maintenance compounded basis. For the purposes hereof, Controllable Operating Expenses means all Operating Expenses other than those expenses or obligations the increase in which is beyond the reasonable control of Landlord. By way of illustration and not limitation, examples of increases in Operating Expenses that are beyond the sole responsibility reasonable control of Landlord (not to be reimbursed by Tenant)include Insurance Premiums, (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other partyutilities, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationshipmanagement fees, association charges, governmentally mandated charges, and (vii) costs of items wages and services for which Tenant reimburses Landlord or pays third persons directlybenefits.

Operating Expenses. Unless modified in accordance with Exhibit DTenant shall pay Tenant’s Pro Rata Share of Operating Expenses for each calendar year during the Term. On or about January 1 of each calendar year, Landlord maintenance addendum, attached hereto, it is the intention shall provide Tenant with a good faith estimate of the parties and they hereby agree Operating Expenses for such calendar year during the Term. On or before the first day of each month, Tenant shall pay to Landlord a monthly installment equal to one-twelfth of Tenant’s Pro Rata Share of Landlord’s estimate of the Operating Expenses. If Landlord determines that this its good faith estimate of the Operating Expenses was incorrect, Landlord may provide Tenant with a revised estimate. After its receipt, of the revised estimate, Tenant’s monthly payments shall be based upon the revised estimate. If Landlord does not provide Tenant with an estimate of the Operating Expenses by January 1 of a triple net Leasecalendar year, and Tenant shall continue to pay monthly installments based on the most recent estimate(s) until Landlord provides Tenant with the new estimate. Upon delivery of the new estimate, an adjustment shall have no obligation to provide be made for any services, perform any acts or month for which Tenant paid monthly installments based on the same year’s prior incorrect estimate(s). Tenant shall pay any expenses, charges, obligations or costs Landlord the amount of any kind whatsoever with respect underpayment within 30 days after receipt of the new estimate. Any overpayment shall be credited against the next sums due and owing by Tenant or, if no further Rent is due, refunded directly to the Premises, and Tenant hereby agrees within 30 days of determination. The obligation of Tenant to pay one hundred percent (100%) of any and all for Operating Expenses as hereafter defined for provided herein shall survive the entire term expiration or earlier termination of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forththis Lease. The term Operating expenses shall include all costs to Landlord of operating and maintaining Tenant acknowledges that the Building and related parking its tenants enjoy the non-exclusive use of shared common areas, a plaza, parking facilities and other benefits with the owner and tenants of an adjacent office building located at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇. Certain portions of the operating costs for such shared facilities shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, be allocated to the cost of contesting the validity or applicability of any governmental acts which may affect operating expensesBuilding, and all other direct operating Operating Expenses (defined below) will include an equitable allocation of the costs of operating and maintaining the Building and related parking areasownership, unless expressly excluded from operating expenses. Notwithstanding the foregoingoperation, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any constructionmaintenance, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence protection of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyshared facilities.

Operating Expenses. Unless modified (1) Tenant shall pay an amount ("Additional Rent") equal to its proportionate share of Operating Costs. Landlord may collect such amount annually in arrears in a lump sum, which shall be due within 30 days after Landlord furnishes to Tenant the Operating Costs and Tax Statement (defined below). Alternatively, Landlord may make a good faith estimate of the Additional Rent to be due by Tenant for any calendar year or part thereof by thirty (30) days prior notice to Tenant during the Term, and Tenant shall pay to Landlord, on the Commencement Date and on the first day of each calendar month thereafter, 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, Landlord may estimate and re-estimate in good faith 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 appropriately adjusted in accordance with Exhibit Dthe estimations so that, Landlord maintenance addendum, attached hereto, it is by the intention end of the parties and they hereby agree that this 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 a triple net Leasesubject to adjustment as herein provided when actual Operating Costs are available for each calendar year. (2) The term "Operating Costs" shall mean all expenses and disbursements (subject to the limitations set forth below) that Landlord incurs in connection with the ownership, operation, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term maintenance of the Lease and any extensions thereof Building, determined in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include sound accounting principles consistently applied, including, but not limited to, the following costs: (A) wages and salaries (including management fees) of all employees engaged in the operation, maintenance, and security of the Building, including taxes, insurance and benefits relating thereto; (B) all supplies and materials used in the operation, maintenance, repair, replacement, and security of the Building; (C) costs for improvements made to the Building which, although capital in nature, are expected to reduce the normal operating costs of the Building, as well as capital improvements made in order to comply with any law hereafter promulgated by any governmental authority, as amortized over the useful economic life of such improvements as determined by Landlord in its reasonable discretion; (D) cost of all utilities, except the cost of utilities reimbursable to Landlord by the Building's tenants other than pursuant to a provision similar to this Section 3.(c; (E) insurance expenses; (F) repairs, replacements, and general maintenance of operating the Building; and maintaining (G) service or maintenance contracts with independent contractors for the operation, maintenance, repair, replacement, or security of the Building and related parking areas, and shall include(including, without limitation, real estate and personal property taxes and assessmentsalarm service, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenseswindow cleaning, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenseselevator maintenance). Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) The following shall not include be deemed Operating Costs: (i) any expense chargeable capital improvements made to a the Building, other than capital account or capital improvementimprovements described in Section 3(c)(2)(C) and except for items which are generally considered maintenance and repair items, ground leases; principal or interest payments on any mortgage or deed such as painting of trust on common areas, replacement of carpet in elevator lobbies, and the premiseslike; (ii) any amount for which Landlord is reimbursed through insurancerepair, replacements and general maintenance paid by proceeds of insurance or by Tenant or other third persons, or directly by other tenants of the premises, parties; (iii) repair costs occasioned by fireinterest, windstorm amortization or other casualty, payments on loans to Landlord; (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), depreciation; (v) leasing commissions commissions; (vi) legal expenses for services, other than those that benefit the Building tenants generally (e.g., tax disputes); (vii) renovating or otherwise improving space for occupants of the Building or vacant space in the Building; (viii) Taxes (defined below), (ix) federal income taxes imposed on or measured by the income of Landlord from the operation of the Building; (x) expenditures for repairs, replacements or rebuilding occasioned by fire or other casualty to the Building; (xi) expenditures for repairs, replacements or rebuilding occasioned by any of the events contemplated by Section 13 of this Lease; (xii) expenditures for costs, including advertising and other expenses promotional expenses, incurred in connection with leasing efforts to lease portions of the Building and to procure new tenants for the Building; (xiii) expenditures for the salaries, benefits and other compensation of the employees and other personnel of the Landlord or any other area located on the premises to any other party, managing agent who are not contemplated by subsection 3(c)(2)(A); (vixiv) any expense representing an amount paid expenditures to an affiliate or subsidiary of Landlord which is in excess of the Landlord to the extent any such expenditure exceeds the amount which that would be paid have been payable in the absence of such affiliate relationship; (xv) expenditures for installing, operating and maintaining any special facility in or on the Building such as an observatory, broadcasting facility, cafeteria or dining facility or athletic, recreational or luncheon club if the respective facility shall not be available to the Tenant or any of its employees; (xvi) expenditures for what would otherwise be an Operating Cost which are reimbursed under any construction contractors' or manufacturers' or vendors' warranties or which are otherwise reimbursed to the Landlord; and (viixvii) costs Operating Costs to the extent that the sum of items (a) the Tenant's proportionate share of Operating Costs and services for which Tenant reimburses Landlord or pays third persons directly(b) the proportionate shares of Operating Costs of tenants of other leased premises in the Building exceeds 100% of Operating Costs.

Operating Expenses. Unless modified Tenant shall pay, as Additional Rent, the Operating Expenses Excess based on estimates provided by Landlord from time to time and subject to reconciliation as provided in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention of the parties Section 10 below. “Operating Expenses” means and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any includes all expenses, chargescosts, obligations fees and disbursements paid or costs incurred by or on behalf of any kind whatsoever with respect to Landlord for managing, operating, maintaining, improving and repairing the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any Building or Property and all Operating Expenses as hereafter defined for the entire term of the Lease associated plumbing, heating, ventilation, air conditioning, lighting, electrical, mechanical and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areasother systems, and shall includeincluding, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurancecosts of: performing the Landlord’s obligations described in Section 13; janitorial, the cost of contesting the validity or applicability repair, maintenance, repaving and re-striping of any governmental acts which may affect operating parking and dock areas; providing any services or amenities such as conference rooms, parking garage, cafeteria, or gymnasium; exterior maintenance, repair and repainting; landscaping; utilities; management fees; supplies and sundries; sales or use taxes on supplies or services; charges or assessments under any easement, license, declaration, restrictive covenant or association; legal and accounting expenses, ; Insurance Premiums; and compensation and all other direct operating costs fringe benefits, worker’s compensation insurance premiums and payroll taxes paid to, for or with respect to all persons engaged in the operation, administration, maintenance and repair of operating and maintaining the Property. Landlord may allocate any item of Operating Expenses that benefits multiple buildings among such buildings equitably. Landlord may equitably allocate any item of Operating Expenses among different portions or occupants of the Building and related parking areasor Property based on use or other considerations as determined by Landlord in Landlord’s reasonable discretion. If there is less than ninety five percent (95%) occupancy during any period, unless expressly excluded from operating expensesLandlord may adjust those Operating Expenses that are affected by variations in occupancy levels to the amount of Operating Expenses that would have been incurred had there been ninety five percent (95%) occupancy. Notwithstanding the foregoing, operating costs in no event shall Tenant be charged for Operating Expenses as Additional Rent for the first twelve (and Tenant's obligations in relation thereto12) months of the Term. Notwithstanding the foregoing, Operating Expenses shall not include (i) any expense chargeable costs of alterations to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed the premises of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premisesProperty, (iii) depreciation charges, interest and principal payments on mortgages, ground rental payments and real estate brokerage and leasing commissions; costs incurred for Landlord’s general overhead and any other expenses not directly attributable to the operation and management of the Building or the Property; costs of selling or financing any of Landlord’s interest in the Property; costs incurred by Landlord for the repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations of damage to the Property to the extent that are the sole responsibility of Landlord (not to be is reimbursed by Tenant)insurance proceeds; the costs of services and utilities separately chargeable to individual tenants of the Building; advertising vacant space at the Property; the cost of repairs necessitated by the gross negligence of Landlord, (v) leasing commissions and other its agents, employees or contractors; Landlord’s general overhead expenses incurred in connection with leasing maintaining Landlord’s existence as a corporation or other entity; costs incurred because of violation by any tenant (other area located on the premises to any other party, (vithan Tenant) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence terms and conditions of such relationship, and (vii) its lease; costs of items removing Hazardous Substances; and services Taxes. The cost of capital improvements shall not be included in Operating Expenses except for those capital improvements which Tenant reimburses Landlord are intended to reduce Operating Expenses or pays third persons directlywhich are required under any governmental laws, regulations, or ordinances which were not applicable to the Building at the time it was constructed, which, together with any financing charges incurred in connection therewith, shall be amortized over their useful life as reasonably determined by Landlord.

Operating Expenses. Unless modified The Annual Fixed Rent shall be adjusted in accordance with Exhibit Dthe following provisions: In addition to the Annual Fixed Rent, Tenant shall pay Tenants Proportionate Share of Operating Costs for each calendar year to compensate for changes in Landlords Operating Costs. The rentable area in the Building and the rentable area in the Premises, and Tenants Proportionate Share of the Operating Costs are set forth in Article l. Base Rent and Tenants Proportionate Share of Operating Costs are sometimes referred to herein collectively as the "Rent." a. For purposes of this Paragraph 5, the following definitions shall apply: (1) The term Basic Cost" shall be deemed to mean those expenses incurred by Landlord with respect to the operation and maintenance addendumof the Property which in accordance with accepted principles of sound accounting practice as applied to the operation, attached heretomaintenance and security of a first-class mixed-use office/retail building are properly chargeable to the operation, it maintenance and security of the property, which costs shall include, without limitations, waste disposal; repair and maintenance, landscaping services, security and other services and maintenance contracts therefore, supplies; compensation and all fringe benefits, worker's compensation, insurance premiums and payroll taxes paid to, for or with respect to all persons engaged in the operating, maintaining, or cleaning of the Property; management fees at reasonable rates consistent with the type of occupancy and the service rendered; depreciation or rental of personal property used in maintenance; amortization of the costs, including financing costs, for capital expenditures (A) required by a governmental entity for energy conservation, life safety or other purposes, or (B) made by Landlord to reduce operating expenses; and other charges directly related to the operation and maintenance of the Property; provided, however, any items of Basic Cost which benefit solely office tenants of the Building and not retail tenants of the Building shall be excluded from Basic Cost passed through to Tenant. Basic Cost shall not include costs of janitorial services in the Premises nor costs associated with the use of the Building's elevators; however, costs associated with the freight elevators and trash disposal from the Premises shall be included in Basic Cost. For the purposes of this Paragraph 5, depreciation shall be determined by dividing the original cost of such capital expenditure by the number of years of useful life of the capital item acquired, and the useful life shall be reasonably determined by Landlord in accordance with generally accepted accounting principles and practices in effect at the time of acquisition of the capital item. Any of the services which may be included in the computation of the Basic Cost may be performed by subsidiaries or affiliates of Landlord, provided that the contracts for the performance of such services shall be competitive with similar contracts and transactions with unaffiliated entities for the performance of such services in comparable buildings within the County. Regardless of the actual percentage of occupancy of the Building, for the purpose of this Paragraph 5, the Basic Cost will be the actual direct expense. (2) The term "Insurance and Tax Costs" shall be deemed to mean all insurance Costs, including fire and extended coverage, all risk, public liability and property damage, rental abatement insurance, including one (1) year's basic rental and property taxes, war risk insurance, earthquake insurance and such other insurance, and "property taxes," as defined below, which are incurred by Landlord with respect to the operation and maintenance of the Property and which are properly chargeable to the operation and maintenance of the Property. (3) The term "property taxes" shall include any form of assessment, license fee, license tax, business license fee, business license tax, commercial rental tax, levy, charge, penalty, tax or similar imposition, imposed by any authority having the direct power to tax, including any city, county, state or federal government, or any school, agricultural, lighting, drainage or other improvement or special assessment district thereof as against any legal or equitable interest of Landlord in the Property, including, but not limited to, the following: (a) Any tax in Landlord's right to rent or other income from the Property or as against Landlord's business, if leasing the Property; (b) Any assessment, tax, fee, levy or charge in substitution, partially or totally, of any assessment, tax, fee, levy or charge previously included within the definition of property tax, which may be imposed by governmental agencies for such services as fire protection, street, sidewalk and road maintenance, refuse removal, and for other governmental services formerly provided without charge to property owners or occupants. It is the intention of the parties Tenant and they hereby agree Landlord that this shall be a triple net Leaseall such new and increased assessments, taxes, fees, levies and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any charges and all Operating Expenses as hereafter defined similar assessments, taxes, fees, levies and charges be included within the definition of "property taxes" for the entire term purposes of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areasthis Lease; and, (c) Any assessment, and shall includetax, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity levy or applicability of charge upon this transaction or any governmental acts document to which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to Tenant is a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing creating or transferring an amount paid to interest or an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid estate in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyProperty.

Operating Expenses. Unless modified All costs, expenses and disbursements of every kind and nature which Landlord shall pay or become obligated to pay in accordance connection with Exhibit Dthe ownership, Landlord maintenance addendummanagement, attached heretooperation, it is the intention maintenance, replacement and repair of the parties Property (including the amortized portion of any capital expenditure or improvement, together with interest thereon as hereinafter permitted). Operating Expenses shall not include, (i) costs of preparation, improvements and they hereby agree that alterations of the premises of tenants of the Building, (ii) costs of capital improvements to the Building (except for amortized portion of capital improvements installed for the purpose of reducing or controlling Operating Expenses limited to the extent of the reduction, controlling or savings realized currently or prospectively as a result thereof or complying with applicable Laws enacted subsequent to the date of this shall be a triple net Lease), and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, (iii) depreciation charges, obligations or costs of any kind whatsoever with respect (iv) interest and principal payments on loans (except for loans for capital improvements which Landlord is allowed to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all include in Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areasprovided above), and shall include(v) ground rental payments, without limitation, (vi) real estate brokerage and personal leasing commissions, (vii) advertising and marketing expenses, (viii) costs of Landlord reimbursed by insurance proceeds, (ix) expenses incurred in negotiating leases of other tenants in the Building, (x) Landlord's or Landlord's property taxes and assessmentsmanager's corporate general overhead or corporate general administrative expenses, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, (xi) the cost of contesting repairs and/or restorations necessitated by condemnation or casualty (except that the validity or applicability amount of any governmental acts which may affect operating expensesa commercially reasonable deductible shall be included in Operating Expenses), and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation theretoxii) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount Any cost for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premisesBuilding; (xiii) the cost of any work or service performed for any tenant of the Building that is not provided to Tenant as part of the base building services; (xiv) advertising and promotional expenditures; (xv) the cost of constructing additions to the Building, (iii) repair costs occasioned by fire, windstorm or other casualty, (ivxvi) any construction, repair amount paid by Landlord for items or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises services to any other party, (vi) any expense representing an amount paid to an affiliate entity controlled by or subsidiary of under common control with Landlord which is in excess (by more than a diminimus amount) of the amount which would be paid in the absence of then competitive rate for such relationship, and items or services; (viixvii) costs of items correcting construction or design defects in the Premises or Building; (xviii) legal fees and costs arising from tenant disputes or leasing of space in the Building; (xix) that portion of any costs or expenses relating to both the Building and to other buildings or properties owned by Landlord, which is properly allocable or attributable to such other buildings or properties; (xx) costs of making any structural repairs; (xxi) costs incurred in installing, operating and maintaining any "specialty", not normally installed, operated, and maintained in buildings comparable to the Building and not necessary for Landlord's operation, repair, maintenance and providing of required services for which Tenant reimburses the Building, and/or any associated parking facilities, such as an observatory, broadcasting facilities, luncheon club, athletic or recreational club, etc.; (xxii) salaries above the level of Building manager; (xxiii) costs with respect to a sale, financing or refinancing of the Building; (xxiv) bad debts loss, rent loss or reserves for bad debt or rent loss; or (xxv)) cost of bulbs and ballasts in any tenant space in the Building. If any Operating Expenses, though paid in one year, relates to more than one calendar year, at option of Landlord or pays third persons directlysuch expense shall be proportionately allocated among such related calendar years.

Operating Expenses. Unless modified Tenant will pay directly all Operating Expenses of the Premises in accordance with Exhibit Da timely manner and prior to delinquency, unless otherwise specified herein that Landlord shall pay directly such Operating Expenses and receive reimbursement from Tenant. In the event that Tenant fails to pay any Operating Expense within ten (10) days after written notice by Landlord to Tenant, and without being under any obligation to do so and without hereby waiving any default by Tenant, Landlord maintenance addendum, attached hereto, it is may pay any delinquent Operating Expenses. Any Operating Expense paid by Landlord and any expenses reasonably incurred by Landlord in connection with the intention payment of the parties delinquent Operating Expense may be billed immediately to Tenant, or at Landlord’s option and they hereby agree that this shall upon written notice to Tenant, may be a triple net Lease, deducted from the Security Deposit. “Operating Expenses” means all costs and the expenses incurred by Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premisesownership, maintenance and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term operation of the Lease Premises including, but not limited to: insurance, maintenance, repair and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord replacement of operating the foundation, roof, walls, heating, ventilation, air conditioning, plumbing, electrical, mechanical, utility and maintaining the Building safety systems, paving and related parking areas, roads and shall includedriveways; maintenance of exterior areas such as gardening and landscaping, without limitationsnow removal and signage; maintenance and repair of roof membrane, real estate flashings, gutters, downspouts, roof drains, skylights and waterproofing; painting; lighting; cleaning; refuse removal; security; utilities for, or the maintenance of, outside areas; building personnel costs; personal property taxes taxes; rentals or lease payments paid by Landlord for rented or leased personal property used in the operation or maintenance of the Premises; and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials fees for required licenses and supplies, service agreements permits. Operating Expenses expressly exclude any costs and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning expenses specific to the cultivation and custodial, security, insurance, the cost processing of contesting the validity or applicability of any governmental acts which may affect operating expensescannabis, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred otherwise in connection with leasing any other area located on the premises to any other partyTenant’s Permitted Use, (vi) any expense representing an amount such costs and expenses will be borne by Tenant and not paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyas Operating Expenses.

Operating Expenses. Unless modified All costs and expenses incurred by Landlord during any Fiscal Year, as defined in Subsection 1.G. above, in managing, operating and maintaining the Building and the Land, as determined by Landlord in accordance with Exhibit Dgenerally accepted accounting principles established and regularly applied by Landlord. Such costs and expenses shall include, but not be limited to, the cost of water, gas, sanitary sewer, storm sewer, electricity and other utilities, trash removal, telephone services, insurance, janitorial and char services and supplies, security services, labor costs (including social security taxes and contributions and fringe benefits), charges under maintenance and service contracts (including but not limited to chillers, boilers, elevators, window and security services), central heating and air conditioning, management fees (not to exceed the rate for any comparable building in Arlington, Virginia which Landlord maintenance addendumidentifies to Tenant, attached heretoif the management agent is not an affiliate of Landlord), it business taxes, license fees, public space and vault rentals and charges, costs, charges and other assessments made by or for any entity operating a business improvement district in which the Building is the intention located, condominium fees, assessments, dues, expenses, and other charges which are paid by Landlord as a result of the parties and they hereby agree that this shall be Building, the Land or part or all of both being part of a triple net Leasecondominium, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs cost of any kind whatsoever equipment or services provided by Landlord in connection with the servicing, operation, maintenance, repair and protection of the Building and the Land and related exterior appurtenances (whether or not provided on the Lease Commencement Date). Operating Expenses shall include the cost of capital improvements made by Landlord to manage, operate or maintain the Building which (i) Landlord reasonably contemplates will reduce Operating Expenses or reduce the rate of increase in Operating Expenses from what it otherwise would have been with respect to the Premisesitem which is the subject of the capital improvement or (ii) are necessary to comply with laws, regulations or utility company requirements, except for conditions existing in violation thereof on the Lease Commencement Date, together with any financing charges incurred in connection therewith, provided that such costs shall be amortized over the useful life of the improvements and only the portion attributable to the Fiscal Year shall be included in Operating Expenses for the Fiscal Year, except that no portion thereof which is attributable to any capital improvement which is completed at any time prior to the expiration of the Base Year shall be included in Operating Expenses for any Fiscal Year (including, but not limited to, the Base Year). Operating Expenses shall not include: (i) Real Estate Tax Expenses, (ii) payments of principal and interest on any Mortgages or any financing costs (including points) and broker fees, (iii) leasing commissions, (iv) costs of preparing, improving or altering any space in preparation for occupancy of any new or renewal tenant, (v) ground rents and any and all other payments associated with a Ground Lease, (vi) any and all special services rendered by Landlord which are not made available to all office tenants at the Building, (vii) those expenses attributable to retail tenants only, (viii) original construction costs of the Building, (ix) interest and amortization of funds borrowed by Landlord, except as provided above with respect to capital improvements, (x) reserves for repairs, maintenance and replacements, except to the extent actually utilized for such purposes, (xi) salaries, wages, or other compensation paid to employees of any property management organization being paid a fee by Landlord for its services (or to any employees of Landlord who are not assigned to the operation, management, maintenance or repair of the Building, including accounting or clerical personnel and other overhead expenses of Landlord) or any executive above the level of property manager, except to the extent included in any management fee, (xii) amounts paid to any partners, shareholders, officers or directors of Landlord, for salary or other compensation, (xiii) costs of electricity outside normal business hours sold to tenants of the Building by Landlord or any other special service to tenants in excess of that furnished to Tenant whether or not Landlord receives reimbursement from such tenants as an additional charge, (xiv) expenses for repairs, replacements or improvements arising from the initial construction of the Building to the extent such expenses either (a) are reimbursed to Landlord by virtue of warranties from contractors or suppliers or (b) result by reason of deficiencies in design or workmanship, (xv) any amounts paid to any person, firm or corporation related to or otherwise affiliated with Landlord or any general partner, officer or director of Landlord or any of its general partners, to the extent the same exceeds arm's-length competitive prices paid in Washington, D.C. for the services or goods provided, (xvi) legal fees and other costs incurred in connection with (a) the negotiation of leases of space in the Building, (b) the enforcement of the rent payment provisions of leases in the Building or in connection with a tenant dispute concerning the rent payment provisions of leases; and (c) disputes with prospective tenants, employees, purchasers or mortgagees of the Building, (xvii) professional accounting fees in connection with the preparation of, or disputes concerning, Landlord's income tax returns, (xviii) costs relating to maintaining Landlord's existence, either as a corporation, partnership or other entity, such as trustee's fees, partnership organization or administration expenses, and Tenant hereby agrees deed recordation expenses, (xix) interest or penalties arising by reason of Landlord's failure to timely pay any Operating Expenses or Real Estate Tax Expenses, (xx) compensation paid to clerks, attendants, salespersons or other persons on or in commercial concessions operated in the Building, or costs which are the responsibilities of the garage operator, (xxi) capital improvements to the Building other than those permitted by this Section 1.0, or (xxii) costs incurred in making the Building Year 2000 compliant. In the event that, during any Fiscal Year or portion thereof during the Term, Landlord shall furnish any utility or service which is included in the definition of Operating Expenses to less than one hundred percent (100%) of the rentable area of the Building because (i) less than all of the rentable area of the Building is occupied, (ii) any and all such utility or service is not desired or required by any tenant, or (iii) any tenant is itself obtaining or providing any such utility or service, then the Operating Expenses as hereafter defined for such Fiscal Year shall be increased to equal the total expenses that Landlord reasonably estimates it would have incurred if Landlord had provided all such utilities and services to one hundred percent (100%) of the rentable area of the Building for the entire term Fiscal Year. For example, if the average occupancy rate of the Lease Building during a Fiscal Year is eighty percent (80%), the electrical contractor's charges are $1.00 per occupied rentable square foot per year, and any extensions thereof the Building contains one hundred thousand (100,000) rentable square feet of space, then it would be reasonable for Landlord to estimate that, if the Building had been one hundred percent (100%) occupied during the entire Fiscal Year, electrical charges for such Fiscal Year would have been One Hundred Thousand Dollars ($100,000) and to compute the Operating Expenses for such Fiscal Year accordingly. In no event shall the provisions of this paragraph be used to enable Landlord to collect from the tenants of the Building more than one hundred percent (100%) of the costs and expenses incurred by Landlord in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of managing, operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyLand.

Operating Expenses. Unless modified All costs of operating, servicing, administering, repairing and maintaining the Property (excluding costs paid directly by Tenant and other Tenants in the Property or otherwise reimbursed to Landlord), the landscaping of Common Areas of the Property and the parking lot contiguous to the Property if Tenant is not paying any parking fees. If the Property is less than ninety-five percent (95%) occupied throughout any calendar year of the Term, then the actual Operating Expenses for the calendar year in question shall be increased to the amount of Operating Expenses which Landlord reasonably determines would have been incurred during that calendar year if the Property had been fully occupied throughout such calendar year. The Base Year Amount shall likewise be adjusted for the calendar year on which it is based. All costs of operating, servicing, administering, repairing and maintaining the Property include any reasonable and necessary costs of operation, maintenance and repair, computed in accordance with Exhibit Dgenerally accepted accounting principles applied on a consistent basis (“GAAP”), Landlord maintenance addendumand will include by way of illustration, attached heretobut not limitation: (i) all reasonably necessary costs of managing, it is operating and maintaining the intention Property, including, without limitation, wages, salaries, fringe benefits and payroll burden for employees on-site utilized in the day to day operation of the parties Property (and they hereby agree that this shall be a triple net Leasethen only to the extent the cost of such personnel is allocated to the Property proportionately to the amount of time spent on the Property by such personnel); public liability, flood, property damage and the all other competitive insurance premiums paid by Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the PremisesProperty, and Tenant hereby agrees to pay one hundred percent (100%) of including any and all Operating Expenses amounts that would be charged as hereafter defined for the entire term premiums if Landlord self-insures any of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areasinsurance risks; liability disclaimers; water, and shall include, without limitation, real estate and personal property taxes and assessments, management feesewer, heating, electricityair conditioning, water, waste disposal, sewage, operating materials ventilating and supplies, service agreements all other utility charges (other than with respect to utilities separately metered and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, paid directly by Tenant or other tenants); the reasonable cost of contesting the validity or applicability amount of real estate and personal property taxes; janitorial services; access control; window cleaning; elevator maintenance; fire detection and security services; gardening and landscape maintenance; all reasonable costs of snow and ice removal; trash, rubbish, garbage and other refuse removal; pest control; painting; facade maintenance; lighting; exterior and partition (demising) wall repairs; roof repairs; maintenance of all steam, water and other water retention and discharging piping, lakes, culverts, fountains, pumps, weirs, lift stations, catch basins and other areas and facilities, whether or not on-site; canal embankment and related maintenance; repair and repainting of sidewalks due to settlement and potholes and general resurfacing and maintenance of parking areas; sanitary control; depreciation of machinery and equipment used in any governmental acts which may affect operating expenses, of such maintenance and repair activities; management fees; union increases; road sidewalk and driveway maintenance; and all other direct operating Property maintenance, repairs and insurance; (ii) the costs (evenly amortized over the useful life of each such capital improvement in accordance with GAAP, with interest on the unamortized amount at one percent (1%) per annum above the “prime rate” or “corporate base rate” announced from time to time by a major Georgia bank selected by Landlord (the “Prime Rate”) (but in no event at a rate which is more than the highest lawful rate allowable in the State of Georgia)) of any capital improvements: (A) made to the Property by Landlord primarily for the purpose of reducing Operating Expenses; or (B) made to the Property by Landlord primarily to comply with any governmental law or regulation that was not in force at the Commencement Date; (iii) the costs of operating supplies, materials and maintaining tools; (iv) all real and personal property taxes, assessments (whether they be general or special), sewer rents, rates and charges, transit taxes, taxes based upon the Building receipt of rent if ever imposed by governmental authority but excluding income taxes arising from such rents and related parking areasany other federal, unless expressly excluded from operating expensesstate or local government charge, general, special, ordinary or extraordinary (but not including income taxes), which may now or hereafter be levied or assessed against the land upon which the Property stands or the Property for such year or upon the fixtures, machinery, equipment, apparatus, systems and appurtenances used in connection with the Property for the operation thereof (the “Taxes”). Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) Operating Expenses shall not include include: (a) depreciation on the Property or any Common Areas; (b) costs of space planning, tenant improvements, marketing expenses, finders fees, real estate broker commissions, leasing commissions, tenant allowances, advertising and promotional expenses related to leasing, and legal fees for the preparation of leases; (c) any and all expenses for which Landlord is reimbursed (either by an insurer, condemnor or other person or entity), but only to the extent of such reimbursement (or would have received reimbursement had Landlord carried property insurance on the Property for 80% replacement costs value, as reasonably determined by Landlord, to the extent such insurance costs were includable by the terms of this Lease in these Operating Expenses and any and all expenses for which Landlord is reimbursed or entitled to reimbursement by a tenant in the Property pursuant to a lease provision in such tenant’s lease; (d) salaries for personnel above the grade of senior property manager, senior controller, senior accountant and senior engineer; (e) costs in connection with services or benefits of a type which are not provided to Tenant, but are provided to another tenant or occupant; (f) ▇▇▇▇-ups on electricity and condenser cooling water for heat pumps in excess of Landlord’s costs therefor; (g) Landlord’s general overhead and administrative expenses not directly allocable to the operation of the Property; (h) cost of repair or other work necessitated by the gross negligence or willful misconduct of Landlord or Landlord’s employees, contractors or agents; (i) costs of capital improvements to any expense chargeable to a capital account or capital improvement, ground leases; tenant's premises; (j) principal or interest payments on any mortgage loans secured by mortgages or deed of trust deeds on the Property or rent payable on any ground lease of the Land; (k) costs of capital improvements to the Property, except capital improvements expressly included as Operating Expenses in Section 2.5(ii) above; (l) costs of utilities and other services provided to and used in the operation of the other tenants' premises; , (iim) costs of initial improvements to, or alterations of, space leased to any tenant (other than costs for shared infrastructure, to the extent otherwise includable even if portions thereof traverse in or through or under or above a premises); (n) depreciation or amortization of any improvements except as specifically set forth in this Lease; (o) the cost of repairs, alterations or replacements required as the result of the exercise of any right of eminent domain to the extent Landlord receives net condemnation proceeds in reimbursement of such costs, as the result of such exercise; (p) any late fees, fines, penalties and interest on past due amounts incurred by Landlord due to Landlord's violation of any applicable law, rule or regulation; (q) costs incurred for relocating tenants within the Property; (r) costs and expenses (including legal and auditing fees) in connection with disputes with tenants (but costs of enforcing the Property’s rules and regulations shall be included in Operating Expenses); (s) costs of removing, encapsulating or otherwise abating any Hazardous Materials in or about the Property not placed there by Tenant; (t) costs of purchase of fine arts for display in public areas; (u) the costs of any service or utility (or level, amount for which Landlord is reimbursed through insurance, or hours thereof) provided to any tenant or occupant in the Property in excess of that required by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not this Lease to be reimbursed furnished by Tenant), Landlord to Tenant free of separate or additional charge; (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount amounts paid to an affiliate affiliates or subsidiary subsidiaries of Landlord for services which is are in excess of the amount which would be paid competitive costs for such services; (w) lease takeover or takeback costs incurred by Landlord in connection with leases in the absence of such relationship, and Property; (viix) costs associated with the operation of items the business of the ownership or entity which constitutes Landlord as the same are distinguished from the costs of operation of the Property, including, but not limited to, partnership accounting and services for which legal matters and land trust fees, costs of defending any lawsuits with or claims by any mortgagee (except where the actions of Tenant reimburses may be in issue), costs of selling, syndicating, financing, mortgaging or hypothecating any of Landlord’s interest in the Property, costs of any disputes between Landlord and its employees (if any) not engaged in Property operation, or pays third disputes of Landlord with Property management; (y) Landlord’s political or charitable contributions; and (z) any compensation paid to clerks, attendants or other persons directlyworking or managing commercial concessions operated by Landlord.

Operating Expenses. Unless modified For the purposes of this Section, operating expenses means all reasonable and necessary costs and expenses , paid or incurred by Landlord in accordance with Exhibit Doperating, Landlord maintenance addendummanaging, attached heretorepairing, it is maintaining and administering the intention of the parties and they hereby agree that this shall be building in a triple net Leasecost-effective manner, and on competitive terms including, without limitation or duplication: a. The cost of all insurance required to be kept by Landlord pursuant to this Lease and any other insurance reasonably customarily procured for other commercial buildings in the same geographical area as the Building and which Landlord shall have no obligation may reasonably elect to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever obtain with respect to the Premisesoperation or ownership of the Property and the part of any claim required to be paid under the reasonable deductible portion of any insurance policies carried by Landlord in connection with the Property (which deductible shall not exceed $20,000.00). b. The cost of reasonable and necessary general repairs, maintenance and replacements, excluding capital expenditures, made from time to time by Landlord to the Property, including costs under mechanical or other maintenance contracts and repairs and replacements of equipment used solely in connection with the Building and associated with such maintenance and repair work. c. The cost of pest control, security, cleaning and snow and ice removal services. d. The cost of maintaining, repairing, redecorating, renovating, replacement of floor coverings of the Building's common areas, and Tenant hereby agrees to pay landscaping the Common Facilities, excluding capital expenditures, and of maintaining and operating any fire detection, fire prevention, lighting and communications systems, provided, however, that the cost of any such redecorating and/or renovating shall not exceed one hundred twenty percent (100120%) of any and all Operating Expenses as hereafter defined for the entire term cost of the Lease initial decorating or improvement of the portion of the common area(s) being redecorated or renovated, as the case may be. Redecorating, renovating and any extensions thereof replacement of floor coverings of common areas shall be charged to operating expenses as provided in accordance with specific provisions hereinafter set forthSubsection i. of this Section. The term Operating expenses "Common Facilities" shall include all costs to Landlord mean the areas of operating and maintaining the Building and related the lot or other parcel on which the Building is located which are built for the common use of the Building's occupants and are available for the common use of the Building's occupants, including by way of example only: Building lobby, elevators, common hallways, walkways and parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.

Operating Expenses. Unless modified in accordance with Exhibit DAll reasonable costs and expenses of operating, Landlord maintenance addendum, attached hereto, it is the intention of the parties maintaining and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining repairing the Building and related parking areasthe Land actually incurred by the Landlord, including, but not limited to: water and shall includesewer charges; insurance premiums for all property, without limitationcasualty and liability insurance policies covering the Land, real estate Building, or the operations of Landlord that are required to be maintained hereunder or are otherwise reasonably deemed necessary by Landlord; deductible amounts under insurance policies; janitorial services; wages of Landlord's employees engaged in the operation, maintenance or repair of the Building or the Land, including all customary employee benefits, Worker's Compensation and personal property taxes payroll taxes; legal, accounting and assessments, management feeother consulting fees; the cost of electricity for common areas which is not separately metered to Tenants; the cost of air conditioning, heating, electricityventilation, water, waste disposal, sewage, operating materials water and supplies, service agreements other services and charges, lawn careutilities other than Fuel Costs; elevator maintenance; maintenance of the lawns and landscaping, snow removalremoval and snow plowing, restripingmaintenance, repairsrepair and replacement of the roof, repavingappropriately amortized over the useful life of such improvements; additions and improvements to the common areas of the Building not within the Premises in order to comply with any present or future requirements of the Americans with Disabilities Act or any similar law or regulation, cleaning appropriately amortized over the useful life of such improvements; capital improvements and custodial, security, insurance, the cost replacements to all or any portion of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areasthe Land made after completion of the Building, unless expressly excluded from operating expenses. Notwithstanding appropriately amortized over the foregoinguseful life of such improvements; all costs and expenses incurred by Landlord to make capital improvements, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvementappropriately amortized over the useful life thereof, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurancerequired to make in order to comply with any Laws enacted before or after the date hereof, by third personsincluding, but not limited to, Laws pertaining to energy, natural resources conservation, safety or directly by other tenants environmental protection; supplies, materials, equipment and tools; and maintenance and repair of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions all parking and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlycommon areas.

Operating Expenses. Unless modified in accordance “Operating Expenses” shall mean all costs and expenses associated with Exhibit Dthe operation, Landlord management, maintenance addendum, attached hereto, it is the intention and repair of the parties Property, together with the Building’s share of costs associated with the operation, management, maintenance and they hereby agree that this shall be a triple net Leaserepair of the common areas of the Project. Operating Expenses include without limitation costs of: compliance with Landlord’s obligations under Section 10.03(c); planting and landscaping; snow removal; utility, water and sewage services; maintenance of signs (other than tenants’ signs); supplies, materials and equipment purchased or rented; total wage and salary costs paid to, and all contract payments made on account of, all persons engaged in the Landlord shall have no obligation to provide any servicesoperation, perform any acts or pay any expensesmaintenance, chargessecurity, obligations or costs cleaning and repair of any kind whatsoever with respect the Property, including Social Security, old age and unemployment taxes and so-called “fringe benefits” prorated to the Premises, and Tenant hereby agrees extent engaged in such services to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined or for the entire term Building; services furnished to tenants of the Lease Property, generally; maintenance, repair and any extensions thereof replacement of Building equipment and components; utilities consumed and expenses incurred in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord the operation, maintenance and repair of operating and maintaining the Building and related parking areas, and shall includeProperty including, without limitation, real estate oil, gas, hot/chilled water, and electricity (other than electricity to tenants in their demised premises if Tenant is directly responsible for payment under this Lease on account of electricity consumed by Tenant); workers’ compensation insurance and property, liability and other insurance premiums; personal property taxes taxes; rental or lease payments paid by Landlord for rented or leased personal property used in the operation or maintenance of the Property; fees for required licenses and permits; refuse removal; security; an administrative fee in the initial amount of forty (40) cents per rentable square foot, increasing by five (5) cents per rentable square foot after the third (3rd) Lease Year and every third (3rd) Lease Year thereafter, subject to a cap of fifty-five (55) cents per rentable square foot during the initial term of this Lease and then increasing to a flat sixty (60) cents per rentable square foot (i.e. without further increases) effective on the commencement of the Extension Term; Landlord’s “Percentage Share” of “CAM Charges” (as defined in the Declaration); any periodic assessments, both regular and special, for which Landlord is or becomes responsible under the Project Documents; and costs incurred by Landlord to comply with the terms and conditions of any governmental approvals affecting operations of the Property (including without limitation the Project Documents). Landlord may use third parties or affiliates to perform any of these services (subject to the limitations on Operating Expenses attributable to services performed by affiliates expressly set forth in the immediately following paragraph), and the cost thereof shall be included in Operating Expenses, provided that Operating Expenses shall not include any property management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, other than the administrative fee described above. Landlord shall reasonably allocate the cost of contesting any Operating Expenses incurred jointly for the validity Property and any other property. In addition, if Landlord from time to time repairs or applicability of replaces any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining existing improvements or equipment or installs any new improvements or equipment to the Building (including without limitation energy conservation improvements or other improvements), then the cost of such items that are treated as capital expenses pursuant to generally accepted accounting principles (to the extent not excluded below) shall be amortized over their useful life, as reasonably determined by Landlord, together with interest at an actual or imputed interest rate (at the prime rate of interest then being charged by the Bank of America or its successors, plus 4%) and related parking areas, unless expressly excluded from operating expensesincluded in Operating Expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) Operating Expenses shall not include include: the cost of designing and constructing the Landlord Work; the costs of initial contributions, exactions, and costs of a capital nature, for which Landlord is or becomes responsible under the Project Documents (except (i) housing exactions in the amount of $5.49 per square foot of gross floor area, as defined in the Boston Zoning Code, of the Building, payable in 12 equal annual installments following the issuance of a certificate of occupancy in accordance with the “Development Impact Project Agreement” listed on Exhibit 2.01(f) and (ii) such costs to the extent included in the CAM Charges paid to FPOC for administration of the Common Areas and Facilities); and costs incurred by Landlord in order to construct the Building and any expense chargeable other improvements at the Property and Project in compliance with the terms and conditions of any governmental approvals affecting operations of the Property (including without limitation the Project Documents), the cost of casualty repairs to a capital account the extent covered by insurance (except for reasonable deductibles paid by Landlord under insurance policies maintained by Landlord); costs associated with the operation of the business of Landlord and/or the sale and/or financing of the Property, as distinguished from the cost of Property operations, maintenance and repair; any ground or capital improvementunderlying lease rental; costs of disputes between Landlord and its employees, ground leasestenants or contractors; principal bad debt expenses and interest, principal, points and fees on debts or interest payments amortization on any mortgage or deed of trust on other debt instrument encumbering the premisesBuilding or the Property; (ii) any amount for which costs incurred by Landlord to the extent that Landlord is reimbursed through insurance, by insurance proceeds or is otherwise reimbursed by third personsparties; expenses in connection with services or other benefits that are not offered to Tenant or to the extent that any other tenant is charged for directly; management fees paid or charged by Landlord in connection with the management of the Building; amounts paid to Landlord or to subsidiaries or affiliates of Landlord for goods and/or services in the Building to the extent the same exceeds the costs of such goods and/or services rendered by unaffiliated third parties on a competitive basis; costs associated with the operation of the business of the entity which constitutes Landlord as the same are distinguished from the costs of operation of the Building, including accounting and legal matters; costs of selling, syndicating, financing, mortgaging or hypothecating any of Landlord’s interest in the Building; salaries of executives and owners not directly employed in the management/operation of the Building; the cost of work done (including without limitation leasehold improvements and redecoration work) or services furnished by Landlord exclusively for a particular tenant; the cost of soil and groundwater testing, remediation and other response actions, except to the extent the need therefor arises from any negligence or willful misconduct of Tenant or Tenant’s employees, agents or contractors, or directly by any default of Tenant under this Lease; advertising and other tenants fees and costs (including without limitation legal, architectural and brokerage fees and tenant improvement allowances) incurred in procuring tenants; costs incurred in connection with causing the Base Building Work to comply with Legal Requirements existing as of the premisesCommencement Date; repairs, alterations, additions, improvements or replacements made to rectify or correct any defect in the design, materials or workmanship of the Base Building Work or common areas during any warranty period (iiito the extent covered by warranty) repair or to comply with any requirements of any governmental authority in effect as of the Commencement Date; costs of repairs, restoration, replacements or other work occasioned by (i) fire, windstorm or other casualtycasualty and either (a) paid by insurance required to be carried by Landlord under this Lease, or (b) otherwise paid by insurance (not including any deductible paid by Landlord) then in effect obtained by Landlord, (ivii) the exercise by governmental authorities of the right of eminent domain, whether such taking be total or partial, to the extent that Landlord is compensated by such governmental authority for such repairs, restoration, replacements or other work, or (iii) the act of any constructionother tenant in the Building, or any other tenant’s agents, employees, licensees or invitees to the extent the applicable cost is recovered from such person; Landlord’s general overhead and administrative expenses not related to the Building; non-cash items, such as deductions for depreciation and amortization of the Building (except with respect to capital expenditures as specified above) and the Building equipment, or interest on capital invested; costs incurred due to violation by Landlord or any other tenant in the Building of the terms and conditions of any lease; salaries, wages, or other compensation to any employee of Landlord to the extent not assigned to the operation, management, maintenance, or repair of the Building, including accounting or maintenance clerical personnel and other overhead expenses or obligations that are the sole responsibility of Landlord (not except to the extent providing services, such as accounting, for which Landlord would otherwise use a third-party provider); costs of the initial construction of the Base Building Work; repair of defects in the Base Building Work identified in the one year period after substantial completion of the Base Building Work; any expenses related to real estate taxes, insurance, and all expenses for the construction, operation, repair and maintenance of the Parking Garage. None of the foregoing exclusions from Operating Expenses shall be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises deemed to any other party, (vi) any expense representing an amount paid entitle Tenant to an affiliate or subsidiary exclusion on account of any portion of CAM Charges, Tenant acknowledging that Landlord which is may vote as part of FPOC on matters affecting the CAM Charges but does not control FPOC. Landlord agrees that it shall not exercise its vote as part of FPOC in excess of a manner that modifies the amount which items includable in CAM Charges such that there would be paid a material increase in CAM Charges resulting from the absence of such relationship, and (vii) costs inclusion of items and services for which that would otherwise be excludable as an Operating Expense hereunder (if not part of CAM Charges) without Tenant’s prior approval. Tenant reimburses Landlord or pays third persons directlyshall pay Tenant’s Pro Rata Share of Operating Expenses in accordance with Section 4.02.

Operating Expenses. Unless modified All costs and expenses incurred or paid by Landlord or Landlord's agent in accordance with Exhibit Dthe management, Landlord operation, repair and maintenance addendum, attached hereto, it is the intention of the parties common areas of the Premises (collectively referred to as the "Common Areas"), including, without limitation, water and they hereby agree that this shall be a triple net Leasesewer charges, parking lot maintenance, costs for outdoor lighting, costs for landscape maintenance and general groundskeeping, management fees (including management fees payable to Landlord), all assessments for public betterments or improvements, ad valorem real estate taxes and any other taxes on real estate, ad valorem taxes on equipment or other property used primarily in connection with the operation or maintenance of the Common Areas, and the Landlord costs, including without limitation, legal and consulting fees, of contesting or attempting to reduce any of the above described taxes (which reduction shall have no obligation be passed through to provide any servicesTenant in proportion to Tenant's proportional share of Operating Expenses), perform any acts or pay any expensesthe cost of labor, chargesmaterials, obligations or costs of any kind whatsoever insurance, utilities and services and such other expenses with respect to the Premisesoperation, maintenance and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term management of the Lease Building, that part of the Land upon which the Building is constructed and any extensions thereof the areas of the Land used by the Building and the occupants in common with other buildings on the Land and occupants of such buildings, which shall be incurred or paid by or on behalf of Landlord and which shall be properly chargeable to the operation, maintenance and management in accordance with specific provisions hereinafter set forthgenerally accepted accounting principles. The term Operating expenses shall include all costs Subject to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) prior written approval, which approval shall not be unreasonably withheld or delayed, Operating Expenses shall also include the reasonable amortization of capital improvements (over the longest period permitted by the Internal Revenue Code), which will improve the efficiency of maintaining or operating the Common Areas, reduce operating expenses or the rate of increase thereof or are required by local, state or federal regulations. Operating Expenses shall not include: (i) any expense chargeable to a capital account depreciation or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premisesamortization (except as otherwise provided above); (ii) any amount for which Landlord is reimbursed through insurance, by third persons, debt service or directly by other tenants of the premises, interest (paid or accrued); (iii) repair costs occasioned by fire, windstorm leasing commissions or other casualty, brokerage fees; (iv) renovating space for new tenants or in renovating space vacated by any constructiontenant; (vi) Landlord's cost of utilities charged to tenants and Landlord's payroll, repair material and contract cost of other services charged to tenants; (vii) cost incurred by Landlord for Tenant's alterations and upfitting; (viii) any cost of painting and decorating the premises of other tenants; and (ix) the costs of shifting soils and other costs where the Land was not properly prepared or maintenance graded; (x) all capital expenses or obligations that are the sole responsibility of Landlord (not and all expenses required to be reimbursed by Tenant), capitalized in accordance with generally accepted accounting principals; (vxi) leasing commissions and other expenses any costs incurred in connection with leasing entering in or the enforcement of leases or other occupancy agreements, any other area located on costs to the premises extent that Landlord is reimbursed or entitled to any other partyreimbursement or payment by the proceeds of insurance, or otherwise; (vixii) any expense representing an costs with respect to the installation, operation or maintenance of any facility for which a charge (other than rent) is made by Landlord for the use thereof; (xiii) the cost of any repair necessitated by the taking by condemnation of any part of the Building; (xiv) the amount paid to an affiliate or subsidiary of any entity which is affiliated with Landlord which for any charge to the extent that such charge is in excess of the an amount which would be paid in the absence of such relationship; (xv) all costs arising out of the presence or removal of Hazardous Materials; (xvi) costs for the purchase of sculpture, paintings or other objects of art; (xvii) costs incurred to the extent of the negligence or willful misconduct of Landlord; (xviii) any interest, fines or penalties incurred by Landlord; the cost of any work or service performed for any other tenant at Landlord's expense if such work or service is in excess of the work or service that Landlord is to provide under this Lease to Tenant at Landlord's cost and expense; (xix) costs incurred in curing violations of any laws, orders, rules, regulations and requirements; (xx) costs incurred with respect to a sale of the Building, the Land or any interest therein; and (xxi) the cost of compliance with all laws, orders, rules, regulations, and (vii) costs requirements having as a primary purpose the benefit of items and services for which Tenant reimburses Landlord or pays third persons directlydisabled persons, including, without limitation, the Americans With Disabilities Act of 1990, as amended.

Operating Expenses. Unless modified Landlord will keep books and records showing the Operating Expenses, and will deliver to Tenant within 180 days after the close of each calendar year (including the calendar year in accordance with Exhibit Dwhich this Lease terminates), Landlord maintenance addenduma statement setting forth the actual Taxes and Operating Expenses for the year, attached heretothe estimated amounts paid by Tenant and the amount owed by Tenant or to be credited to Tenant, it is as the intention case may be. Within 10 days after receipt of the parties and they hereby agree that this statement Tenant shall be a triple net Leasepay to Landlord the amount of any underpayment, or Landlord shall credit Tenant for the amount of any overpayment. No decrease in Taxes and/or Operating Expenses shall reduce the amount of Base Rent, and no increase or decrease shall change the amounts of the Base Year Taxes and Base Year Operating Expenses set forth in the first paragraph of this Section. Operating Expenses and Taxes shall at all times be computed separately. The obligation of Tenant for payment of Base Rent and rent adjustments shall survive the expiration or termination of this Lease. If Tenant does not give Landlord shall written notice within one year after receiving Landlord's statement that Tenant disagrees with the statement and specifying the amounts in dispute, Tenant will be deemed to have waived the right to contest the statement. Tenant will file no obligation petition in Tax Court regarding the Taxes without Landlord's prior written consent. The portion of Taxes and Operating Expenses to provide any servicesbe paid by Tenant for the years in which the Term begins and ends will be prorated by multiplying the actual portion of Taxes and Operating Expenses to be paid by Tenant, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premisesapplicable full calendar year, by a fraction, the numerator of which is the number of days of that year in the Term and Tenant hereby agrees to pay the denominator of which is 365. Although Landlord treats Tower/South as one hundred percent (100%) building for purposes of any computing and all allocating Operating Expenses as hereafter defined and Taxes, Landlord shall have the right, after at least 30 days prior written notice to Tenant, to compute Operating Expenses and Taxes with respect to only the building in which Tenant is located and to separately allocate the Operating Expenses and Taxes for the entire term Tower Building and the South Building and those portions of the Lease and any extensions thereof Land on which each is located, as described in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.Exhibit B.

Operating Expenses. Unless modified in accordance with Exhibit DTenant shall pay to Landlord, Landlord maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect pursuant to the Premisesterms of Section 4.03, and Tenant hereby agrees to pay one hundred percent (100%) ▇▇▇▇▇▇’s Share of any and all Building Operating Expenses as hereafter defined for the entire term and Tenant’s Share of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forthWarehouse Operating Expenses incurred by Landlord (including, without limitation, all expenses incurred by Landlord pursuant to Section 7.03). The term “Building Operating expenses Expenses” shall include all costs to reasonable and necessary expenses incurred by Landlord for the administration, management, cleaning, maintenance and repair of operating the Building. “Warehouse Operating Expenses” shall include all reasonable and maintaining necessary expenses incurred by Landlord for the administration, management, cleaning, maintenance and repair of the Warehouse. Expenses constituting Building Operating Expenses and related parking areas, and Warehouse Operating Expenses shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, : the cost of contesting utilities relating to the validity or applicability Property that are not separately metered to the Premises; costs for the maintenance and repair of any governmental acts which may affect operating expensesthe Common Areas of the Property including, without limitation, parking areas, landscaping, sprinkler systems, walkways, and all other direct operating fire alarm systems; costs for maintenance and repair of operating the heating, ventilation and maintaining air conditioning equipment and systems serving the Building and related parking areasthe elevators located in the Building; reserves set aside for maintenance and repair of the Common Area; and costs for capital improvements and repairs made to the Building, unless expressly excluded from operating expensesthe Warehouse, the Common Areas and/or the Property, during Tenant’s tenancy in the Premises, amortized using a commercially reasonable interest rate over the time period reasonably estimated by Landlord to recover the costs thereof, as determined by Landlord using its good faith, commercially reasonable judgment. Notwithstanding the foregoing, operating costs (Building Operating Expenses and Tenant's obligations in relation thereto) Warehouse Operating Expenses shall not include (ia) any expense chargeable the costs for capital improvements and repairs made to a capital account the Building or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for Warehouse which Landlord is reimbursed through insurance, are triggered by third persons, or directly by other tenants the specific and unique use of the premisesPremises by Tenant, which shall be paid in full by Tenant at the time incurred, (iiib) repair costs occasioned by fire, windstorm or other casualtyInsurance Expenses, (ivc) any constructionTax Expenses, (d) the costs to maintain and repair or maintenance expenses or obligations that are the sole responsibility foundations, exterior walls, structural condition of Landlord interior load-bearing walls, and the exterior roof structure (not to be reimbursed by Tenantbut excluding the roof membrane), (ve) leasing commissions the costs to maintain and repair any utility systems or heating, ventilation and air conditioning equipment and systems that exclusively serve the premises of any tenant other than Tenant, and (f) costs for capital improvements other than as set forth in the preceding sentence. The parties acknowledge that the Building and Warehouse are part of a multi-tenant, multi-building project and that some costs and expenses incurred in connection with leasing any other area located on the premises Property and not attributable solely to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess particular building should be shared among the tenants of the amount which would be paid in Property. Accordingly, certain costs and expenses (e.g. certain costs attributable to the absence Common Areas) are determined annually for the Property as a whole, and a portion of such relationshipcosts and expenses, which portion shall be determined by Landlord on an equitable basis, shall be allocated (i) to the Building (as opposed to the other buildings) and such portion shall be included in Building Operating Expenses and (viiii) costs to the Warehouse (as opposed to the other buildings) and such portion shall be included in Warehouse Operating Expenses. Landlord shall have the right, from time to time, to equitably allocate some or all operating expenses for the Property among different portions or occupants of items the Property, in Landlord’s reasonable discretion. In addition to ▇▇▇▇▇▇’s Share of Building Operating Expenses and services for which Tenant’s Share of Warehouse Operating Expenses, in consideration of Landlord’s administration of the Premises and the Property, Tenant reimburses shall pay to Landlord or pays third persons directlyas Additional Rent a monthly administrative charge equal to three percent (3%) of the Base Rent.

Operating Expenses. Unless modified (a) The Owner shall pay Operator for expenses properly incurred by Operator in accordance with Exhibit Dthe performance of its duties, Landlord maintenance addendumobligations and services pursuant to this Agreement as reflected in the approved Budget, attached heretoor as otherwise approved by Owner, which approval shall not be unreasonably withheld (collectively, “Operating Expenses”). Without qualifying or limiting the requirement that Operating Expenses be approved by Owner, it is the intention of the parties and they hereby agree anticipated that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses will include such things as hereafter defined for the entire term of the Lease salaries and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating wages and maintaining the Building and related parking areas, and shall includeassociated payroll burden (including, without limitation, real estate and personal property payroll taxes and assessmentsfringe benefits); license and permit fees; cost of compliance with governmental laws and regulations; cost of uniforms, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements tools and chargescleaning; maintenance and approved repairs; cost of phones used in the conduct of providing services under this Agreement; utility charges (except to the extent paid directly by Owner); bookkeeping and administrative services; travel expenses, lawn careemployee recruitment, snow removaltraining and ongoing employee relations; banking and credit card system services; postage and freight; tickets, restripingpaper, repairsand reporting forms; health insurance for employees engaged full time in the operation of the Premises, repaving, cleaning and custodial, security, workers’ compensation insurance, garagekeeper’s legal liability insurance, general public liability insurance and comprehensive crime insurance, at rates established by Operator (but in no event to exceed the cost of contesting rates contained in the validity approved Budget); and deductibles established by Operator for insured losses attributable to the Premises (plus attorney’s fees and court costs to defend Owner and/or Operator in actions brought to recover damages for such losses); and losses due to theft or applicability of any governmental acts which may affect operating expenses, robbery. Sales Tax (defined in Section 4 below) shall be deemed an Operating Expense and all other direct operating costs of operating and maintaining shall be deducted each month from Gross Receipts at the Building and related parking areas, unless expressly excluded same amount that was paid out by Operator for such month. Operating Expenses shall be paid from operating expenses. Notwithstanding the foregoing, operating costs Gross Receipts. (and Tenant's obligations in relation theretob) Operating Expenses shall not include (i) any expense chargeable to a capital account the costs of maintenance and repair required of Owner hereunder, or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through the following costs associated with its ownership of the Premises; depreciation, building insurance, by third personsreal estate taxes and assessments, or directly by other tenants taxes on Owner’s personal property, debt retirement (including without limitation mortgage interest), all of the premises, which are referred to herein as (iii) repair “Owner’s Expenses”). Payment of such Owner’s Expenses and costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility obligation of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyOwner.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is Tenants under the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation Leases are currently paying Seller certain amounts (referred to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and herein as “Tenant hereby agrees to pay one hundred percent (100%Reimbursements”) of any and all Operating Expenses as hereafter defined based on Seller’s estimates for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewagecommon area maintenance, operating materials expenses and suppliessimilar expenses (collectively, service agreements “Tenant Reimbursable Expenses”). Tenant Reimbursements shall be provisionally adjusted as of the Closing Date. In the event that any Tenant Reimbursements or the calculation thereof is subject to adjustment pursuant to the terms and chargesprovisions of any Lease (e.g., lawn careyear-end adjustments to escalation charges and the like), snow removalthen after the amount of such Tenant Reimbursements is finally determined by Purchaser (which determination shall be made on or before January 31, restriping, repairs, repaving, cleaning and custodial, security, insurance2007), the cost parties shall make the proper adjustments so that the proration will be accurate based upon the actual amount of contesting such Tenant Reimbursements collected and the validity actual Tenant Reimbursable Expenses incurred for the period in question, and payment shall be made promptly to Purchaser or applicability Seller, whichever may be entitled to such payment, by the other party for the purpose of making such adjustment. After Closing, Purchaser shall promptly ▇▇▇▇ the tenants for Tenant Reimbursable Expenses payable under the Leases and continue to ▇▇▇▇ such tenants for such amounts each month. In the event Seller shall be obligated to make, and makes a payment to Purchaser upon Purchaser’s reconciliation of Tenant Reimbursements collected and the actual Tenant Reimbursement Expenses incurred as aforesaid, upon receipt Purchaser shall be obligated to promptly remit the applicable portion of the particular tenants entitled thereto. Seller will be entitled to a credit at Closing for the amount of any governmental acts which may affect operating expenses, deposits Seller has made with any of the utilities services or companies servicing the Property. Purchaser will arrange with all utilities services and all other direct operating costs companies servicing the Property to have new accounts started in the name of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust Purchaser beginning at 12:01 a.m. on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyClosing Date.

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined charges when due for electricity for the entire term of Building (including the Lease Suite), water and any extensions thereof in accordance with specific provisions hereinafter set forthsewer, heating and air-conditioning. The term Operating expenses Landlord shall include also pay all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste charges when due for building trash disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restripinglandscaping, repairs, repaving, cleaning common-area and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, in-suite janitorial and all other direct operating costs charges or expenses incurred by Landlord in connection with the operation, maintenance, management and repair of operating and maintaining the Building. Furthermore, Landlord shall pay the real estate taxes on the Building and related parking areasPremises, unless expressly including the Suite, and the land thereunder, and Landlord shall maintain and pay for adequate fire, flood and extended coverage insurance upon the Building and Premises, including the Suite, but excluding Tenant’s personal property. These expenses, excluding the UNITED WAY OF PENNSYLVANIA | LEASE AGREEMENT ▇▇▇▇▇ ▇▇▇ | ▇▇ ▇▇▇▇▇▇ ▇▇▇▇, LEMOYNE, PA 17043 items listed below, will be collectively referred to as the “Operating Expenses”. Landlord’s Operating Expenses for calendar year 2019 shall be deemed the “Base Amounts” for the Operating Expenses. To the extent the Operating Expenses exceed the Base Amounts for Operating Expenses (the “Excess Operating Expenses”) in any subsequent year, Landlord shall notify Tenant in writing of its pro rata share (as defined in this Section 16.A) of such Excess Operating Expenses, and Tenant shall reimburse Landlord within Thirty (30) days after Tenant’s receipt of Landlord’s invoice. However, if Landlord elects to ▇▇▇▇ Tenant on a monthly basis for Tenant’s pro-rata share of Excess Operating Expenses, Landlord shall notify Tenant at least Thirty (30) days prior to the date such payments are due of the monthly amount to be paid by Tenant for its estimated pro-rata share of Excess Operating Expenses. In such event, after the expiration of the calendar year Landlord shall provide a statement to Tenant setting forth the actual Excess Operating Expenses and the amount paid by Tenant for estimated Excess Operating Expenses. If Tenant overpaid Excess Operating Expenses, Landlord shall refund such overpayment to Tenant simultaneously with the delivery of such statement, and if Tenant underpaid, Tenant shall pay the amount owed to Landlord within Thirty (30) days following receipt of such statement. For purposes of these calculations, Tenant’s pro-rata share shall be deemed to be 7.29% (3,286 SF Suite / 45,067 SF Building) total square feet of the Building. The additional rent payable by Tenant under this Lease together with Base Rent is referred to in this Lease as “Rent”. Tenant shall have the right, upon reasonable advance notice to Landlord, to examine or audit books and records relating to Operating Expenses and to the extent that the results of the audit show overpayment by Tenant, then such overpayment shall be credited towards Rent next due from Tenant under this Lease. Notwithstanding anything contained in the Lease, the following shall be excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include Operating Expenses: (i) any expense chargeable to a capital account or capital improvementAttorney’s fees, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and disbursements and other expenses incurred in connection with leasing negotiations or disputes with tenants, other occupants, or prospective tenants or occupants of the Building; (ii) Costs of correcting defects in the design or construction of the Premises, Building (including latent defects in the Premises or Building) or in the equipment thereon, except that conditions resulting from ordinary wear and tear and use shall not be deemed defects; (iii) Costs relating to hazardous materials, except to the extent caused, installed, disposed of or released by Tenant; (iv) Costs relating to compliance with the Americans with Disabilities Act, except to the extent caused by any unique aspect of any alterations installed by Tenant; (v) Costs relating to the breach of any warranty, representation or covenant of Landlord under this or any other area located on the premises to any other party, Lease; (vi) any expense representing an amount paid to an affiliate Any management fee or subsidiary of Landlord which is administrative cost in excess of Five Percent (5%) of Rent for the amount which would be paid period in the absence of such relationship, and question; (vii) Interest on debt or payments on any mortgage, and rental under any ground or underlying leases; (viii) Depreciation and amortization; (ix) Costs which under generally accepted accounting principles, consistently applied, are capitalized; (x) Rentals and other related expenses, if any, incurred in leasing air conditioning systems, elevators or other equipment ordinarily considered capital in nature; (xi) Costs of Landlord’s general corporate and/or partnership overhead and general administrative expenses (including but not limited to costs of paid to third parties to collect rents, prepare tax returns and accounting reports and obtain financing), which would not be chargeable (xii) All items and services for which Tenant reimburses is expressly required under this Lease to pay to third persons; (xiii) Costs incurred in leasing, advertising for the Building or other marketing or promotional activity specifically and primarily designed for marketing space in the Building; (xiv) Any expenses incurred in the operation of any parking or retail facilities located within the Building; (xv) Any bad debt expense or bad debt reserve; (xvi) Amounts paid to persons or entities affiliated with, controlled by, controlling of, or under common control with, Landlord or pays to the extent such amounts are greater than would have been charged by an unaffiliated third persons directlyparty in an arms-length transaction; (xvii) Costs resulting from the negligence of Landlord, its agents, employees and others for whom it is responsible; and (xviii) Costs resulting from a disproportionately large use of services by other tenants of the Building.

Operating Expenses. Unless modified in accordance with Exhibit DIn addition to the Base Rent, Landlord maintenance addendum, attached hereto, it is the intention Tenant shall pay a pro rata share of operating expenses of the parties and they hereby agree that this shall be a triple net Leasereal estate of which the Premises are part, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and grounds ("Real Estate"). "Operating expenses" shall includemean all costs of maintaining and operating the Real Estate, without limitationincluding but not limited to all taxes and special assessments levied upon the Real Estate, real estate fixtures, and personal property taxes used by Landlord at the Real Estate, all insurance costs, all costs of labor, material and assessmentssupplies for maintenance, management feerepair, heatingreplacement, electricityand operation of the Real Estate, waterincluding but not limited to line painting, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn carelighting, snow removal, restripinglandscaping, repairscleaning, repavingdepreciation of machinery and equipment used in such maintenance, cleaning repair and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expensesreplacement, and all other direct operating costs of operating and maintaining the Building and related parking areasmanagement costs, unless expressly excluded from operating expensesincluding Real Estate superintendents. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) Operating Expenses shall not include property additions and capital improvements to the real estate, alterations made for specific tenants, depreciation of the Real Estate, debt service on long term debt or income taxes paid by Landlord. "Tenant's pro rata share" shall mean the percentage determined by dividing the square feet of the Premises as shown in Paragraph 1, by 30,151 square feet. Tenant's pro rata share of the Operating Expenses shall be determined on an annual basis for each calendar year ending on December 31 and shall be pro rated for the number of months Tenant occupied the Premises if Tenant did not occupy the Premises the full year. Tenant shall pay One Thousand Six Hundred Ninety and 06/100 Dollars (i$1,690.06) any expense chargeable to a capital account or capital improvementper month, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) first of each month in advance with rent for Tenant's estimated pro rata share of the Operating Expenses. Landlord may change this amount at any amount for which Landlord is reimbursed through insurancetime upon written notice to Tenant. At the end of each year, an analysis of the total year's Operating Expenses shall be presented to Tenant and Tenant shall pay the amount, if any, by third persons, or directly by other tenants which the Tenant's pro rata share of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are Operating Expenses for the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on year exceeded the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the estimated Operating Expenses paid by Tenant . Said amount which would shall be paid by Tenant to Landlord within thirty (30) days after Tenant's receipt of the statement. In the event this Lease terminates at any time other than the last day of the year, the excess Operating Expenses shall be determined as of the date of termination . If Tenant's payments of estimated Operating Expenses exceed the amount due Landlord for that calendar year, Landlord shall, at its option, provided Tenant is not then in default under this Lease, apply the absence excess as a credit against Tenant's other obligations under this Lease or promptly refund such excess to Tenant if the term of such relationshipthis Lease has already expired, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyin either case without interest to Tenant.

Operating Expenses. Unless modified (a) Commencing on January 1, 2010 (the “Expense Rent Commencement Date”), Tenant shall pay as Additional Rent Tenant’s Share referred to in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention Section 1(h) of the parties Lease of the “expenses” (as hereinafter defined) of the Property for any calendar year which occurs wholly or partially during the Term of this Lease in excess of the expenses of the Property for the calendar year referred to in Section 1(i) of this Lease (the “Base Expense Year”) (such Additional Rent is hereinafter called the “Expense Rent”). Tenant’s Share reflects the ratio of the rentable area of the Premises to the rentable area of the Buildings and they hereby agree may be modified from time to time in the event of a change in the total rentable floor area of the Premises or the total rentable floor area of the Buildings; provided, however that this the total rentable floor area of the Premises shall not be a triple net Leaseincreased unless requested or agreed to by Tenant, and the rentable floor area of the Buildings shall not be decreased except in connection with a casualty or condemnation as set forth in Sections 21 and 22 hereinbelow. The term “expenses” shall mean any and all costs incurred by Landlord shall have no obligation to provide any servicesin connection with the ownership, perform any acts operation, maintenance, care and repair of the Property, including, but not limited to, gardening and landscaping; snow removal; repairing, resurfacing or pay any expensesrepaving the parking areas, chargesroads or driveways on the Property; maintaining, obligations or costs repairing and replacing the roof and structural portions of any kind whatsoever the Property; maintaining, repairing and replacing the heating, ventilating and air conditioning system and other mechanical systems serving the Buildings; reasonable premiums for fire and other casualty insurance, rent insurance, liability insurance, workers compensation insurance and other insurance with respect to the PremisesProperty; wages, medical insurance, pension payments and Tenant hereby agrees to pay one hundred percent (100%) other fringe benefits of any all employees servicing the Property consistent with practices in the locale of the Property; payroll taxes; labor and all Operating Expenses as hereafter defined materials for repairs and replacements for the entire term of Buildings and its components and other improvements on the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include Property; trash removal; all costs to Landlord of operating and maintaining the Building and related parking areascommon area cleaning; service contracts; electricity, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricitygas, water, waste disposal, sewage, operating materials sewer and supplies, service agreements other utility charges and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning rents other than those directly metered or submetered to the Premises; licenses and custodial, security, insurance, permits required for the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, ownership and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants operation of the premisesProperty; sales and use taxes payable in connection with tangible personal property and services purchased for the management, (iii) operation, maintenance, care and repair costs occasioned by fire, windstorm of the Property; fuel oil other than fuel oil directly metered or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are submetered to the sole responsibility of Landlord Premises; painting; security; professional fees; administrative expenses; management fees (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess exceed 4% of the amount which would be paid in gross rent of the absence Property); and alterations and improvements made by reason of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlygovernmental requirements enacted after the date hereof.

Operating Expenses. Unless modified Tenant will pay directly all Operating Expenses of the Premises in accordance with Exhibit Da timely manner and prior to delinquency, unless otherwise specified herein that Landlord shall pay directly such Operating Expenses and receive reimbursement from Tenant. In the event that Tenant fails to pay any Operating Expense within ten (10) days after written notice by Landlord to Tenant, and without being under any obligation to do so and without hereby waiving any default by Tenant, Landlord maintenance addendum, attached hereto, it is may pay any delinquent Operating Expenses. Any Operating Expense paid by Landlord and any expenses reasonably incurred by Landlord in connection with the intention payment of the parties delinquent Operating Expense may be billed immediately to Tenant, or at Landlord's option and they hereby agree that this shall upon written notice to Tenant, may be a triple net Lease, deducted from the Security Deposit. "Operating Expenses" means all costs and the expenses incurred by Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premisesownership, maintenance and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term operation of the Lease Premises including, but not limited to: insurance, maintenance, repair and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord replacement of operating the foundation, roof, walls, heating, ventilation, air conditioning, plumbing, electrical, mechanical, utility and maintaining the Building safety systems, paving and related parking areas, roads and shall includedriveways; maintenance of exterior areas such as gardening and landscaping, without limitationsnow removal and signage; maintenance and repair of roof membrane, real estate flashings, gutters, downspouts, roof drains, skylights and waterproofing; painting; lighting; cleaning; refuse removal; security; utilities for, or the maintenance of, outside areas; building personnel costs; personal property taxes taxes; rentals or lease payments paid by Landlord for rented or leased personal property used in the operation or maintenance of the Premises; and assessmentsfees for required licenses and permits. In addition and notwithstanding anything in this Lease to the contrary, management feeTenant will also assume Seller's obligation, heating, electricity, water, waste disposal, sewage, operating materials at Tenant's sole cost and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expensesexpense, and all other direct operating pay directly any costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable incurred relating to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants inspections of the premisesProperty's on-site wastewater treatment facility, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are to the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions extent such inspections and other expenses incurred related actions are required by Applicable Laws in connection with leasing any other area located on the premises to any other party, Closing (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid as defined in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyPurchase Agreement).

Operating Expenses. Unless modified in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention of the parties All costs and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect expenses related to the PremisesProject incurred and paid by Landlord during the Term, including, but not limited to: (a) All costs and Tenant hereby agrees expenses related to pay one hundred percent (100%) the operation of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking Project, including, but not limited to, lighting, cleaning the building exterior and common areas of the building interior, trash removal and recycling repairs and maintenance of fire suppression and alarm systems, utilities benefiting the common area, removing snow, ice and debris and maintaining all landscape areas, (including replacing and shall includereplanting flowers, shrubbery and trees), maintaining and repairing all other exterior improvements on the Project, all repairs and compliance costs necessitated by laws enacted or which become effective after the date hereof (including, without limitation, real estate any additional regulations or requirements enacted after the date hereof regarding the American With Disabilities Act (as such applies to the Project or common areas but not to any individual tenant’s space), storm water runoff and personal property taxes roof, if applicable) required of Landlord under applicable laws, rules and assessmentsregulations and policing and regulating traffic to and from the Project. Landlord’s obligation to provide snow removal services shall be limited to the parking areas and the sidewalk entrances. (b) All costs and expenses incurred by Landlord for ordinary compliance type environmental testing, management feesampling or monitoring required by statute, heatingregulation or order of governmental authority, electricity, water, waste disposal, sewagenecessary except any costs or expenses incurred in conjunction with the spilling or depositing of any hazardous substance for which any person or other tenant is legally liable. (c) Any other expense or charge which would be considered an expense of maintaining, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, or repairing the cost Project under generally accepted accounting principles. (d) Management fee not to exceed five (5%) percent of contesting Fixed Rent which is applicable to the validity or applicability overall operation of any governmental acts which may affect the Project. It is expressly understood that legal fees incurred in an action against an individual tenant shall not be deemed includable as an operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expensesexpense pursuant to this provision. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) the term “Recognized Expenses” shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, following: (iiiA) repair costs Repairs or other work occasioned by fire, windstorm or other casualtyinsured casualty plus and deductibles or by the exercise of the right of eminent domain; (B) Leasing commissions, (iv) any constructionaccountants’, repair consultants’, auditors or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant)attorneys’ fees, (v) leasing commissions costs and disbursements and other expenses incurred in connection with leasing negotiations or disputes with other tenants or prospective tenants or other occupants, or associated with the enforcement of any other area located leases or the defense of Landlord’s title to or interest in the real property or any part thereof; (C) 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; (D) Costs (including permit, licenses and inspection fees) incurred in renovating or otherwise improving or decorating, painting, or redecorating the Building or space for other tenants or other occupants or vacant space; (E) Costs of any items or services sold or provided to tenants (including Tenant) for which Landlord is reimbursed by such tenants, (F) Depreciation and amortization; (G) Costs incurred due to a breach by Landlord or any other tenant of the terms and conditions of any lease; (H) Overhead and profit increment paid to subsidiaries or affiliates of Landlord for management or other services on or to the premises Building or for supplies or other materials, to the extent that the costs of such services, supplies 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; (I) Interest on debt or amortization payments on any mortgage or deeds of trust or any other borrowings and any ground rent; (J) Ground rents or rentals payable by Landlord pursuant to any other party, over-lease; (viK) any expense representing an amount Any compensation paid to an affiliate clerks, attendants or subsidiary of Landlord which is other persons in excess of the amount which would be paid in the absence of such relationship, and commercial concessions operated by Landlord; (viiL) costs of All items and services for which Tenant reimburses Landlord or pays third persons directlywhich Landlord provides selectively to one or more tenants or occupants of the building (other than Tenant) without reimbursement; (M) Costs incurred in managing or operating any “pay for” parking facilities within the Project; (N) Any fines or fees for Landlord’s failure to comply with governmental, quasi-governmental, or regulatory agencies’ rules and regulations; and (O) Legal, accounting and other expenses related to Landlord’s financing, re-financing, mortgaging or selling the Building or the Project. Upon written notice to Landlord no more than forty-five (45) days from receipt of Landlord’s statement of actual expenses Tenant shall have the right to audit at its sole cost and expense and during normal business hours Landlord s records with respect to all actual expenses. Should this audit reveal a discrepancy greater than five (5%) percent of the actual expense in Tenant’s favor, Landlord shall reimburse Tenant for its out-of-pocket expenses of conducting the audit in addition to making any adjustment required in the additional rent paid during the prior year.

Operating Expenses. Unless modified During the term of this Lease Tenant shall pay to Landlord as additional rent all ad valorem taxes and operating expenses and other charges of every kind and nature (“Operating Expenses”) incurred or paid by Landlord in accordance connection with Exhibit Dthe maintenance, Landlord maintenance addendumrepair, attached heretooperation, it is the intention management, or ownership of the parties and they hereby agree that this Premises. If requested, Tenant agrees to pay Landlord on the first day of each calendar month, together with the payment of rent, such amount as Landlord estimates from time to time as necessary to pay such expenses. Landlord shall ▇▇▇▇ Tenant annually after the end of each year for such expenses. In the event the aggregate of Tenant’s installments during the year shall be a triple net Leaseless than the amount of Operating Expenses due from Tenant, such deficiency shall be paid to Landlord within ten (10) days after demand therefore. In the event the aggregate of Tenant’s installments during the year shall be more than the amount of Operating Expenses due from Tenant, such overpayment shall be applied to Tenant’s next monthly installment of Operating Expenses and Rent. As used herein, the Landlord term “Operating Expenses” shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs include the cost of any kind whatsoever with respect to maintaining casualty and public liability insurance covering the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any real estate ad valorem taxes and all Operating Expenses as hereafter defined for the entire term costs of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of managing, operating and maintaining the Building Premises, including but not limited to: costs of constructing, maintaining and related parking repairing on site and off-site traffic controls; decorating, painting, lighting, sanitary control, and removal of trash, garbage and other refuse; maintenance, repair and replacement of utility systems serving any common areas, including water, sanitary sewer and shall includestorm water lines and other utility lines, without limitationpipes and conduits; costs of utilities, real estate and personal property taxes and assessmentsincluding water, management fee, heatingsewer, electricity, waterand gas; janitorial, waste disposalsweeping and cleaning services, sewagetrash bin rentals, operating materials trash pickup fees, licenses, permits and suppliesinspection fees; parking lot painting and restriping; planting, service agreements irrigating, gardening and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning landscaping; signs and custodial, security, insurance, the cost of contesting the validity markers; parking control and security guards and fire protection or applicability of any governmental acts which may affect operating detection service; all general-maintenance and repair; other general operation and maintenance costs and expenses, ; all labor and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding supplies required by the foregoing, operating ; and administrative costs (and Tenant's obligations in relation directly attributable thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.

Operating Expenses. Unless modified The term "Operating Expenses" shall consist of all operating expenses of the Project, including without limitation those specified below, which shall be computed on an accrual basis in accordance with Exhibit Dgenerally accepted accounting principles and shall consist of all expenditures by Landlord to maintain in quality, Landlord maintenance addendum, attached hereto, it is first-class condition all facilities in operation from the intention beginning of the parties Lease Term of this Lease and they hereby agree that this such additional facilities in subsequent years as may be determined by Landlord to be necessary or generally beneficial to the Project. The term Operating Expenses as used herein shall be a triple net Leasemean all expenses, costs and disbursements of every kind and nature which Landlord shall pay or become obligated to pay because of or in connection with the ownership, management, operation, maintenance and repair of the Project, including without limitation the following: (a) Wages, salaries, taxes, insurance and related expenses and benefits of all on-site and off-site employees directly engaged in the operation, maintenance or access control of the Project. (b) All supplies, tools, equipment and materials used in the operation and maintenance of the Project, including any lease payments therefor. (c) Cost of all utilities for the Project (including, without limitation, the Project Common Areas), including the cost of water, power, sewer, heating, lighting, air conditioning and ventilation. (d) Cost of all maintenance, repairs and replacements, janitorial, building engineering, landscaping, security, legal, other consulting fees and service agreements for the Project and the equipment therein, including without limitation alarm service, window cleaning and elevator maintenance. (e) Cost of all insurance carried by Landlord shall have no obligation to provide any servicesin connection with the Project and Landlord's personal property used in connection therewith. (f) All real property taxes and assessments levied against the Project and the various estates therein, perform any acts all personal property taxes levied on personal property of Landlord used in the management, operation, maintenance and repair of the Project, all taxes, assessments and reassessments of every kind and nature whatsoever levied or pay any expensesassessed in lieu of or in substitution for existing or additional real or personal property taxes and assessments on the Project, service payment in lieu of taxes, excises, transit charges and fees, housing, park and child care assessments, development and other assessments, reassessments, levies, fees or charges, obligations or costs general and special, ordinary and extraordinary, unforeseen as well as foreseen, of any kind whatsoever with respect which are assessed, levied, charged, confirmed, or imposed by any public authority upon the Project, its operations or the rent received from the Project, or amounts necessary to be expended because of governmental orders, whether general or special, ordinary or extraordinary, unforeseen as well as foreseen, of any kind and nature for public improvements, services, benefits, or any other purposes which are assessed, levied, confirmed, imposed or become a lien upon the Premises or Project or become payable during the Lease Term (hereinafter collectively "Impositions"). In the case of any Impositions which may be evidenced by improvement or other bonds or which may be paid in annual or other periodic installments, Landlord shall elect to cause such bonds to be issued or cause such assessment to be paid in installments over the maximum period permitted by law. Nothing contained in this Lease shall require Tenant to pay any franchise, gift, estate, inheritance or succession transfer tax of Landlord, or any income, profits or revenue tax or charge, upon the net income of Landlord from all sources, any excess profits taxes, documentary transfer taxes, or penalties incurred as a result of Landlord's failure to pay taxes or to file any tax or informational returns or other taxes to the Premisesextent applicable to Landlord's general or net income (as opposed to rents, and receipts or income attributable to operations at the Project); provided, however, that if at any time during the Lease Term under the laws of the United States government or the State of California, or any political subdivision thereof, a tax or excise on Rent is levied or assessed by any such political body against Landlord on account of collection of Rent, or a portion thereof, Tenant hereby agrees to shall pay one hundred percent (100%) of any such tax or excise as Additional Rent. (g) Repairs, replacements and general maintenance (excluding repairs and general maintenance paid by proceeds of insurance or by Tenant or other third parties, and alterations attributable solely to tenants of the Building other than Tenant). (h) All maintenance costs relating to public and service areas of the Project, including without limitation, sidewalks, landscaping, service areas, mechanical rooms and Project exteriors. (i) Landlord's central accounting costs and audit fees attributable to the Project. (j) A management cost recovery equal to three percent (3%) of Project Rent collections. (k) Amounts payable under the Declaration with respect to performance of work or provision of goods or services the cost of which is otherwise includable as Operating Expenses. (l) Capital improvements made to or capital assets acquired for the Project after the Commencement Date that (1) are intended to reduce Operating Expenses ("Cost Savings Items") or (2) are required to comply with any and all Governmental Requirements first enacted or made applicable to the Project after the date of this Lease, which capital costs, or an allocable portion thereof, shall be amortized over their useful life as reasonably determined by Landlord, together with interest on the unamortized balance at the rate of eight percent (8%) per annum; provided that with respect to Cost Saving Items, the amortization period shall be the cost recovery period (i.e., the anticipated period to recover the full cost of such item from cost savings reasonably estimated by Landlord at the time the Cost Saving Item was acquired); Notwithstanding anything to the contrary contained in this Lease, "Operating Expenses" shall not include any of the following: (1) any ground lease rental; (2) capital expenditures (other than as expressly set forth in clause (l) above; (3) costs incurred for repair of damage to the Project to the extent reimbursed by insurance proceeds, provided that commercially reasonable insurance deductibles shall be included in Operating Expenses; (4) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements to other tenant's leased premises within the Project or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant leasable space within the Project; (5) depreciation, amortization and interest payments, except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party's services; (6) marketing costs, including leasing commissions, attorneys' fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Project; (7) expenses in connection with services which are not available to Tenant; (8) legal fees and related expenses and legal costs incurred by Landlord (together with any damages awarded against Landlord) due to the violation by Landlord or any tenant of the terms and conditions of any lease of space in the Project or any Governmental Requirements; (9) overhead and profit paid to Landlord or to subsidiaries or affiliates of Landlord for goods and/or services in the Project to the extent the same exceeds the costs of such goods and/or services rendered by qualified, unaffiliated third parties on a competitive basis; (10) interest, principal, points and fees on debts or amortization on any mortgage or mortgages or any other debt instrument encumbering the Project; (11) Landlord's general corporate overhead and general and administrative expenses not specifically incurred in the management, maintenance and operation of the Project; (12) costs incurred in correcting any non-compliance of the Project with applicable requirements of municipal, county, state, federal and other applicable governmental authorities where such non-compliance was existing as of the delivery of possession of the Premises to Tenant; (13) costs incurred: (x) to comply with Governmental Requirements with respect to any Hazardous Substances (as defined below) which were in existence in, on, under or about the Project (or any portion thereof) prior to the Lease Commencement Date, and were of such a nature that a federal, state or municipal governmental or quasi-governmental authority, if it had then had knowledge of the presence of such Hazardous Substances, in the state, and under the conditions that they then existed in, on, under or about the Project, would have then required the removal, remediation or other action with respect thereto; (y) with respect to Hazardous Substances which migrate to the Project from other property after the date hereof; and/or (z) with respect to Hazardous Substances which are disposed of or otherwise introduced into, on, under or about the Project after the date hereof by Landlord or Landlord's agents, employees, contractors or licensees (including any other tenants of the Project); provided, however, Operating Expenses as hereafter defined for shall include costs incurred in connection with the entire term clean-up, remediation, monitoring, management and administration of (and defense of claims related to) the presence of (i) Hazardous Substances used by Landlord (provided such use is not negligent and is in compliance with Governmental Requirements) in connection with the operation, repair and maintenance of the Project to perform Landlord's obligations under this Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include(such as, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repavingfuel oil for generators, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expensessolvents, and all other direct operating costs of operating lubricants) and maintaining the Building which are customarily found or used in Comparable Buildings and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount Hazardous Substances created, released or placed in the Premises, Building or the Project by Tenant (or Tenant's Affiliates or their subtenants, contractors, employees or agents) prior to or after the Lease Commencement Date (unless such costs are recovered directly from Tenant under this Lease, in which case, such costs recovered directly from Tenant shall not also be included in Operating Expenses); (14) increased costs of performance arising from Landlord's gross negligence or willful misconduct; (15) costs arising from Landlord's charitable or political contributions; (16) costs (other than ordinary maintenance) for sculpture, paintings and other objects of art; (17) costs for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not entitled to be reimbursed by Tenantcondemnation proceeds, other tenants or any other source; (18) rentals incurred in leasing HVAC systems, elevators or other equipment that if purchased rather than rented, would constitute a capital item that is excluded, except for (i) rental costs incurred in making repairs or in keeping Building systems in operation while repairs are being made and (ii) rental costs of equipment not affixed to the Building that is used in providing janitorial or similar services; (19) any damage and repairs covered under any insurance policy carried by, or required to be carried by, Landlord; (20) any bad debt loss, rent loss, or reserves for bad debt loss or rent loss; (21) costs incurred in connection with the operation of the business of the entity constituting Landlord, as distinguished from the costs of operating the Building, including accounting and legal matters, costs of defending any lawsuits with any mortgagee, costs of selling, syndicating, financing, mortgaging or hypothecating any of Landlord's interest in the Building; (22) costs for which Landlord has been compensated by a management fee to the extent that the inclusion of such costs in Operating Expenses would result in a double charge; (23) the cost of any "tenant relations" parties, events or promotions (other than one (1) annual BBQ); (24) costs of insurance (i) for Landlord's errors and omissions insurance or (ii) for Landlord's pollution legal liability insurance; (25) costs to repair or replace the Project resulting from any fire or other casualty to the extent covered by insurance proceeds or condemnation awards; (26) repairs, alterations, additions, improvements or replacements made to rectify or correct any defect in the original design, materials or workmanship of the Project; (v27) costs incurred in installing, operating and maintaining any specialty improvement not normally installed, operated and maintained in projects comparable to the Building, including, without limitation, an observatory, luncheon club, or athletic or recreational facilities; (28) salaries, wages, bonuses and other compensation (including hospitalization, medical, surgical, retirement plan, pension plan, union dues, parking privileges, life insurance, including group life insurance, welfare and other fringe benefits, and vacation, holidays and other paid absence benefits) relating to asset managers, leasing commissions agents, promotional directors, officers, directors, or executives of Landlord that are above the rank of property manager or the Building chief engineer; (29) interest, penalties or other costs arising out of Landlord's failure to make timely payment of its obligations; (30) property management fees in excess of the amount set forth in clause (j) above; (31) sale or financing costs incurred in connection with any sale, financing or refinancing of the Project; (32) costs and expenses of providing HVAC service to other tenant spaces in the Building outside of Building Hours (as defined below); (33) the cost of labor and employees with respect to personnel not located at the Building on a full-time basis unless such costs are appropriately allocated between the Building and the other responsibilities of such personnel; (34) costs for janitorial services for any rentable area in the Project to the extent Tenant provides such services to the Premises at its own cost; (35) expenses in connection with services or other benefits which are not offered to Tenant or for which Tenant is charged directly but which are provided to another tenant or occupant of the Building; (36) legal fees, accountants' fees and other expenses incurred in connection with leasing disputes with Tenant, tenants or other occupants or associated with the enforcement of any leases or defense of Landlord's title to or interest in the Building or any part thereof; (37) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord in the Building; (38) advertising or promotional expenditures, and the costs of acquiring and installing signs in or on any of the Building identifying the owner of the Building or any other area located on tenant or occupant of the premises Building; (39) the cost of repairs or other work resulting from a casualty or occurrence with regard to which either Landlord or Tenant elects to terminate this Lease; and (40) costs relating to the repair of structural portions of the roof membrane or foundations. Notwithstanding any other partyprovision herein to the contrary, it is agreed that in the event the Building is not at least ninety-five percent (vi95%) occupied for the entire year during any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess calendar year of the amount Lease Term, an adjustment shall be made in computing the Operating Expenses which would vary by occupancy for such year so that the Operating Expenses which vary by occupancy shall be computed for such year as though the Building had been ninety-five percent (95%) occupied for the entire year during such year. Landlord and Tenant agree that Expense Rent shall be paid from and after the Base Year during the entire term of this Lease continuing through the Lease Expiration Date. In the event that (a) assessments for any community facilities district are included in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.Operating Expe

Operating Expenses. Unless modified Landlord and Tenant hereby agree that, except as described in accordance the second paragraph of this Section and except with Exhibit D, Landlord maintenance addendum, attached heretorespect to any expense which is defined hereunder to be the responsibility of Landlord, it is the intention of the parties and they hereby agree that this Lease shall be a triple absolutely net Leaseto Landlord, so that this Lease shall yield, net to Landlord, the base rent specified in Article 2. Accordingly, all reasonable costs or expenses of whatever character, nature or kind, general and the Landlord shall have no obligation to provide any servicesspecial, perform any acts ordinary and extraordinary, foreseen or pay any expensesunforeseen, charges, obligations or costs of any kind whatsoever that may be necessary with respect to the Premisesoccupancy, use or operation of the leased premises and any improvements thereon, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for Tenant's authorized use thereof during the entire term of this Lease, shall be paid by Tenant. All provisions of this Lease relating to costs and expenses are to be construed in light of such intention and purpose to construe this lease as a "net lease." In addition to the Lease monthly installments of base rent, subject to the specific exclusions set forth in this Article 33, Tenant shall pay on a monthly basis as Additional Rent during the term hereof all reasonable costs and any extensions thereof in accordance with specific provisions hereinafter set forth. The term expenses of every kind relating to the leased premises, including but not limited to utilities and all "Operating expenses Expenses," which shall include mean all costs and expenses incurred by Landlord in managing, cleaning, operating, maintaining, repairing and insuring the leased premises and the amortized cost of equipment used in maintenance; and capital improvements necessary to Landlord preserve or maintain the leased premises and all improvements to the leased premises or required by any law, rule, regulation or order of operating any governmental or quasi-governmental authority. Capital expenditures that otherwise qualify to be included in Operating Expenses will be depreciated at 8% over the useful life of the capital item as determined under U. S. Generally Accepted Accounting Principles and maintaining the Building and related parking areas, and only one year's depreciation shall be included in Operating Expenses in any given year. Operating Expenses shall include, without limitation, real estate and personal property taxes and assessmentsbut not be limited to, management feefees and expenses not to exceed 4.5% of gross rent each year, heating, electricity, the total cost incurred for fire and extended coverage and liability insurance premiums due and payable with respect to the leased premises; water, waste disposal, sewage, operating materials and supplies, service agreements and charges; sewer; gardening, lawn and landscape care, ; paving maintenance and repair; snow removal, restriping, repairs, repaving, cleaning ; line painting; sign maintenance; exterior maintenance and custodial, security, insurance, repair; security equipment and services and the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating personnel and maintaining the Building and related parking areascontractors to implement said services, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for but specifically excluding structural repairs which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not pursuant to be Article 6 hereof. Operating Expenses shall specifically exclude costs reimbursed by Tenant)insurance proceeds or third parties; interest or other payments on indebtedness of Landlord; leasing commissions; marketing or advertising expenses; professional fees related to ownership of the property, (v) leasing commissions and financing of the property or related to other expenses existing or prospective tenants; tenant improvements; income taxes; late fees incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount by Landlord for late payment of bills; amounts paid to an affiliate or subsidiary of Landlord which is that are in excess of competitive rates for similar quality goods or services; expenses resulting from the negligence of Landlord, its employees, vendors and invitees; costs incurred to repair defects in original design or construction of the building; bad debt or loss reserve or capital reserve amounts; charitable expenditures; travel costs; expenses for repairs or maintenance to the extent same are reimbursed to Landlord due to warranties, guaranties or service contracts by third parties; or education costs. Operating Expenses shall be paid by Tenant in monthly installments in such amounts as are estimated and billed by Landlord at the beginning of each twelve (12) month period commencing and ending on dates designated by Landlord, each installment being due on the first day of each calendar month. If at any time during such twelve (12) month period, it shall appear that Landlord has underestimated or overestimated Operating Expenses, Landlord may re-estimate Operating Expenses and may bill Tenant for any deficiency (or credit Tenant for any excess, as 20 the case may be) which may have accrued during such twelve (12) month period and thereafter the monthly installment payable by Tenant shall also be adjusted. Within one hundred (100) days after the end of each such twelve (12) month period, Landlord shall deliver to Tenant a statement of Operating Expenses by line item and Real Estate Taxes for such twelve (12) month period and the monthly installments paid or payable shall be adjusted between Landlord and Tenant, and each party hereby agrees that Tenant shall pay Landlord or Landlord shall credit Tenant' s account (or, if such adjustment is at the end of the term, pay Tenant), within thirty (30) days of receipt of such statement, the amount of any excess or deficiency in Operating Expenses and Real Estate Taxes paid by Tenant to Landlord during such twelve (12) month period. Failure of Landlord to provide the statement called for hereunder within the time prescribed shall not relieve Tenant from its obligations hereunder. Provided no material event of default has occurred and is continuing, Tenant or representatives designated by Tenant may inspect and copy Landlord's books and records related to Operating Expenses which would shall be paid maintained by Landlord during the term of this Lease and for one (1) year after the expiration or earlier termination of this Lease. Tenant's inspection shall be conducted in the absence location where Landlord maintains the books and records during reasonable business hours and upon no less than ten (10) business days' advance written notice. Such notice shall be provided within 90 days following delivery by Landlord of the finalized statement of Operating Expenses for the prior year. In the event that the books and records are not made available within a reasonable time after Tenant's request, no further payment of estimated Operating Expenses shall be due until Tenant is furnished reasonable access to the books and records. Tenant shall pay for the costs of its inspection; provided, however, that if it is determined that Operating Expenses are in error by an amount of three percent (3%) or more of Tenant's Operating Expenses for the year in question, then Landlord shall reimburse Tenant (x) for its reasonable out-of-pocket costs for the inspection and (y) the full amount of such relationshipoverpayment, with interest at the then prevailing Prime Rate (as set forth in the Wall Street Journal) plus two percentage points from the date of such overpayment until the date payment is made by Landlord. Landlord shall not charge an administrative or other fee to accommodate such inspection. If, after such inspection, Tenant still disputes the statement of Operating Expenses, then either party may refer the decision of the issues raised to a final and (vii) costs binding arbitration in Minneapolis, Minnesota, in accordance with the Commercial Arbitration Rules of items the American Arbitration Association then in effect. Landlord and services Tenant shall cooperate with each other to conclude such arbitration on an expedited basis. The reasonable fees and expenses involved in such arbitration shall be born by the party that did not prevail in the arbitration. During the first lease year, based on only 25,000 square feet in the leased premises, Tenant's share of Operating Expenses shall be $55,942.00 for which the year, payable in equal monthly installments with base rent. During the first lease year, Landlord shall discount the Operating Expenses by $37,192.00 so that the actual net Operating Expenses paid by Tenant reimburses Landlord or pays third persons directlyin the first lease year are $18,750.00.

Operating Expenses. Unless modified Tenant shall pay to Landlord, in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Leasemanner set forth in Section 8 below, and the Landlord shall have no obligation to provide any servicesas Additional Rent, perform any acts or pay any expenses, charges, obligations or costs Tenant's Percentage Share of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term attributable to Landlord's operation, management, repair and maintenance of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areasthe portion of Operating Expenses attributable to the operation, management, repair and/or maintenance of the developed Common Facilities of the Project (including, but not limited to, common detention ponds, the central park area, Building and Project roads, Building and Project landscaping, etc.) allocated by Landlord to the Building based upon the Building's pro rata share thereof (as such pro rata share is reasonably determined by Landlord) (collectively, "Tenant's Percentage Share of Operating Expenses"). Landlord shall not allocate to Tenant any portion of Operating Expenses attributable to undeveloped portions of the Project, developed portions of the Project held for lease (excluding the Building), or developed portions of the Project that are not Common Facilities. Tenant's obligation to pay Tenant's Percentage Share of Operating Expenses during the Term shall survive the expiration or any earlier termination of this Lease provided that Landlord invoices Tenant for such amounts no later than two (2) years after such expiration or early termination. If this Lease shall commence or terminate on a day other than the first or last day of a calendar year, respectively, the amount of Tenant's Percentage Share of Operating Expenses payable by Tenant for such calendar year shall be prorated on the basis of a 365 day year and shall include, without limitation, real estate be due and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, payable when rendered notwithstanding termination of this Lease. Tenant's Percentage Share of Operating Expenses allocable to the cost calendar year in which this Lease commences or terminates shall be deemed to have been incurred evenly over the entire twelve (12) month period of contesting such calendar year. "Tenant's Percentage Share" is a percentage equal to the validity or applicability rentable square footage of any governmental acts which may affect operating expenses, and all other direct operating costs the Premises divided by the rentable square footage of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid as set forth in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyBasic Lease Information).

Operating Expenses. Unless modified In the event Landlord's Building operating costs, including facade maintenance, exterior painting, costs of services governmental or private, utilities and insurance, during any calendar year following the Base Year shall exceed the cost incurred by Landlord during the Base Year, Tenant shall pay to Landlord as additional rent for such calendar year an amount equal to the Percentage of the excess, on or before July 1st, subsequent to the calendar year following the Base Year and on or before the July 1st, of each calendar year hereafter. Landlord shall furnish to Tenant a statement of the increase in cost for the preceding calendar year and the Base, Year. If the cost or same for such preceding calendar year exceeds the cost during the Base Year, additional rent for such preceding calendar year in an amount equal to The Percentage of the excess shall be due from Tenant to Landlord, and such additional rent shall be payable by Tenant to Landlord within thirty (30) days after receipt of the aforesaid statement. The aforesaid statement of Landlord's Operating Costs shall be deemed final and conclusive between the parties, their successors and assigns as to all matters contained therein if no objection is raised with respect hereto within thirty (30) days after receipt of such statement by Tenant. Tenant shall have the right to examine the Landlord's books and records at the offices of Landlord during ordinary business hours during the aforesaid thirty (30)day period for the purpose of verifying matters contained in the statement of Operating Expenses for the preceding year. Tenant shall make written request of Landlord prior to such inspection to e assured of the availability of the records. Any objections must be in writing and served personally or via Certified Mail, Return Receipt Requested. If Tenant does not make an examination of Landlord's books and records within the aforementioned thirty (30)day period, Tenant shall further be deemed to have irrevocably waived any and all rights to future examination. Any objection raised by Tenant shall be specific and all items and matters not specifically objected to shall be deemed accepted and final. In the event there arises any dispute as to the amounts stated in the aforesaid statement of Operating Expenses, such dispute shall be settled by arbitration pursuant to the rules of the American Arbitration Association. However, Tenant shall continue, without any offset, to pay all Rent and Additional Rent, including Tenant's Share of Landlord's Operating Costs as billed by Landlord until determination of the arbitration. In the event of a decision in favor of Tenant, Landlord shall credit any such amount due against future rents or _____________________________________________________________ with the Base Year for the purpose of determining if Tenant shall pay additional rent for such calendar year in accordance with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyArticle 28.

Operating Expenses. Unless modified in accordance In addition to the Base Rent required to be paid hereunder, beginning with Exhibit D, Landlord maintenance addendum, attached hereto, it is the intention expiration of the parties Base Year specified in the Basic Lease Information (the “Base Year”), Tenant shall pay as Additional Rent, Tenant’s Proportionate Share of the Building and/or Project (as applicable), as defined in the Basic Lease Information, of increases in Operating Expenses (defined below) over the Operating Expenses incurred by Landlord during the Base Year (the “Base Year Operating Expenses”), in the manner set forth below. Tenant shall pay the applicable Tenant’s Proportionate Share of each such Operating Expenses. Landlord and they hereby agree Tenant acknowledge that this shall be a triple net Leaseif the number of buildings which constitute the Project increases or decreases, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect if physical changes are made to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) Building or Project or the configuration of any and all Operating Expenses as hereafter defined for the entire term thereof, Landlord may at its discretion reasonably adjust Tenant’s Proportionate Share of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forthBuilding or Project to reflect the change. The term Operating expenses shall include all costs to Landlord Landlord’s determination of operating and maintaining Tenant’s Proportionate Share of the Building and related parking areasof the Project shall be conclusive so long as it is reasonably and consistently applied. “Operating Expenses” shall mean all expenses and costs of every kind and nature which Landlord shall pay or become obligated to pay, because of or in connection with the ownership, management, maintenance, repair, preservation, replacement and operation of the Building or Project and its supporting facilities and such additional facilities now and in subsequent years as may be determined by Landlord to be necessary or desirable to the Building and/or Project (as determined in a reasonable manner) other than those expenses and costs which are specifically attributable to Tenant or which are expressly made the financial responsibility of Landlord or specific tenants of the Building or Project pursuant to this Lease. Operating Expenses shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurancebut are not limited to, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of the premises, (iii) repair costs occasioned by fire, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.following:

Operating Expenses. Unless modified in accordance with Exhibit DAs used herein, Landlord maintenance addendum, attached hereto, it is the intention of the parties term “Operating Expenses” shall mean all costs and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs expenses of any kind or nature whatsoever incurred by Landlord in connection with respect to the Premisesownership, operation, management, maintenance, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term repair of the Lease Outside Area and the Building, or any extensions thereof portions thereof, including, without limitation the following: the cost of annual roof inspections; all charges, costs, expenses, wages, services, benefits, insurance and payroll taxes or fees for all parties (including employees, contractors, or affiliates of Landlord) providing services in accordance connection with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord the operation, maintenance, repair, supervision and/or security of operating and maintaining the Building and related parking areasor the Outside Area (provided that Landlord, in its sole and absolute discretion, may, but shall includenot be obligated to, provide any security services for the Building or the Outside Area), including taxes, insurance and benefits relating thereto; the rental cost and overhead of any office and storage space used to provide such services; cost of all supplies, materials and labor used in the operation, repair, replacement and maintenance of the Building and the Outside Area; all cost of repairs and general maintenance of the Building and the Outside Area (excluding repairs and general maintenance paid for by proceeds of insurance or by Tenant or other third parties); all cost of repairs and general maintenance of the HVAC system for the Building, including, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting preventative maintenance contracts and other periodic inspections; all cost of resurfacing and restriping of the validity parking area of the Project; all cost of painting, sweeping, maintenance and repair of sidewalks, fountains, curbs and signs, landscape sprinkler systems, planting and landscaping; all cost of lighting and other utilities; all cost of installing, maintaining, or applicability repairing directional signs and other markers and bumpers; all cost of maintenance and repair of any governmental acts which may affect operating expensesfire protection systems, lighting systems, storm drainage systems, and any other utility system; all other direct cost of garbage, trash, rubbish and waste removal; all costs with respect to repairs and maintenance of utility facilities (including pipes and conduits) serving more than one tenant; depreciation on maintenance and operating costs machinery and equipment (if owned) and rental paid for such machinery and equipment (if rented); premiums for commercial liability insurance covering the Project; premiums for all risk or causes of operating loss-special form insurance and, at Landlord’s option, earthquake insurance on the Building; premiums for insurance against loss of rents for a period of twelve (12) months from the date of the loss; Real Property Taxes; the management fee for the manager of the Building; and maintaining all cost of any capital improvements made to the Building or the Outside Area to reduce operating costs, to comply with governmental rules and related parking areasregulations enacted after completion of the Building, unless expressly excluded from operating expenses. Notwithstanding to replace the foregoingroof (including the roof membrane) of the Building, operating costs (and Tenant's obligations in relation thereto) shall not include (i) to replace the HVAC system for the Building or any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third personsportion thereof, or directly by other tenants to resurface the parking areas of the premisesProject. The cost of any capital improvements, (iii) repair costs occasioned by firetogether with interest thereon, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are shall be amortized over the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess useful life of the amount which would be paid in improvement and only the absence annual amortized cost of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyitem shall be included in Operating Expenses annually.

Operating Expenses. Unless modified in accordance with Exhibit DIn addition to the minimum rent, Landlord Tenant shall pay as additional rent its share of all operating expenses for the Project. As used herein "operating expenses" shall mean all costs of ownership, operation, maintenance addendum, attached hereto, it is the intention and repair of the parties Project as determined by standard real estate accounting practice, including, but not limited to: wages, salaries and they hereby agree that this shall be a triple net Leasebenefits of employees engaged in the operation, maintenance and repair of the Landlord shall have no obligation Project; cost of consumable supplies, materials, tools and equipment used in the operation, management and maintenance of the Project; the cost of all insurance relating to provide any servicesthe Project, perform any acts or pay any expensesincluding but not limited to the cost of casualty, chargesrental abatement and liability insurance (and all deductibles); all accounting, obligations or legal and professional fees incurred in connection with the operation of the Project; costs of any kind whatsoever with respect to repairs, replacements and general maintenance; cost or rental value of the Premises, Project office; and Tenant hereby agrees to pay one hundred a management fee of two and one-half percent (1002 1/2%) of any and all the minimum rent. ▇▇▇▇▇▇ SCHOLLS Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) the initial cost of any expense chargeable to a capital account construction of the Project or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premisespart thereof; (ii) costs for any amount capital expenditure in excess of $10,000; provided, however that operating expenses shall include the annual amortization charge for such capital expenditure assuming amortization over the useful life of the capital asset in question together with interest thereon at the rate of 9% per annum; (iii) salary, employee benefit and payroll taxes for offsite executive or managerial personnel; (iv) brokerage fees and commissions incurred in connection with the sale or leasing of space in the Project; (v) such portion of any expenses for which Landlord is reimbursed through insuranceentitled to reimbursement by insurance proceeds, by third personscondemnation awards, or directly by other tenants (excluding reimbursements of the premisesoperating expenses pursuant to lease provisions similar to this Section) or any other source; (vi) cost of performing additions, alterations, improvements or individual services for other tenants or vacant or vacated space; (iii) repair costs occasioned by fire, windstorm or other casualty, (ivvii) any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred payments required in connection with leasing any other area located on debt or ground lease encumbering the premises to any other party, Project; (viviii) any expense representing an amount paid amounts not actually expended, such as contingency funds, reserve funds or sinking funds; (ix) costs and expenses of enforcing lease provisions against other tenants in the Project, including legal fees; (x) expenses resulting from a violation of Landlord of the terms of any lease of space in the Project or of any ground lease or mortgage to an affiliate which this Lease is subordinate; (xi) the repair of any part of the Common Area to the extent covered by a construction warranty; (xii) costs attributable to maintenance, repair and replacement of any building; (xiii) all costs associated with the removal and clean up of hazardous wastes and toxic substances; (xiv) cost of compliance with ADA access requirements in connection with the initial construction of the Common Area of the Project; (xv) all management fees other than the two and one-half percent (2 1/2%) fee set forth above; and (xvi) expenses incurred to keep the Project clean, and in good condition during Landlord's construction activities. The charges for any services provided by affiliates, related or subsidiary designated parties of Landlord which are included in operating expenses shall be reasonable, customary and competitive with charges for similar services of independent contractors in the area where the Project is located. Tenant shall have the right, but not more than once per year on reasonable prior notice to Landlord, to inspect, examine and make copies of, Landlord's books, records and computations with respect to Operating Expenses, real estate taxes and insurance and Landlord shall retain such books, records and computations for at least three (3) years following the period to which they relate. In the event of any overpayment by Tenant, Landlord shall, within thirty (30) days after demand, refund the amount of overpayment to Tenant with interest thereon, from the date of overpayment to the date refunded at the rate set forth in Section 13.3 of the Lease. Alternatively, in the event of any overpayment by Tenant, Tenant shall be entitled to offset such excess against payments becoming due as additional rent. If the audit discloses a discrepancy in excess of the amount which would five percent (5%), Landlord shall be paid in the absence of obligated to pay all costs associated with such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlyaudit.

Operating Expenses. Unless modified in accordance with Exhibit DTenant shall pay to Landlord as additional rent ------------------ hereunder, Landlord maintenance addendumpayable at the same time and location as the Base Rent, attached heretoTenant's Percentage (22.0%), it is the intention of the parties following amounts: a. All real estate taxes and they hereby agree installments of special assessments which shall accrue or become a lien against, or are payable in respect to any part of the Project during the term of this Lease and all other governmental impositions, including, but not limited to, amounts payable under assessments, gross receipts taxes and taxes on rentals (other than income taxes) relating to the Project. b. All other reasonable costs and expenses which Landlord may incur in maintaining and operating the Project that may be expensed rather than capitalized by Landlord for Federal income tax purposes including, but not limited to costs actually incurred for cutting, fertilizing and maintaining grass, shrubbery, shrubbery beds, and trees; sewer, water and management fees (not to exceed 4% of Base Rent and Operating Expenses), including reasonable expenses reimbursable to any manager; fees for professional services, including the costs of contesting real estate taxes; charges under maintenance and service contracts, all supplies purchased for use for the Project; insurance maintained by Landlord; cleaning, maintaining, repairing, resurfacing, striping, seal coating and snow removal of walkways, driveways, and parking areas; lighting, sodding, planting and policing the Project; maintaining, repairing and replacing roofs, downspouts, common electrical, plumbing, and other utility services, sprinkler alarm systems, and irrigation systems, and common area recycling. Tenant shall not be responsible for roof replacement during the original roof warranty period unless Tenant's use of the Leased Premises has caused such replacement. Tenant shall not be responsible for the replacement of entire common electrical, plumbing, utility, sprinkler alarm or irrigation systems for the Project during the initial term of this Lease but shall be a triple net Leaseresponsible, and the Landlord shall have no obligation to provide any servicesas stated herein, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term repair of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forthcomponents of said systems. The term Operating expenses shall not include all costs to Landlord depreciation, leasing commissions, or payments of operating principal and maintaining or interest on any mortgage on the Building and related parking areas, and Project. c. Operating Expenses shall include, without limitation, real estate and personal property taxes and assessments, management fee, heating, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, also include yearly amortization of the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include capital improvements (i) any expense chargeable made to a capital account reduce Operating Expenses or capital improvementlimit increases therein, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, required by third persons, or directly by other tenants of the premisesLandlord's insurance carrier, (iii) repair costs occasioned required by fireany law, windstorm rule, regulation or other casualty, order of any governmental or quasigovernmental authority having jurisdiction or (iv) made to extend the life of or maintain or replace any construction, repair or maintenance expenses or obligations that are the sole responsibility of Landlord (not to be reimbursed by Tenant), (v) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess component of the amount which would be paid in project; amortized over the absence useful life of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directlycapital improvements in accordance with generally-accepted accounting principles.

Operating Expenses. Unless modified All expenses incurred during the Base Year or the Comparison Year, calculated in accordance with Exhibit DGenerally Accepted Accounting Principles ("GAAP"), Landlord in the operation, improvement, repair, replacement and maintenance addendum, attached hereto, it is the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall includeincluding, without limitation, real estate (i) the cost of water and personal property taxes and assessmentssewer, management feeinsurance, heatinglabor, electricity, water, waste disposal, sewage, operating cleaning materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insurance, the cost of contesting the validity or applicability of any governmental acts which may affect operating expenses, and all other direct operating costs of operating and maintaining the Building and related parking areas, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include (i) any expense chargeable to a capital account or capital improvement, ground leases; principal or interest payments on any mortgage or deed of trust on the premisesif any; (ii) any amount expenses for which Landlord is reimbursed through insurancemanagement, by third personsmaintenance of elevators and mechanical systems, or directly by rubbish removal, window washing and other tenants of the premisesservices, and roof repairs; (iii) repair costs occasioned by firethe opera- tion, windstorm or other casualtyimprovement, repair, replacement and maintenance of the Building Common Areas and Facilities including all surfaces, floor and wall coverings, decorative items, and window coverings, lighting facilities and exteriors; and (iv) the cost of any constructionoperation, improvement, repair, replacement or maintenance which does not materially add to the value of the Building nor appreciably prolong its life, but merely keeps the Building in ordinarily efficient operating condition, except that if such improvement, repair or maintenance replacement results in a substantial cost, labor or energy saving, such cost shall be deemed an Operating Expense. All such costs will be amortized over the number of years required by GAAP, with an appropriate finance charge, all of which shall be considered an Operating Expense. If and for so long as the Building is less than fully leased and occupied, Operating Expenses shall include an amount representing the estimated operating expenses or obligations that are Landlord would incur if the sole responsibility Building was 95% leased and occupied, as determined by Landlord in a reasonable, customary and commonly accepted manner. Notwithstanding anything to the contrary in the definition of Landlord Operating Expenses, the Operating Expenses shall not include the following: (not 1) The cost of repair to be the Building, including the Premises, to the extent the cost of the repairs is reimbursed by Tenant)insurance or condemnation proceeds, covered by warranty or otherwise reimbursed by third parties other than as a part of Operating Expenses; (v2) leasing commissions and other expenses incurred in connection with leasing any other area located on the premises to any other party, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess of the amount which would be paid in the absence of such relationship, and (vii) costs of All items and services for which Tenant or any other tenant in the Building reimburses Landlord other than through Operating Expenses (or pays is so obligated to reimburse Landlord) and all items and services supplied selectively to any tenant without reimbursement, provided that, any item or service supplied selectively to Tenant shall be paid for by Tenant; (3) Advertising and marketing costs, including, without limitation, leasing commissions, attorneys' fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with the lease, sublease and/or assignment negotiations and transactions with present or prospective tenants of the Building or their successors; (4) The cost of improving or renovating space for tenants or space vacated by any tenant (including Tenant), including, without limitation, architects', engineers' and space planners' fees and expenses, and costs of permits and inspections; (5) The cost of utilities charged to individual tenants (including Tenant) including any and all costs for Tenant's electrical usage and HVAC usage; (6) The depreciation of the Building; (7) Any payments of any kind due and payable under any mortgage, deed of trust or other financing affecting the Building or under any ground lease or master lease, including, without limitation, any principal, interest, points and fees on debt or amortization payments, and late payment penalties and interest on any real property mortgages or deeds of trust and ground lease payments, and other costs of financing or refinancing the Building; (8) Legal, accounting, consulting and other related expenses associated with the enforcement of leases, disputes with lessees or prospective lessees, or the defense of Landlord's title to the Building; (9) Landlord's general corporate overhead and general administrative expenses not related to the operation of the Building, including costs of preparing corporate, partnership or other tax returns, or financial statements not related to the operation of the Building, and all compensation to executives, officers or partners of Lessor or to persons who are executives or officers of partners of Landlord or to any other person at or above the level of building manager, other than the building manager of the Building; (10) Unless required to be charged by Landlord pursuant to any applicable requirements, any compensation paid to clerks, attendants or other persons in commercial concessions, including parking facilities operated by Landlord and other costs directly related to the operation of such commercial concessions including bookkeeping, parking insurance, parking management fees, tickets, striping and uniforms, and all other costs directly related to the installation, operation and maintenance of such commercial concessions; (11) Governmental fines or penalties assessed as a result of Landlord's failure to make payments in a timely manner or to comply with applicable requirements; (12) Except for making repairs or keeping permanent systems in operation while repairs are being made, rentals and other related expenses incurred in leasing air-conditioning systems, elevators or other equipment ordinarily considered to be of a capital nature, except equipment not affixed to the Building which is used in providing janitorial or maintenance services; (13) Costs of capital improvements and other costs which are to be capitalized and not expensed in accordance with GAAP, including, without limitation, capital repairs due to casualty, capital costs of any renovation, improvement or addition to common areas, capital costs of compliance with health, safety and disability access laws to the extent the Building did not comply with such applicable requirements in effect and as interpreted as of the date of this Lease; provided that such costs to comply with applicable requirements arising after the date of this Lease or re-interpreted after the date of this Lease, shall be included in Operating Expenses provided that such permitted capital expenses are amortized over the useful life thereof; (14) Cost of compliance with laws relating to hazardous substances or substances which are incurred (a) as a result of Landlord's negligence or intentional acts in the course of construction of the Building, including the selection and use of building materials which Landlord should have known were hazardous substances at the time of their installation, or (b) as a result of the presence of hazardous substances in the soil or groundwater under the Building on or before the date of execution of this Lease; (15) Liability covered by insurance carried by Landlord the premiums for which are included in Operating Expenses, or which would have been covered by insurance otherwise required to be carried by Landlord under this Lease but for failure to insure as a result of Landlord's intentional acts or omissions or negligence (but not as a result of commercial impracticability of obtaining such insurance); (16) Expenses resulting directly from the willful misconduct or gross negligence of Landlord or any of its employees or agents; (17) Costs of repairs or modifications to the Building or Premises, if the Building or Premises are not in full compliance with all governmental regulations, ordinances and laws effective at the Commencement Date; (18) Any bad debt loss, rent loss or reserves for bad debts or rent loss and reserves for capital improvements; (19) Costs arising from Landlord's charitable or political contributions; (20) Costs, including capital costs, incurred in connection with upgrading the Building to comply with applicable requirements as such applicable requirements were interpreted as of the Commencement Date of this Lease; provided that such costs to comply with applicable requirements arising after the Commencement Date of this Lease or re- interpreted after the Commencement Date of this Lease, shall be included in Operating Expenses; (21) Costs arising from repairs for construction of design defects in the Building (including, without limitation, any building systems) or in lessee improvements installed by Landlord; (22) Legal expenses, accounting expenses, other professional fees and other transactional costs arising out of the sale, syndication or financing of the Building or any interest therein, or the construction of improvements; (23) Costs of disputes between Landlord and any third persons directlyparty regarding matters unrelated to the Building; (24) Costs of disputes between Landlord and any employee, agent or contractor of landlord or with any mortgagee or ground lessor; (25) If Landlord fails to carry any of the insurance required to be carried by Landlord pursuant to the terms of this Lease, any cost which would have been covered by such insurance coverage; and (26) Any rental amount applied for the management / leasing office in the Building. Notwithstanding anything herein to the contrary, Landlord shall not be entitled to include the costs of capital replacements or expenditures except that, in the event Landlord installs equipment in, or makes improvements or alterations to, the Building which are for the purpose of either (a) reducing energy, maintenance or other operating costs, or (b) which are required under any governmental laws, rules, regulations or ordinances which are not required on the Commencement Date, then, even though such costs are capital expenditures, Landlord may include in Operating Expenses reasonable charges for the same so as to amortize such investment over the useful life of such equipment, improvement or alteration on a straight-line basis, provided, however, with respect to items of the type described in clause (a), the amount included in Operating Expenses in any year shall not exceed the annual savings which were reasonably projected to result from that expenditure at the time it was made.

Operating Expenses. Unless modified in accordance with Exhibit DFrom and after the Commencement Date, Landlord maintenance addendumduring the Term, attached heretothe Tenant shall pay to the Landlord, it is as Additional Rent, the intention of the parties and they hereby agree that this shall be a triple net Lease, and the Landlord shall have no obligation to provide any services, perform any acts or pay any expenses, charges, obligations or costs of any kind whatsoever with respect Tenant’s Operating Expenses Allocable to the Premises, and Tenant hereby agrees to pay one hundred percent (100%) of any and all Operating Expenses as hereafter defined for the entire term of the Lease and any extensions thereof in accordance with specific provisions hereinafter set forth. The term Operating expenses shall include all costs to Landlord of operating and maintaining the Building and related parking areas, and shall includethis Section 3.3 including, without limitation, real estate the conditions and personal property taxes limitations set forth in clauses (a) through (k) below, with respect to each 12-month period beginning February 1 each year or such other fiscal period of twelve (12) consecutive months hereinafter adopted by the Landlord for lease administration purposes (“Operating Fiscal Year”). “The Tenant’s Operating Expenses Allocable to the Premises” means that portion of the Operating Expenses for the Property which bears the same proportion thereto as the Rentable Floor Area of the Premises bears to the Total Rentable Floor Area of the Building. The term “Operating Expenses for the Property” means the Landlord’s actual cost of operating, cleaning, maintaining and assessmentsrepairing the Property, management feethe roads, heatingdriveways and [ILLEGIBLE] for providing access to the Building, electricity, water, waste disposal, sewage, operating materials and supplies, service agreements and charges, lawn care, snow removal, restriping, repairs, repaving, cleaning and custodial, security, insuranceshall include without limitation, the cost of contesting fulfilling the validity or applicability maintenance and repair obligations required to be performed by Landlord under Section 5.1 and, subject to the exclusions set forth below, the cost of services specified on Exhibit D; premiums for insurance carried pursuant to Section 7.4; the amount of any governmental acts deductible associated with an insurance claim of the Landlord; compensation including, without limitation, fringe benefits, worker’s compensation insurance premiums and payroll taxes paid to, for or with respect to all persons (University Park/Building general manager and below) engaged in the operating, maintaining or cleaning of the Property; interior landscaping and maintenance; steam, water, sewer, gas, oil electricity, telephone and other utility charges (excluding any such utility charges either separately metered or separately chargeable to the Tenant for either measured or additional or special services); cost of providing HVAC services other than such services described in Section 3.4; cost of building and cleaning supplies; the costs of routine environmental management programs operated by Landlord; market rental costs (or alternatively the Amortization Charge-off [as hereinafter defined] so long as the expenses which may affect operating expensesare the subject of such Amortization Charge-off would have been permitted Operating Expenses had the item in question been purchased) with respect to equipment used in the operating, cleaning, maintaining or repairing of the Property; cost of cleaning; cost of maintenance, and all other direct operating costs non-capital repairs and replacements; cost of operating snow removal; cost of landscape maintenance; security services; payments under service contracts with independent contractors; management fees at reasonable rates consistent with comparable single-tenant or multi-tenant buildings, as applicable, in the Cambridge market with the type of occupancy and maintaining services rendered (the Building parties agree that for the first Lease Year, this shall equal $0.85 per rentable square foot, and related parking areasshall be subject to reasonable adjustments during subsequent Lease Years); the cost of any capital repairs, unless expressly excluded from operating expenses. Notwithstanding the foregoing, operating costs (and Tenant's obligations in relation thereto) shall not include replacements or improvements: (i) required by any expense chargeable to law or regulation enacted or promulgated after the issuance of a capital account or capital improvementbuilding permit for the construction of the Building, ground leases; principal or interest payments on any mortgage or deed of trust on the premises; (ii) any amount for which Landlord is reimbursed through insurance, by third persons, or directly by other tenants of required in order to maintain the premisesProperty in the condition it is required to be kept and maintained under Section 5.1, (iii) repair costs occasioned by firewhich reduces the Operating Expenses for the Property, windstorm or other casualty, (iv) any construction, repair or maintenance expenses or obligations that are which improves the sole responsibility management and operation of Landlord the Property in a manner reasonably acceptable to Tenant (not all such capital costs to be reimbursed amortized on a straight-line basis in accordance with generally accepted accounting principles, together with interest on the unamortized balance at such rate as may have been paid by Tenantthe Landlord on funds borrowed for the purpose of making such capital repairs, replacements or improvements (or if the Landlord did not borrow such funds, then at the base lending rate announced by a major commercial bank designated by the Landlord), with only the annual amortization amount (v“Amortization Charge-off) leasing commissions being included in Operating Expenses with respect to any Operating Fiscal Year); charges equitably and reasonably allocated to the Building for the operating, cleaning, maintaining, securing and repairing of the Common Areas excluding the initial capital improvement costs associated with initially establishing the Common Areas; and all other reasonable and necessary (in the Landlord’s reasonable judgment) expenses incurred paid in connection with leasing any other area located on the premises to any other partyoperation, (vi) any expense representing an amount paid to an affiliate or subsidiary of Landlord which is in excess cleaning, maintenance and repair of the amount which would be paid in Property. Operating Expenses for the absence of such relationship, and (vii) costs of items and services for which Tenant reimburses Landlord or pays third persons directly.Property shall not include the following: