Common use of Operating Expenses Clause in Contracts

Operating Expenses. (i) Commencing on the 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.

Operating Expenses. (i) Commencing on Section 6.01. From the Lease Commencement Date until the Fiscal Year End following the Commencement Date, Tenant shall also pay to Landlordon a monthly basis in advance, as Overhead Rentwithout demand, 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 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 on of each Fiscal Year during the Term, Landlord shall furnish Tenant with Landlord's reasonable estimate of the Operating Expenses and any anticipated Operating Expense Excess for such Fiscal Year. On the first day of each month during such ensuing Operational Year. If said statement is furnished to Tenant after January or the commencement of such Operational Fiscal Year, Tenant shall nonetheless be obligated to pay, as part pay Tenant's Proportionate Share of its next installment such Fiscal Year's estimated Operating Expense Excess in monthly installments of Base Rent and Overhead Rent, 1/12th of Tenant’s Projected 's Proportionate Share of the estimated annual Operating Expense Excess for the period which shall have elapsed prior to such Fiscal Year. (b) By the first day of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end March of each Operational YearFiscal 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 Notice a written Tenant, within 30 days of the delivery of that statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the equal to Tenant’s 's Proportionate Share of the Cost 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 lump sum payment shall be made by Landlord, within 30 days of Operation 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 Maintenance 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 survive termination of this Lease with respect to such adjustment and any payments owing by either party to the other after termination hereof. Section 6.02. As used herein, "Operating Expense" means all expenses, costs, and disbursements of every kind which Landlord pays or incurs in connection with the ownership, operation (including, without limitation, the costs of utilities), and maintenance of the Building, Garage, Common Parking Areas, Projectand exterior 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, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”). If but are not limited to, 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.following:

Operating Expenses. (iThe amount of the Annual Operating Expenses set forth in Section 1(g) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, above represents Tenant’s Projected Share of Costs of Operation and Maintenance the estimated Operating Expenses for the Building, Garage, Common Areas, Project, 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 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, after the expiration or termination 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Property), Landlord shall forthwith either (1) provide Tenant with a statement of Operating Expenses 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 excess directly any overpayment or deficiency then due from one to Tenant within thirty (30) days of the other or, at Landlord’s option, Landlord may credit Tenant’s receipt of such Statement or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead Rent due hereunderaccount for any overpayment. If Tenant does not give Landlord notice within 30 days after receiving Landlord’s Statement of Operation statement that Tenant disagrees with the statement and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Yearspecifying the items and amounts in dispute, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after be deemed to have waived the right to contest the statement. Landlord’s and Tenant’s receipt 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 reasonable adjustment based on occupancy in computing the Operating Expenses for such Statementperiod 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 Tenant’s Share with respect to such Operating Expenses shall be equal to a fraction, the numerator of which is the number of rentable square feet of the Premises and the denominator of which is the number of rentable square feet of all buildings on the Property and adjacent properties.

Operating Expenses. IMPROVEMENTS, REPAIRS, MAINTENANCE, REPLACEMENT, INSURANCE, TAXES AND PROPERTY MANAGEMENT. (ia) Commencing on Tenant’s prorated share of the Lease Commencement Date, Tenant Operating Expenses shall also pay to be computed and paid in monthly estimated payments as estimated by Landlord, as Overhead Rent, Tenantin Landlord’s Projected Share reasonable discretion. Such Additional Rent shall be paid by Tenant on or before the 1st day of Costs of Operation and Maintenance each month with Base Rent for the Building, Garage, Common Areas, Project, and Property during such Operational Yearmonth. In January or as 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) Within six (6) months from reasonably possible following the end of each Operational Yearcalendar year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of statement showing the Building’s actual Cost of Operation Operating Expenses for the preceding calendar year and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share pro rata share thereof. In the case of the Cost a deficiency, Tenant shall promptly remit its pro rata share of Operation and Maintenance such deficiency to Landlord within fifteen (15) days following receipt of the Building, Garage, Common Areas, Project, and Property during such Operational Year (“Landlord’s Statement statement of Operation and Maintenance”)actual expenses. If In the Landlord’s Statement case of Operation and Maintenance a surplus, Landlord shall indicate that Tenant’s Projected Share paid by either apply said surplus to the next installment of Additional Rent for Operating Expenses due from Tenant for such Operational Year exceeded Tenant’s Proportionate Share for such Operational thenunder this Lease, Landlord, at Landlord’s option, shall forthwith either (1) pay or promptly refund the amount of excess directly same to Tenant within thirty (30) days (including following the expiration of the Term hereof). In the event that during all or any portion of any calendar year the Building is not fully rented and 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 would have been paid or incurred by Landlord had the Building been fully rented and occupied. The amount so determined shall be deemed to have been Operating Costs for such year. (b) Tenant may review, at its sole cost and expense, any Operating Expenses prorated to Tenant by Landlord including, without limitation, any assessed property taxes. Landlord shall make available the applicable statements and 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 review copies of the records 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, Landlord shall promptly reimburse Tenant for any overpayment of Tenant’s receipt proportionate share of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such StatementOperating Expense.

Operating Expenses. (ia) Commencing on Landlord’s CAM Expenses, the 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 Utility Expenses and Tenantthe Insurance Expenses are collectively referred to as “Landlord’s Projected Share Operating Expenses” and shall be determined and paid in accordance with the provisions of the Cost of Operation and Maintenance for the Building, Garage, Common Areas, Project, and Property during such Operational Year and this Article 5. (b) 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share of the Cost amount by which Landlord’s CAM Expenses for any Lease Year during the Term exceeds the Base CAM Expenses. Tenant’s Proportionate Share of Operation and Maintenance Landlord’s CAM Expenses for less than a full Lease Year will be prorated. (c) Tenant shall pay to Landlord Tenant’s Proportionate Share of the Buildingamount by which the Utility Expenses for any Lease Year during the Term exceeds the Base Utility Expenses. Tenant’s Proportionate Share of the Utility Expenses for less than a full Lease Year will be prorated. (d) Tenant shall pay to Landlord Tenant’s Proportionate Share of the amount by which the Insurance Expenses for any Lease Year during the Term exceeds the Base Insurance Expenses. Tenant’s Proportionate Share of the Insurance Expenses for less than a full Lease Year will be prorated. (e) Notwithstanding anything to the contrary contained in this Section 5.1, GarageTenant shall not be obligated to pay Controllable Operating Expenses (as hereinafter defined) for any Lease Year which are more than one hundred five percent (105%) of the Controllable Operating Expenses for the immediately prior Lease Year, Common Areasplus the aggregate amount of the Excess Controllable Operating Expenses for any prior Lease Years, Project, and Property during such Operational Year if any (the “Landlord’s Statement of Operation and MaintenanceExpense Cap”). If the Controllable Operating Expenses for any Lease Year exceed the Expense Cap for such Lease Year (the “Excess Controllable Operating Expenses”), then Landlord shall carry forward such Excess Controllable Operating Expenses to the first Lease Year in which the Controllable Operating Expenses for such Lease Year are less than the Expense Cap for such Lease Year (but only up to the amount of the Expense Cap for such Lease Year). Landlord may add the Excess Controllable Operating Expenses to the Landlord’s Statement Operating Expenses (but only up to the amount of Operation and Maintenance the Expense Cap) for as many Lease Years as necessary until the Excess Controllable Operating Expenses are paid in full by Tenant. For purposes hereof, the term “Controllable Operating Expenses” 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 mean the cost of (1) pay maintaining and repairing the amount HVAC systems (other than the cost of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement or new parts and equipment), (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead Rent due hereunder. If Landlord’s Statement general repair and maintenance obligations under this Lease (other than the cost of Operation new parts and Maintenance equipment), (3) providing the Janitorial Services set forth in Section 9.7, and (4) landscaping services (other than snow removal). Notwithstanding anything to the contrary contained in this Section 5.1(e), Controllable Operating Expenses shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share not be subject to the Expense Cap for that Operational Yearany Controllable Operating Expenses which increases as a result of any of the following events: (1) the labor unions providing services relating to a Controllable Operating Expense enter into a new labor union contract, Tenant shall forthwith pay Landlord such shortage within thirty (302) days after Tenant’s receipt of such Statementthe vendors providing the services relating to a Controllable Operating Expense unionize and enter into a labor union contract, or (3) any Excusable Delay.

Operating Expenses. (i) Commencing on the 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 Lessee agrees to pay, as part additional rent, Lessee’s Pro Rata Share of its next installment of Base Rent and Overhead Rent, TenantLessor’s Projected Share Operating Expenses (hereinafter defined) for the period Building without deduction or set-off of any kind except as otherwise set forth herein. Lessor may invoice Lessee monthly for Lessee’s Pro Rata Share of the estimated Operating Expenses for each calendar year, which amount shall have elapsed prior be adjusted from time-to-time (but no more than once per calendar year) based upon anticipated Operating Expenses. As of the date hereof, it is estimated that the Operating Expenses for calendar year 2003 will be approximately […***…] per rentable square foot. Within four months following the close of each calendar year, Lessor shall provide Lessee an accounting showing in reasonable detail all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Lessee exceeds the amount of additional rent due by Lessee under this Section, such amount shall be credited against the next required payment of base rent. In the event the accounting shows that the total of the monthly payments made by Lessee is less than the amount of additional rent due by Lessee under this Section, the account shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Lessee applicable to the first day year in which such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar month next succeeding year to and including the calendar month termination date bears to 365. Provided Lessee is not in which said Statement is furnished default of any terms of this Lease, Lessee shall have the right, at its own expense, to Tenant. audit Lessor’s books relevant to the additional rent payable under this Section. With respect to such audit, Lessee (i) may review Lessor’s books during office hours, (ii) Within must perform such audit at the location of Lessor’s books, (iii) must request such audit within six (6) months from the end of each Operational Yearreceipt of its annual reconciliation of Operating Expenses, Landlord shall furnish (iv) must deliver to Tenant by Notice Lessor a written statement, itemized in reasonable detail, copy of the actual Cost results of Operation such audit, (v) may not audit the same calendar year more than one time; and Maintenance incurred (vi) may not have such audit conducted by a contingency fee-based auditor or accountant. If, as a result of such audit, it is determined that the Operating Expenses have been overstated by three percent (3%) or more, Lessor shall be required to reimburse Lessee for the costs of such Operational Year audit. Assignees of Lessee may only audit periods for which they occupy the Leased Premises and the Tenant’s Proportionate Share subtenants 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”)Lessee shall have no audit rights. If the Landlord’s Statement audit discloses a discrepancy, within ten (10) days following receipt of Operation and Maintenance shall indicate that Tenant’s Projected Share paid the results of the audit, the discrepancy will be resolved 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 Lessee paying to Lessor the amount owed by Lessee or by Lessor crediting the amount of excess directly to Tenant within thirty (30) days of TenantLessee’s receipt of such Statement or (2) permit Tenant to credit the amount of such excess overpayment against the subsequent payment payment(s) of Overhead Base 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementor additional rent next owing by Lessee.

Operating Expenses. (iThe amount and percentage of the Annual Operating Expenses set forth in Section 1(g) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, and Section 1(h) above represents Tenant’s Projected Share of Costs of Operation and Maintenance the estimated Operating Expenses for the Buildingcalendar year in which the Term commences, Garage, and includes the cost of utilities and services for the Common Areas, Projectand the cost of water, and Property during such Operational Yearother 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. In January or as soon as is practical thereafter in each Operational YearAs part of Landlord’s Work, Landlord shall furnish cause a submeter to be installed for the electric service to the Premises, and Tenant by Notice shall timely pay all electric utility charges directly to Landlord. Landlord shall provide annually prior to January 1 of each calendar year a written statement, itemized in reasonable detail, estimate of the estimated Cost of Operation and Maintenance Annual Operating Expenses due for such year setting forth the Operating Expenses and Tenant’s Projected Share of the Cost of Operation and Maintenance for the Buildingcalendar year, 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, estimate in equal installments on a monthly basis as part of its next installment 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 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) Within six (6) months from the end any extraordinary or unanticipated Operating Expenses. By April 30th of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, calendar year (and as soon as practical after the expiration or termination of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Property), Landlord shall forthwith either (1) pay the amount provide Tenant with a statement of excess directly to Tenant within thirty (30) days of actual Operating Expenses representing Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within 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 receipt obligation to pay 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 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 Statementperiod so that Operating Expenses are computed as though the Building had been fully occupied.

Operating Expenses. (i) Commencing on the 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 continuing 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 monthmonth of the Term, beginning on the first day Licensee shall pay to Licensor an amount equal to 1/12 of such ensuing Operational Year. If said statement is furnished to Tenant after January or the commencement Licensee’s Share of such Operational Year, Tenant shall nonetheless be obligated to pay, as part Licensor’s written estimate of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share Operating Expenses for the period which 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 have elapsed prior 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 Licensor’s normal practice, to be properly allocable to occupants of the Property. Notwithstanding the foregoing, Licensee shall be responsible for 100% of the costs of all utilities furnished or provided to the first day 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 the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Yearthis Agreement, Landlord Licensor shall furnish to Tenant by Notice Licensee a written statement, itemized statement (a “Reconciliation Statement”) showing in reasonable detail: (a) the total and Licensee’s Share of actual Operating Expenses for the Property and the Project for the Term of this Agreement, and (b) the total of Licensee’s payments in respect of Operating Expenses for the Property and the Project for 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 earlier termination of the actual Cost of Operation and Maintenance incurred for such Operational Year and Term, Licensor shall pay the Tenant’s Proportionate Share 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 Cost United States of Operation America and Maintenance of remitted to Licensor at the Buildingaddress set forth below (as the same may be changed from time to time by Licensor upon written notice from Licensor to Licensee): ▇.▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.▇▇ ▇▇▇▇▇-▇▇▇▇

Operating Expenses. (i) Commencing on In addition to the Lease Commencement DateBase Rent, Tenant shall also pay as additional rent its proportionate share (hereinafter referred to Landlord, as Overhead Rent, “Tenant’s Projected Share Proportionate Share”) of Costs Operating Expenses (defined below) 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, all Operating Expenses of the estimated Cost of Operation and Maintenance for such year setting forth Property, except the following designated 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share of shall be specifically the Cost of Operation following: Real Estate Taxes 10.55 % Insurance 3.85 % Landscape 15.65 % Security 15.20 % Repair and Maintenance of the Building, Garage, 15.75 % Fire and Life Safety 14.45 % HVAC 7.00 % 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 Area Facilities 14.75 % Tenant’s Proportionate Share for such Operational thenshall be determined by dividing the rentable square footage of the Premises by the rentable square footage of the Property. At the present time, Landlord, at LandlordTenant’s option, Proportionate Share is 19.91%. Operating Expenses shall forthwith either (1) pay be paid to Landlord in accordance with the amount of excess directly following provisions: A. Landlord shall furnish to Tenant within thirty (30) days prior to the beginning of Tenanteach calendar year, including the first calendar year following the year in which the Commencement Date occurs, a budget setting forth Landlord’s receipt estimate of such Statement or Operating Expenses for the Property for the upcoming year. Tenant shall pay to Landlord, on the first day of each month an amount equal to one-twelfth (21/12th) permit Tenant to credit of Landlord’s estimate of the amount of such excess against the subsequent payment of Overhead Rent due hereunderOperating Expenses for that calendar year. If Landlord’s Statement there shall be any increase or decrease in the Operating Expenses for any year, whether during or after such year, Landlord shall furnish to Tenant a revised budget and the Operating Expenses shall be adjusted and paid or credited, as the case may be. If a calendar year ends after the expiration or termination of Operation and Maintenance this Lease, the Operating Expenses payable hereunder shall indicate be prorated to correspond to that portion of the calendar year occurring within the Term of this Lease. B. Within 120 days after the end of each calendar year, Landlord shall furnish to Tenant an operating statement showing the actual Operating Expenses incurred for the preceding calendar year. Upon request by Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.the right to review pertinent back up documentation evidencing the Operating Expenses, and

Operating Expenses. (i) Commencing on 4.4.1 In addition to the Lease Commencement DateFixed Minimum Rent, 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, its pro-rata share of the estimated Cost of Operation and Maintenance for increase in Operating Expenses (as such term is hereinafter defined) over the first Lease year setting forth which shall be defined as 1997. Such pro-rata share shall be determined by multiplying the Operating Expenses and by the Tenant’s Projected Share of the Cost of Operation and Maintenance 's Percentage referred to in Section 1.1 hereof. The Operating Expenses 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 each prospective calendar year shall be divided determined and estimated by 12 and shall be payable on the first day Landlord. Tenant agrees to pay its share 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 payOperating Expenses, as part additional rent, in monthly payments in advance during the term 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) Within six (6) months from this Lease as may be estimated by Landlord. At the end of each Operational Yearcalendar year, Landlord shall furnish advise Tenant of Tenant's share of the Operating Expenses payable for such year as computed on the accrual basis based upon the costs thereof to Landlord. Tenant by Notice a upon written statement, request to Landlord shall be provided with an itemized cost analysis in reasonable detail, detail and shall have the right to review the records in support of Landlord's calculation of Tenant's share of the actual Cost Operating Expenses. If Tenant's review of Operation and Maintenance incurred for such Operational Year and the Landlord's records in support of Tenant’s Proportionate Share 's share of the Cost Operating Expenses results in a finding that Landlord overcharged Tenant, Tenant shall have the right to require Landlord to ▇▇▇▇ Tenant for Tenant's share of Operation and Maintenance of the Building, Garage, Common Areas, Project, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”)Operating Expenses annually as opposed to being paid in monthly payments as provided for in this Section 4.4. 1. If the Landlord’s Statement of Operation and Maintenance there shall indicate that have been an underpayment by 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord the difference, and if there shall be an overpayment by Tenant, Tenant shall be given a credit towards the next due payment(s) of its share of Operating Expenses. The Operating Expenses payable by Tenant as provided for herein shall not increase from the immediately preceding annual period by more than four percent (4%); and, provided that any and all non-controllable items which comprise the Operating Expenses (such shortage within thirty as real estate taxes, premiums paid for insurance on the Building and similar items) shall be payable by Tenant and not subject to such limitation. 4.4.2 For the purposes of this Section 4.4, the term "Operating Expenses" shall include all reasonable and customary costs and expenses relating to the operation and maintenance of the Building as an office building, including, but not limited to, costs of replacement for tools and equipment, reasonable amounts paid to managing agents of the Building, amounts paid for legal or other professional services related to the Premises, costs of clerical and accounting staff and costs of telephone, telegraph, postage, stationery supplies and other materials required by such staff, amounts paid to contractors for services, materials and supplies (30including without limitation, the servicing and maintenance of the elevator, plumbing, heating, air conditioning, ventilating, lighting, electrical, security and fire alarms and other systems and equipment), reasonable premiums paid for insurance, cost of equipment rental, including applicable taxes, costs of electricity, water and other utilities, Real Estate Taxes (hereinafter defined), and costs of painting the Premises or Common Areas. The term "Operating Expenses" shall also include all costs and expenses relating to the operation and maintenance of the Parcel and all improvements thereon, including without limitation all costs of landscape maintenance and the materials and supplies incident thereto, all costs and expenses relating to the maintenance and operation of all entrances, exits, parking areas, driveways, curbs, walks, and exterior lighting, reasonable premiums for public liability and other insurance. For the purposes of this Section 4.4, the term "Real Estate Taxes" shall include all real estate taxes, assessments (general and special) days after and other governmental impositions and charges of every kind and nature whatsoever, extraordinary as well as ordinary, foreseen or unforeseen, and each and every installment thereof, which shall or may during the Lease Term be levied, assessed, imposed, become due and payable, or liens upon, or arise in connection with the use, occupancy or possession of, or grow due or payable out of, or for, the Building or any part thereof, the Parcel and all improvements thereon. Operating Expenses and Real Estate Taxes do not include, nor shall Tenant be obligated to contribute towards, any expenses associated in any way with Landlord's compliance with the Americans with Disabilities Act, toxic or hazardous materials regulations (whether federal, state or local) or asbestos abatement or containment other than materials introduced into the Premises by Tenant’s receipt of such Statement.

Operating Expenses. (i) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rentadditional rent commencing on the Commencement Date, Tenant’s Projected Share 's pro rata share of Costs the operating expenses of Operation and Maintenance Landlord for the BuildingBuilding and/or project of which the Premises are a part. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, Garage, Common Areas, Project, and Property during such Operational Yearwhich amount shall be adjusted from time-to-time by Landlord based upon anticipated operating expenses. In January or as soon as is practical thereafter in Within ninety (90) days following the close of each Operational Yearcalendar year, Landlord shall furnish provide Tenant by Notice a written statement, itemized an accounting showing in reasonable detail, detail all computations of additional rent due under this Section. In the event the accounting shows that the total of the estimated Cost monthly payments made by Tenant exceeds the amount of Operation and Maintenance for such year setting forth additional rent due by Tenant under this Section, the Operating Expenses and accounting shall be accompanied by evidence of a credit to Tenant’s Projected Share 's account. In the event the accounting shows that the total of the Cost monthly payments made by Tenant is less than the amount of Operation and Maintenance additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the Buildingadditional rent. Notwithstanding any other provision in this Lease, Garageduring the year in which this Lease terminates, Common AreasLandlord, Projectprior to the termination date, and Property during such Operational Year and shall have the option to invoice Tenant for Tenant's pro rata share of the operating expenses based upon the previous year's operating expenses. If this Lease shall pay same terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to Landlord as Overhead Rent. Tenant’s Projected Share the year in which the termination shall occur shall be divided by 12 and shall be payable prorated on the first day ratio that the number of each month, beginning on the first day of such ensuing Operational Year. If said statement is furnished to Tenant after January or days from the commencement of the calendar year to and Including such Operational Yeartermination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Tenant's pro rata share set forth in Section 1.8 shall be equal to a percentage based upon a fraction the numerator of which is the total area of the Premises as set forth in Article 1, Tenant shall nonetheless be obligated subject to payadjustment as provided in this Lease, as part and the denominator of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share for the period which shall have elapsed prior to be the first day of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share of the Cost of Operation and Maintenance net rentable area of the Building. Upon termination of the Lease, Garage, Common Areas, Project, Landlord and Property during such Operational Year Tenant agree to reconcile within sixty (“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 of excess directly to Tenant within thirty (3060) days any amounts due from either party for the over payment or underpayment of operating expenses by Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.

Operating Expenses. (ia) Commencing on During the Lease Commencement DateTerm, Tenant shall also pay continue to Landlordpay, as Overhead Rentrent, the amounts and charges provided in Section 6 of the Original Lease, as amended by Section 7 of the Addendum, with respect to Tenant’s Projected 's Building Proportionate Share of Costs of Operation and Maintenance for Tenant's Site Proportionate Share, as 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 detailcase may be, of the estimated Cost Operating Expenses, together with all other amounts and charges payable by Tenant to Landlord under the Lease, except that commencing on October 1, 2012, the Base Year shall be changed to 2013. (b) Notwithstanding anything set forth herein to the contrary, commencing as of Operation January 1, 2014 and Maintenance for such year setting forth continuing thereafter during the Lease Term, in connection with determining the amount of Tenant's Building Proportionate Share and Tenant's Site Proportionate Share, as the case may be, of Operating Expenses, the Operating Expenses shall not be deemed to have increased in any year by more than four percent (4%) of actual Operating Expenses for the immediately preceding year, on a cumulative basis (i.e., to the extent that any portion of the cap is unused in a particular year, such unused portion, together with any unused portions from prior years shall be carried forward and added to the 4% cap in the following year), exclusive of Excluded Items. "Excluded Items" means capital amortization, removal of snow and ice, utility costs, insurance premiums and taxes. The aforesaid Excluded Items shall be deducted before the cap is applied to the determination of Tenant's Building Proportionate Share and Tenant’s Projected Share 's Site Proportionate Share, as the case may be, of the Cost of Operation and Maintenance increases for the Building, Garage, Common Areas, Project, and Property during such Operational Year Operating Expenses and Tenant shall pay same to Landlord as Overhead Rent. its actual Building Proportionate Share and 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's Site Proportionate Share, as part the case may be, of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share increases for the period which shall have elapsed prior Operating Expenses for each year for all such Excluded Items. Notwithstanding anything to the first day contrary, Landlord may not recover more than 100% of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation 's Building Proportionate Share and Maintenance incurred for such Operational Year and the Tenant’s 's Site Proportionate Share of the Cost of Operation and Maintenance Operating Expenses from Tenant in any calendar year, subject to adjustment as provided in Paragraph 6.8 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such StatementOriginal Lease.

Operating Expenses. In the event the Operating Expenses for the Building and/or the Property of which the Leased Premises are a part, shall, in any calendar year during the Term, exceed Landlord’s Operating Expenses for the Building and/or the Property for the period from April 1, 2011 through March 31, 2012 (i) Commencing on the Lease Commencement Date“Base Year”), Tenant shall also agrees to pay to Landlord, as Overhead Rent, Additional Rent Tenant’s Projected Share pro rata share of Costs of Operation and Maintenance such excess Operating Expenses. Landlord may invoice Tenant monthly 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, Tenant’s pro rata share 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 Buildingeach calendar year, Garage, Common Areas, Project, and Property during such Operational Year and Tenant shall pay same to Landlord as Overhead Rent. Tenant’s Projected Share which amount shall be divided by 12 and shall be payable on the first day of adjusted each month, beginning on the first day of such ensuing Operational Yearyear based upon anticipated Operating Expenses. 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) Within six (6) months from following the end close of each Operational Yearcalendar year, Landlord shall furnish to provide Tenant by Notice a written statement, itemized an accounting showing in reasonable detail, detail all computations of Additional Rent due under this section. In the event the accounting shows that the total of the actual Cost monthly payments made by Tenant exceeds the amount of Operation Additional Rent due by Tenant under this section, the accounting shall reflect a credit against Base Rent and Maintenance incurred for such Operational Year and other charges due hereunder. In the Tenant’s Proportionate Share event the accounting shows that the total of the Cost monthly payments made by Tenant is less than the amount of Operation Additional Rent due by Tenant under this section, the account shall be accompanied by an invoice for the Additional Rent, and Maintenance if in the last year of the BuildingTerm, Garage, Common Areas, Project, and Property during such Operational Year (“be accompanied by a refund. Tenant shall have the right to engage an independent Certified Public Accountant or a qualified employee of Tenant at Tenant expense to conduct an audit of Landlord’s Statement computations of Operation and Maintenance”)Additional Rent due under this section. If the Landlord’s Statement audit concludes that Landlord has misstated Operating Expenses, Landlord shall correct the amount of Operation and Maintenance Additional Rent. If the audit concludes that Landlord has misstated Operating Expenses by more than 10% of the Base Year Operating Expense, Landlord shall indicate that Tenant’s Projected Share paid by Tenant for such Operational Year exceeded Tenant’s Proportionate Share for such Operational thenadditionally pay the cost of the audit not to exceed $5,000. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Landlord, at Landlord’s optionprior to the termination date, shall forthwith either (1) pay have the option to invoice Tenant for Tenant’s pro rata share of the excess Operating Expenses based upon the previous year’s Operating Expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of excess directly any Additional Rent payable by Tenant applicable to the year in which such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including the termination date bears to 365. Tenant agrees to pay any Additional Rent due under this section within thirty ten (3010) days of Tenant’s following receipt of such Statement the invoice or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead accounting showing 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementdue.

Operating Expenses. Tenant agrees to pay as Additional Rent, (iexcept during the applicable Free Rent Period) Commencing on Tenant’s pro rata share of Operating Expenses (as hereinafter defined) for the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead RentLeased Premises. For purposes of this Lease, Tenant’s Projected Share pro rata share of Costs Operating Expenses shall be paid by Tenant in the proportion that the Rentable Area in the Leased Premises (as set forth hereinabove) bears to the total Rentable Area in Unit A and Landlord and Tenant agree that such pro rata share shall equal one hundred percent (100%). Landlord may invoice Tenant monthly for Tenant’s pro rata share of Operation and Maintenance the estimated Operating Expenses for each calendar year, which amount shall be adjusted each year based upon anticipated Operating Expenses determined in Landlord’s reasonable discretion. Within four (4) months following the Building, Garage, Common Areas, Project, and Property during such Operational Year. In January or as soon as is practical thereafter in close of each Operational Yearcalendar year, Landlord shall furnish provide Tenant by Notice a written statement, itemized an accounting showing in reasonable detail, detail all computations of Operating Expenses due under this section including. In the event the accounting shows that the total of the estimated Cost monthly payments made by Tenant exceeds the amount of Operation and Maintenance Operating Expenses due by Tenant under this section, the accounting shall be accompanied by a refund. In the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of Operating Expenses due by Tenant under this section, the accounting shall be accompanied by an invoice 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 due as Overhead Additional Rent. Tenant’s Projected Share If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any Additional Rent payable by Tenant applicable to the year in which such termination shall occur shall be divided by 12 and shall be payable prorated on the first day ratio that the number of each month, beginning on the first day of such ensuing Operational Year. If said statement is furnished to Tenant after January or days from the commencement of such Operational Year, the calendar year to and including the Expiration Date bears to 365. Tenant shall nonetheless be obligated to payhave the right, as part of at its next installment of Base Rent own expense 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) Within within six (6) months from after Tenant receives the end accounting described above, to audit Landlord’s books relevant to the Additional Rent payable under this section upon reasonable notice to Landlord, but not more than once each calendar year; however, if the audit correctly discloses an overpayment by Tenant of each Operational Yearmore than the greater of (a) five percent (5%) of Operating Expenses or (b) Five Hundred and No/100 Dollars ($500.00), Landlord shall furnish pay for the reasonable cost of such audit. Tenant agrees to Tenant by Notice a written statement, itemized in reasonable detail, keep the results of any audit strictly confidential and pay any Additional Rent due under this section within ten days following receipt of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement invoice or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead accounting showing 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementdue.

Operating Expenses. (i) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, Tenant’s Projected Share The accounting 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 will be performed in accordance with Generally Accepted Accounting Principles. For the purpose of calculating the Operating Expenses, no Controllable Expense will increase more than five percent (5%) over the charge paid by Tenant the previous Lease Year. If the average occupancy rate of the 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 Tenant’s Projected expenses that 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 required to pay, in the aggregate, more than 100% of the actual Operating Expenses of the Building or Project for any calendar year, and Tenant will not be required to pay more than one hundred percent (100%) of its Proportionate Share of the Cost of Operation and Maintenance total increase in Operating Expenses actually incurred for the 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 Building and any extensions therefrom, Garagecourtyards, Common Areassidewalks, Projectlandscaping, and Property during such Operational Year all other areas, facilities, improvements, and Tenant shall pay same appurtenances relating to Landlord as Overhead Rent. Tenant’s Projected Share shall be divided by 12 and shall be payable on any of the first day of each monthforegoing; provided, 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 Yearhowever, Tenant shall nonetheless be obligated to pay, as part of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share that Operating Expenses for the period which shall have elapsed prior to Building will not include Operating Expenses for the first day of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Project. Within six (6) months from 120 days after the end of each Operational Yearcalendar year, Landlord shall furnish will submit to Tenant by Notice a written statement, itemized in reasonable detail, of the Statement showing (i) the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share of the Cost of Operation and Maintenance of amount by which Operating Expenses incurred during the Buildingpreceding calendar year exceed the Tenant's Forecast Operating Expenses, Garage, Common Areas, Project(ii) the amount thereof paid by Tenant, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”)iii) the balance due or the overpayment. If the Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Projected Share paid by there is a balance due, Tenant for such Operational Year exceeded Tenant’s Proportionate Share for such Operational then, Landlord, at Landlord’s option, shall forthwith either (1) will pay the amount of excess directly to Tenant balance due as Additional Rent within thirty (30) days of Tenant’s 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) permit calendar years, such audit to be conducted by a reputable accounting firm reasonably approved by Landlord. If any such audit reveals an error by Landlord resulting in an overcharge to Tenant, then Landlord will promptly reimburse Tenant for the amount erroneously charged to credit 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 excess against the subsequent payment of Overhead Rent due hereunderdeficiency. If Landlord’s Statement any audit performed by Tenant reveals that the Operating Expenses in total have been overstated by more than five percent (5%), Landlord will pay and/or reimburse Tenant for the cost of Operation and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Yearthe audit not to exceed Two Thousand, Tenant shall forthwith pay Landlord such shortage within thirty Five Hundred Dollars (30) days after Tenant’s receipt of such Statement$2,500.00).

Operating Expenses. (i) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, Tenant’s Projected Share of Costs of Operation and Maintenance If Lessor's Operating Expenses per net rentable square foot for the BuildingProperty, Garagein any calendar year during the term of this Lease exceeds the Operating Expense Base, Common AreasLessee agrees to pay as additional rent Lessee's share of such excess operating expenses. As used herein, Projectthe term "Lessee's share of ----------------- such excess Operating Expenses" means the amount by which Lessor's Operating ------------------------------ Expenses per net rentable square foot exceed the Operating Expense Base, and Property during such Operational Yearmultiplied by the net rentable square feet comprising the Leased Premises. 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, Lessor may invoice Lessee monthly for Lessee's share of the estimated Cost operating expenses for each calendar year, which amount shall be adjusted each year based upon anticipated operating expenses. Within one-hundred twenty (120) days following the close of Operation and Maintenance for such year setting forth each calendar year, Lessor shall provide Lessee an accounting showing in reasonable detail all computations of additional rent due under this section. Failure of Lessor to give Lessee said notice within said time period shall not be a waiver of Lessor's right to collect said additional rent. If the Operating Expenses and Tenant’s Projected Share accounting shows that the total of the Cost monthly payments made by Lessee exceeds the amount of Operation and Maintenance the additional rent due by Lessee under this section, the accounting shall be accompanied by a refund. If the accounting shows that the total of the monthly payments made by Lessee is less than the amount of additional rent due by Lessee under this section, the accounting shall be accompanied by an invoice for the Buildingadditional rent. Notwithstanding any other provisions in this Lease, 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 year in which said Statement is furnished to Tenant. (ii) Within the Lease terminates, Lessor within six (6) months from following the end of each Operational Yeartermination date, Landlord shall furnish have the option to Tenant by Notice a written statement, itemized in reasonable detail, invoice Lessee for Lessee's share of the actual Cost of Operation and Maintenance incurred for such Operational Year and excess operating expenses based upon the Tenant’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”)previous year's operating expenses. If this Lease shall terminate on a day other than the Landlord’s Statement last day 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 thena calendar year, Landlord, at Landlord’s option, shall forthwith either (1) pay the amount of excess directly any additional rent payable by Lessee applicable to Tenant the year in which such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including the termination date bears to 365. Lessee shall have the right at its own expense and within a reasonable time, to audit during Lessor's regular business hours Lessor's books relevant to the additional rent payable under this Section. Notwithstanding anything to the contrary contained in this Lease, if the Building is not occupied to the extent of ninety-five percent (95%) of the rentable area thereof, during any calendar year, Lessee's additional rent under this Section and the operating expenses shall be determined as if the Building had been occupied to the extent of ninety-five (95%) of the rentable area during such year. Lessee agrees to pay any additional rent due under this Section within thirty (30) days of Tenant’s following receipt of such Statement the invoice 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementaccounting showing additional rent due.

Operating Expenses. (iThe amount of the Annual Operating Expenses set forth in Section 1(g) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, above represents Tenant’s Projected Share of Costs of Operation and Maintenance the estimated Operating Expenses for the Building, Garage, Common Areas, Project, 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 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, after the expiration or termination 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Property), Landlord shall forthwith either (1) provide Tenant with a statement of Operating Expenses 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 excess directly any overpayment or deficiency then due from one to Tenant within thirty (30) days of the other or, at Landlord’s option, Landlord may credit Tenant’s receipt of such Statement or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead Rent due hereunderaccount for any overpayment. If Tenant does not give Landlord notice within 30 days after receiving Landlord’s Statement of Operation statement that Tenant disagrees with the statement and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Yearspecifying the items and amounts in dispute, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after be deemed to have waived the right to contest the statement. Landlord’s and Tenant’s receipt 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 reasonable adjustment based on occupancy in computing the Operating Expenses for such Statementperiod so that Operating Expenses are computed as though the Building had been fully occupied.

Operating Expenses. (ia) Commencing on Throughout the Lease Commencement DateTerm, Tenant shall also pay to Landlordon a monthly basis, without demand, as Overhead RentAdditional Rent for the Premises, Tenant’s Projected 's Proportionate Share of Costs the Operating Expenses (as defined in SECTION 4.01(b) hereof). Such payments shall be made as follows: (1) Prior to the Commencement Date and on the first day of Operation and Maintenance for January of each year during the BuildingTerm, Garage, Common Areas, Project, and Property during such Operational Year. In January or as soon thereafter as is practical thereafter in each Operational Yearpracticable, Landlord shall furnish Tenant by Notice a written statement, itemized in reasonable detail, with Landlord's estimate 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 Rentforthcoming year. Tenant’s Projected Share shall be divided by 12 and shall be payable on On the first day of each monthmonth during such year, beginning Tenant shall pay one-twelfth (1/12th) of Tenant's Proportionate Share of the estimated Operating Expenses for such year. If for any reason Landlord has not provided Tenant with Landlord's Operating Expenses estimate on or before the first day of such ensuing Operational Year. If said statement is furnished to Tenant after January or of any year during the commencement of such Operational YearTerm, Tenant shall nonetheless be obligated to paythen, 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 until the first day of the calendar month next succeeding following the calendar month in which said Statement Tenant is furnished given Landlord's estimate of Operating Expenses, Tenant shall continue to Tenantpay to Landlord on the first day of each calendar month the monthly sum payable by Tenant under this SECTION 4.01 for the month of December of the preceding year. (ii2) Within six (6) months from On the end first day of April of each Operational Yearyear during the Term, or as soon thereafter as reasonably practical, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, statement of the actual Cost of Operation and Maintenance incurred Operating Expenses for such Operational Year and the Tenant’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”)preceding year. 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 of excess directly to Tenant within Within thirty (30) days after the delivery of that statement, a lump sum payment will be made by Tenant equal to the amount, if any, by which Tenant’s receipt 's Proportionate Share of such Statement or (2the actual Operating Expenses exceeds the amount, if any, which Tenant has paid toward the estimated Operating Expenses pursuant to SECTION 4.01(a)(1) permit Tenant to credit above. If Tenant's Proportionate Share of the actual Operating Expenses is less than the amount Tenant has paid toward the estimated Operating Expenses pursuant to SECTION 4.01(a)(1) above, Landlord shall apply such amount to the next accruing installments of such excess against the subsequent payment of Overhead Rent due hereunder. If The foregoing notwithstanding, Landlord shall have the right from time to time during any year, but not more frequently than twice in any calendar year, to notify Tenant in writing of any change in Landlord’s Statement 's estimate of Operation and Maintenance shall indicate that Operating Expenses for the then current year, in which event Tenant’s 's Proportionate Share exceeds of Operating Expenses, as previously estimated, shall be adjusted to reflect the amount shown in such notice and shall be effective, and due from Tenant’s Projected Share , on the first day of each month following Landlord's giving of such notice. Landlord also shall have the right to ▇▇▇▇ Tenant for that Operational Year, understatements in Operating Expenses charged to Tenant for only the immediately preceding two (2) calendar years and Tenant shall forthwith pay reimburse Landlord for such shortage understated charges within thirty (30) days after Tenant’s receipt of an invoice from Landlord. The effect of this SECTION 4.01(a) is that Tenant will pay during each year during the Term Tenant's Proportionate Share of actual Operating Expenses. (3) If the Commencement Date occurs on a date other than the first day of January, or if the Term ends on a date other than the last day of December, the actual Operating Expenses for the year in which the Commencement Date or the Expiration Date occurs, as the case may be, shall be prorated so that Tenant shall pay that portion of Tenant's Proportionate Share of Operating Expenses for such Statementyear represented by a fraction, the numerator of which shall be the number of days during such fractional year falling within the Term, and the denominator of which is 365 (or 366, in the case of a leap year). The provisions of this SECTION 4.01 shall survive the Expiration Date or any sooner termination provided for in this Lease. (b) As used in this Lease, "OPERATING EXPENSES" means all expenses, costs, and disbursements of every kind which Landlord incurs, pays or becomes obligated to pay in connection with the operation, repair, and maintenance of the Building, which cost shall include all expenditures by Landlord to maintain all facilities in operation at the beginning of the term and such additional facilities installed in subsequent years as Landlord may consider necessary or beneficial for the operation of the Building in a first class manner. All Operating Expenses shall be determined according to generally accepted accounting principles (which shall be consistently applied) and shall include, but are not limited to, the following:

Operating Expenses. (i) Commencing on All costs and expenses, other than Real Estate Taxes, with respect to the Lease Commencement Dateoperation and maintenance of the Property shall be prorated between Buyer and Seller as of the Adjustment Time, Tenant shall also pay to Landlordincluding all fees and charges for sewer, as Overhead Rentwater, Tenant’s Projected Share of Costs of Operation electricity, heat and Maintenance air-conditioning service and other utilities; charges under those Service Contracts, if any, assigned and assumed by Buyer; and periodic fees payable under transferable licenses and permits 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, operation of any of the estimated Cost of Operation Property. Such costs and Maintenance for such year setting forth the Operating Expenses and Tenant’s Projected Share expenses shall be prorated as of the Cost of Operation and Maintenance for the Building, Garage, Common Areas, Project, and Property during Adjustment Time such Operational Year and Tenant shall pay same to Landlord as Overhead Rent. Tenant’s Projected Share that Seller shall be divided by 12 responsible for all such costs and shall be payable operating expenses attributable on the first day of each month, beginning on the first day of such ensuing Operational Year. If said statement is furnished an accrual basis 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 Adjustment Time and Buyer shall be responsible for all such costs and expenses attributable on an accrual basis to the period from and after the Adjustment Time. If invoices or bills for any of such costs and expenses are unavailable on or before the calendar month next succeeding Closing Date, such costs and expenses shall be estimated and prorated at Closing based upon the calendar month in which said Statement is furnished to Tenant. latest information available (iiincluding prior bills and operating history) Within six (6) months from the end and a final and conclusive readjustment of each Operational Year, Landlord any cost and expense item shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, be made upon receipt of the actual Cost of Operation and Maintenance incurred for such Operational Year and invoice or ▇▇▇▇, but in all events no later than the Tenant’s Proportionate Share Final Proration Adjustment as provided in Section 6.9.8 below. Buyer shall take all commercially reasonable steps to effectuate the transfer to Buyer's name as of the Cost date of Operation Closing of all utilities which are in Seller's name, and Maintenance where necessary, open a new account in Buyer's name and post deposit with the utility companies. Buyer and Seller shall cooperate to have all utility meters read by the appropriate utility companies as of the Building, Garage, Common Areas, Project, and Property during such Operational Year (“Landlord’s Statement date of Operation and Maintenance”)Closing. If Buyer and Seller are unable to obtain such final meter readings as of the Landlord’s Statement Closing Date from all applicable meters, utility expenses related to such meters shall be estimated at Closing based upon the operating history of Operation the Property subject to the final adjustment in all events no later than the Final Proration Adjustment as provided in Section 6.9.8 below. Seller shall be entitled to recover any and Maintenance shall indicate that Tenant’s Projected Share paid all deposit held by Tenant any utility companies for such Operational Year exceeded Tenant’s Proportionate Share for such Operational then, Landlord, at Landlord’s option, shall forthwith either (1) pay utilities in any Seller's name as of the amount date of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such StatementClosing.

Operating Expenses. (ia) Commencing on For each calendar year occurring during the Lease Commencement DateTerm, Tenant shall also pay to Landlord, as Overhead Additional Rent, an amount equal to Tenant’s Projected Share Occupancy Percentage 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 for such calendar year as hereinafter provided (the amount so payable by Tenant being herein called “Tenant’s Projected Share Operating Expense Share”). However, (i) for the first calendar year occurring within the Term (i.e., the calendar year commencing on January 1, 2004 and ending on December 31, 2004), Operating Expenses shall be deemed to consist only of amounts paid or incurred on, or subsequent to, the Commencement Date, and (ii) for any calendar year which ends later than the last day of the Cost Term, the Tenant’s Operating Expense Share shall be prorated to correspond to that portion of Operation and Maintenance for such calendar year occurring within the Building, Garage, Common Areas, Project, and Property during such Operational Year and Term. (b) Tenant shall pay same to Landlord as Overhead Rent. Tenant’s Projected Operating Expense Share for each such calendar year pursuant to the following provisions: (1) For each calendar month occurring during any such calendar year, Tenant, on the first (1st) day of such calendar month, shall make a payment on account of Tenant’s Operating Expense Share equal to one-twelfth (1/12th) of Landlord’s good-faith estimate of Tenant’s Operating Expense Share for such calendar year as shown on the Final Budget for such calendar year (such payments on account being herein called the “Monthly Estimated OE Payments”). However, (A) Landlord, by notice to Tenant, may, at any time and from time to time during any calendar year, reduce the amount of the Monthly Estimated OE Payment for such calendar year, and (B) for the balance of the first calendar year occurring within the Term (i.e., the period commencing on the Commencement Date and ending on December 31, 2004), the Monthly Estimated OE Payments shall be divided by 12 in the amount set forth on Exhibit C hereto, and shall be payable only on the first (1st) 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 occurring after the calendar month in which said Statement is furnished to Tenantthe Commencement Date occurs, and (C) for any calendar year which ends later than the last day of the Term, the Monthly Estimated OE Payments shall be made only for calendar months during such calendar year occurring within the Term. (ii2) Within six (6) months from Any overpayment or underpayment of Tenant’s Operating Expense Share for any calendar year based on the Monthly Estimated OE Payments on account thereof shall be reconciled after the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized such calendar year as provided in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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”Section 2.2(f). 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.________________________________________________________________________________________________________________________

Operating Expenses. (ia) Commencing on The amount of the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, Annual Operating Expenses set forth in Section 1 above represents Tenant’s Projected Share of Costs of Operation and Maintenance the estimated Operating Expenses for the Buildingcalendar 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, Garage, Common Areas, Project, but not more than two (2) times per calendar year. Each year (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, after the expiration or termination 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Property), Landlord shall forthwith either provide Tenant with a statement of Operating Expenses (1“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 excess directly 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 the 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 makes all of the necessary books and 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 detailed report addressed to both Landlord and Tenant with its calculated conclusions within fifteen (15) days after the completion of the audit. Landlord and Tenant shall work together in good faith to resolve any issues raised in Tenant’s audit. Upon the resolution of such dispute, any amount due Tenant (if any) shall be credited against future payments of Rent or, if no further Rent is due, pay such amount to Tenant within thirty (30) days after the date of such resolution. Tenant shall be responsible for all costs, expenses and fees incurred in connection with its audit; provided, however, if the parties determine through Tenant’s receipt 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 Statement 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 (2b) permit Tenant shall survive the expiration or termination of this Lease. Notwithstanding any other provision of this Lease to credit the amount contrary, Landlord may, in its reasonable discretion, determine from time to time the method of such excess against computing and allocating Operating Expenses, including the subsequent payment method of Overhead Rent due hereunderallocating Operating Expenses to various types of space within the Building to reflect any disparate levels of services provided to different types of space. If Landlord’s Statement of Operation and Maintenance shall indicate the Building is not fully occupied during any period, Landlord may make a reasonable adjustment based on occupancy in computing the Operating Expenses that Tenant’s Proportionate Share exceeds Tenant’s Projected Share vary based on occupancy for such period so that Operational Year, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such StatementOperating Expenses are computed as though the Building had been fully occupied.

Operating Expenses. (ia) Commencing on For each calendar year occurring during the Lease Commencement DateTerm, Tenant shall also pay to Landlord, as Overhead Additional Rent, an amount equal to Tenant’s Projected Share Occupancy Percentage 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 for such calendar year as hereinafter provided (the amount so payable by Tenant being herein called “Tenant’s Projected Share Operating Expense Share”). However, (i) for the first calendar year occurring within the Term (i.e., the calendar year commencing on January 1, 2004 and ending on December 31, 2004), Operating Expenses shall be deemed to consist only of amounts paid or incurred on, or subsequent to, the Commencement Date, and (ii) for any calendar year which ends later than the last day of the Cost Term, the Tenant’s Operating Expense Share shall be prorated to correspond to that portion of Operation and Maintenance for such calendar year occurring within the Building, Garage, Common Areas, Project, and Property during such Operational Year and Term. (b) Tenant shall pay same to Landlord as Overhead Rent. Tenant’s Projected Operating Expense Share for each such calendar year pursuant to the following provisions: (1) For each calendar month occurring during any such calendar year, Tenant, on the first (1st) day of such calendar month, shall make a payment on account of Tenant’s Operating Expense Share equal to one-twelfth (1/12th) of Landlord’s good-faith estimate of Tenant’s Operating Expense Share for such calendar year as shown on the Final Budget for such calendar year (such payments on account being herein called the “Monthly Estimated OE Payments”). However, (A) Landlord, by notice to Tenant, may, at any time and from time to time during any calendar year, reduce the amount of the Monthly Estimated OE Payment for such calendar year, and (B) for the balance of the first calendar year occurring within the Term (i.e., the period commencing on the Commencement Date and ending on December 31, 2004), the Monthly Estimated OE Payments shall be divided by 12 in the amount set forth on Exhibit C hereto, and shall be payable only on the first (1st) 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 occurring after the calendar month in which said Statement is furnished to Tenantthe Commencement Date occurs, and (C) for any calendar year which ends later than the last day of the Term, the Monthly Estimated OE Payments shall be made only for calendar months during such calendar year occurring within the Term. (ii2) Within six (6) months from Any overpayment or underpayment of Tenant’s Operating Expense Share for any calendar year based on the Monthly Estimated OE Payments on account thereof shall be reconciled after the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized such calendar year as provided in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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”Section 2.2(f). 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.

Operating Expenses. 4.2.1 This is a fully serviced, gross Lease. All Operating Expenses shall be included in the Basic Rent from the Lease Commencement Date through the Base Year (ias defined in the Lease Summary). For each calendar year following the Base Year, Tenant shall pay, in monthly installments and as “Additional Rent”, an amount equal to the “Tenant’s Proportionate Share” (as hereinafter defined) Commencing of actual “Total Operating Expanses” (as hereinafter defined) minus Tenant’s Proportionate Share of actual Total Operating Expenses for the Base Year. Notwithstanding anything herein to the contrary, Tenant shall in no event pay less than the Basic Rent in any calendar year. 4.2.2 “Tenant’s Proportionate Share” shall be computed by dividing the Total Rentable Area of the Premises by the Total Rentable Area of the Building or Total Rentable Area of the Office Tower, as applicable with respect to any particular Operating Expense. Tenant’s Proportionate Share upon the Lease Commencement Date for the entire Premises is as specified in the Lease Summary. 4.2.3 “Rentable Area of the Building,” “Rentable Area of the Office Tower” and “Rentable Area of the Premises” are defined as those areas obtained by measuring the Building, Office Tower and Premises using Landlord’s method of measurement, which method is based substantially on the method of measuring floor area in office buildings specified in the American National Standard Publication ANSI/BOMA Z65.1-1996 published by the Building Owners and Managers Association International (otherwise known as “BOMA Standard”). The Total Rentable Area of the Building, Total Rentable Area of the Office Tower and Total Rentable Area of the Premises, as of the Lease Commencement Date, are as specified in the Lease Summary. The Total Rentable Area of the Premises exceeds the usable area of the Premises to include a pro rata share of hallways, restrooms, and other common elements located on the floor on which the Premises are located. Tenant’s Proportionate Share shall be calculated based upon the Total Rentable Area of the Building with respect to Operating Expenses the benefit of which are shared with Building retail and office tenants and based upon the Total Rentable Area of the Office Tower with respect to Operating Expenses the benefit of which are shared only with other Office Tower tenants. 4.2.4 Landlord shall provide Tenant with a written estimate of Total Operating Expenses for the succeeding year at least thirty (30) days after the start of each Lease Year during the Lease Term, following the first Lease Year of the Lease Term. Tenant shall also then pay to Landlord, as Overhead Rentmonthly in advance, Tenant’s Projected Share one-twelfth (1/12) 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share of the Cost of Operation and Maintenance estimated Total Operating Expenses for the said Lease Year in excess of the Buildingproduct of the Expense Stop multiplied by the Rentable Area of the Premises. In the event any item of actual Operating Expenses, Garageincluding without limitation those items identified in subparagraph (4.2.6) below, Common Areasincreases five percent (5%) or more in price or cost over any twelve (12) month period, Project, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”). If Landlord shall have the Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Projected Share paid by Tenant for such Operational Year exceeded option to pass through to Tenant’s Proportionate Share of any increase in the actual Operating Expenses upon thirty (30) days’ written notice from Landlord to Tenant. 4.2.5 Within one hundred twenty (120) days after the end of every Lease Year during the Lease Term, Landlord shall provide the Tenant with a written statement of the actual Total Operating Expenses for that Lease Year. If the actual Total Operating Expenses should exceed the estimated amount with respect to such Operational thenLease Year, Landlord, at Landlord’s option, then Tenant shall forthwith either (1) pay Landlord the additional amount of excess directly due to Tenant the Landlord within thirty (30) days of Tenant’s receipt of such Statement or (2) permit Tenant to credit and, if actual Total Operating Expenses should be less than the estimated Total Operating Expenses for that Lease Year, then Landlord shall credit, against future Additional Rent due under this Article, 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 any overpayment by Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.

Operating Expenses. (ia) Commencing With regard to the Expansion Premises, on the Expansion Date, and, with regard to the 1100 Premises, on the Renewal Date, Item 8 of the Basic Lease Commencement Provisions is deleted. (b) With regard to the Expansion Premises, on the Expansion Date, and, with regard to the 1100 Premises, on the Renewal Date, Paragraph 3(a) of the Lease is deleted, and the following substituted therefor: “Tenant shall pay to Landlord as additional rent (“Additional Rent”) an amount equal to Tenant’s Proportionate Share (defined below) of Operating Expenses. In addition to payment of Tenant’s Proportionate Share of Operating Expenses, Tenant shall also pay to Landlord, Landlord as Overhead part of Additional Rent, Tenant’s Projected 's Proportionate Share of Electrical Costs (defined below).” (c) With regard to the Expansion Premises, on the Expansion Date, and, with regard to the 1100 Premises, on the Renewal Date, Paragraph 3(c) of Operation the Lease is deleted. (d) With regard to the Expansion Premises, on the Expansion Date, and, with regard to the 1100 Premises, on the Renewal Date, Paragraph 3(e) of the Lease is amended by deleting the clause “(including Tenant’s Base Year for Operating Expenses)”. (e) With regard to the Expansion Premises, on the Expansion Date, and, with regard to the 1100 Premises, on the Renewal Date, the first sentence of Paragraph 3(g) of the Lease is deleted 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 following substituted therefor: “Prior to the commencement of each Operational Yearcalendar year of the Lease Term, Landlord shall furnish have the right to give to Tenant by Notice a written statement, itemized in reasonable detail, estimate 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share of Operating Expenses, if any, for the Cost of Operation and Maintenance of Property for the Buildingensuing year.” (f) With regard to the Expansion Premises, Garageon the Expansion Date, Common Areasand, Projectwith regard to the 1100 Premises, and Property during such Operational Year (on the Renewal Date, the Lease is amended by replacing all references to the phrase “Landlord’s Statement of Operation and Maintenanceexcess Operating Expenses” with “Operating Expenses”). 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.

Operating Expenses. (i) Commencing on From and after the Lease Suite C-2 Commencement DateDate and continuing through the remainder of the Suite C-2 Term, in addition to the Operating Expenses payable by Tenant respecting the Existing Premises, Tenant shall also pay to Landlord, as Overhead Rent, for Tenant’s Projected 's Pro Rata 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 respecting 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 RentSuite C-2 Expansion Space. Tenant’s Projected Share shall be divided by 12 and Such amounts shall be payable in accordance with the terms of the Existing Lease; provided, however, any caps on increases in Operating Expenses respecting the first day Existing Premises shall not apply to the Suite C-2 Expansion Space. During the Suite C-2 Tenn, Tenant's Pro Rata Share of each Operating Expenses (exclusive of Taxes) respecting the Suite C-2 Expansion Space shall not increase by more than 5% per calendar year on a compounding and cumulative basis throughout the Suite C-2 Term (e.g. Tenant's Pro Rata Share of Operating Expenses (other than Taxes) for 2018 shall not exceed 105% of Tenant's Pro Rata Share of Operating Expenses (other than Taxes) for 2017; Tenant's Pro Rata Share of Operating Expenses (other than Taxes) for 2019 shall not exceed I 05% of the maximum allowable amount of Tenant's Pro Rata Share of Operating Expenses (other than Taxes) pennitted for 2018). By way of illustration, if Tenant's Pro Rata Share of Operating Expenses (other than Taxes) respecting the Suite C-2 Expansion Space for 2017 were to be $1.00 per rentable square foot per month, beginning on then Tenant's Pro Rata Share of Operating Expenses (other than Taxes) respecting the first day Suite C-2 Expansion Space for 2018 would not exceed $1.05 per rentable square foot per month, and Tenant's Pro Rata Share of such ensuing Operational YearOperating Expenses (other than Taxes) respecting the Suite C-2 Expansion Space for 2019 would not exceed $1. If said statement is furnished to l 025 per rentable square foot per month. For the avoidance of doubt, nothing contained herein shall limit in any way Tenant's liability for Taxes respecting the Suite C-2 Expansion Space. Landlord and Tenant after January or acknowledge that for purposes of Operating Expenses payable by Tenant respecting the commencement of such Operational Year, Tenant shall nonetheless be obligated to pay, as part of its next installment of Base Rent and Overhead RentSuite C-2 Expansion Space, Tenant’s Projected 's Pro Rata 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 Tenantequal 6.3%. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.

Operating Expenses. As noted above, the term “Total Rental” includes an annual “Operating Expense Estimate” equal to $1.70 per square foot of the Leased Premises, for the calendar year in which the lease commences, to cover Lessee’s pro rata share (see Paragraph 1) of the estimated Operating Expenses With respect to Operating Expenses, the parties agree to the following: (a) The term “Operating Expenses” used in this Lease Agreement represents the total annualized cost of operating the Building including, but is not limited to, Owners Association Costs and Assessments Common Maintenance and Service Costs, Real Estate Taxes and Assessments, Insurance Premiums, accounting, management fees and other reasonable costs associated with the management and operation of the Building. Said term shall not include depreciation on any improvement, any major capital expenses or improvements (particularly major re-roofing or pavement resurfacing work), moving or relocation costs, legal or collection costs and real estate commissions. In addition, Operating Expenses shall not include the Operating Expenses Exclusions set forth on “Exhibit F” attached hereto. (b) The term “Common Maintenance and Service Costs” shall include routine cleaning and maintenance of the exterior of the Leased Premises to include periodic window cleaning; the cleaning, maintenance and sweeping of the parking lot and sidewalks; the care and maintenance of the landscaping and landscaped areas to include the retention pond areas and irrigation systems; common area exterior lighting and other power charges, if any; domestic and irrigation water, and sanitary sewer charges and assessments; routine rubbish collection, if any; painting; and any other costs customarily considered as common repair, maintenance and service costs. (c) The term “Real Estate Taxes and Assessments” shall include ad valorem real and personal property taxes and assessments or any new and different taxes, and assessments levied or charged against the entire Building (and/or the Center as a completed project). All sales tax on rents and personal property taxes charged or levied against Lessee’s furniture, fixtures and equipment in the Leased Premises shall be paid by Lessee. Notwithstanding any other provision herein, (i) Commencing on in the case of a general or special assessment levied against the Leased Premises and/or Center, regardless of whether Lessor elects to pay the assessment in installments, Lessee’s proportionate share of such assessment shall be computed as if Lessor 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 Lease Commencement Date, Tenant Term shall also pay be included; and (ii) no special assessments attributable 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 initial development or as soon as is practical thereafter in each Operational Year, Landlord shall furnish Tenant by Notice a written statement, itemized in reasonable detail, construction 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 Leased Premises or Center shall be divided by 12 and included as additional rent or otherwise passed on to Lessee. Without limitation, Lessor 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 refund to Lessee Lessee’s prorata share 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess any refund, rebate or the like of taxes and/or assessments that were paid by Lessee (directly to Tenant within thirty (30or as additional rent) days regardless of Tenant’s receipt whether such refund, rebate or the like is received by Lessor after the expiration of such Statement or (2) permit Tenant to credit the amount term 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementthis Lease.

Operating Expenses. (iThe amount of the Annual Operating Expenses set forth in Section 1(g) Commencing on above represents Tenant’s Share of the Lease Commencement Dateestimated Operating Expenses for the calendar year in which the Term commences, excluding the cost of electricity and gas that is separately metered to the Premises, and which shall be paid by Tenant shall also pay directly to Landlordthe respective utility provider, as Overhead Rent, set forth in Section 7 below. 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 Projected Share of Costs any extraordinary or unanticipated Operating Expenses. By April 30th of Operation each year (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, after the expiration or termination 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Premises), Landlord shall forthwith either provide Tenant with a statement of Operating Expenses for the preceding calendar year or part thereof. Within 30 days after delivery of the statement to Tenant, as the case may be, (1i) Tenant shall pay to Landlord the amount of excess directly any deficiency then due from Tenant to Tenant within thirty Landlord, or (30ii) days of Landlord shall credit Tenant’s receipt account for any overpayment by Tenant (which credit shall be applied against Rent first due and owing under this Lease) except that in the event that the Term has expired or terminated other than for Tenant’s default Landlord shall pay Tenant for any such overpayment. If Tenant does not give Landlord notice within 120 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 the statement. During such 120 day period, Tenant shall be entitled, during regular business hours, after giving to Landlord at least 5 business days prior written notice, to inspect in Landlord’s business office all Landlord’s records necessary to satisfy itself that all charges set forth in the statement have been correctly allocated to Tenant, and to obtain an audit thereof on a non-contingent fee basis by an independent certified public accountant (selected by Tenant with Landlord’s written consent, which shall not be withheld unreasonably) to determine the accuracy of such Statement or (2) permit Tenant to credit Landlord’s certification of the amount of such excess against the subsequent payment of Overhead Rent due hereunderOperating Expenses charged Tenant. If Landlord’s Statement of Operation and Maintenance shall indicate it is determined that Tenant’s Proportionate Share liability for Operating Expenses is less than ninety-five percent (95%) of that amount which Landlord previously certified to Tenant in such statement, Landlord shall pay to Tenant the reasonable cost of such audit and regardless of such percentage shall refund promptly to Tenant the amount of the Operating Expenses paid by Tenant which exceeds Tenant’s Projected Share the amount for that Operational Yearwhich Tenant actually is liable, as determined following such audit. Except as set forth above, Tenant shall forthwith pay Landlord bear the total cost of any such shortage within thirty (30) days after audit. Landlord’s and Tenant’s receipt obligation to pay any overpayment or deficiency due the other pursuant to this Section shall survive the expiration or termination of such Statementthis Lease.

Operating Expenses. (a) Tenant agrees to reimburse Landlord, as Additional Rent hereunder, and under any extensions or renewals of this Lease, for Tenant's pro rata share of the annual Operating Expenses (as defined in subsection (b) below) of the Building and related common areas, including the parking areas, in excess of the amount of the per rentable square foot cost of the actual operating expenses for calendar year 1998 (hereinafter called the "Base Year Rate"). The Operating Expenses per rentable square foot of the Building shall be determined by dividing the total Operating Expenses incurred for the calendar year in question by the total number of rentable square feet in the Building; provided, however, that in any year during which the Building is less than ninety-five (95%) occupied (on an average basis) the annual Operating Expenses used to determine Tenant's share shall be adjusted to the amount which would have been incurred if the Building had been ninety-five percent (95%) occupied for the entire year, but in no event shall Landlord be reimbursed for more than the total Operating Expenses actually incurred during the year in question. Tenant's pro rata share of the excess Operating Expenses shall be determined by multiplying such excess amount by the number of rentable square feet contained within the Premises (hereinafter called "Tenant's Share"). Landlord and Tenant hereby agree that, for purposes of this Section 9, the rentable square footages of the Premises and the Building are set forth in the Summary of Primary Business Terms at the beginning of this document, and Tenant's Share shall be determined based on such amounts. If the size of the Building or the Premises is changed, the parties hereby agree to recalculate Tenant's Share following such change. (b) Operating Expenses shall be all those expenses of operating, servicing, managing and maintaining the Building and the Property in a first-class manner deemed by Landlord reasonable and appropriate and in the best interest of the tenants of the Building. Operating Expenses shall include, without limitation, the following: (1) All taxes and assessments applicable to the Property and the Building, which shall include real and personal property ad valorem taxes, and any and all costs and expenses (including consultant's fees) incurred by Landlord in seeking a reduction of any such taxes and assessments. However, Tenant shall not be obligated for taxes on the net income from the operation of the Building, unless there is imposed in the future a tax on rental income on the Building in lieu of the real property ad valorem taxes, in which event such tax shall be deemed to be included in the Operating Expenses of the Building. (2) Insurance, including, without limitation, liability, casualty, workers' compensations, comprehensive and any other coverage which Landlord deems appropriate for the Property and the Building. (3) Utility charges for the operation of the Property and the Building including, without limitation, water, electricity, gas, heating, lighting, ventilation, sanitary sewer and air conditioning of the Building, but not including those utility charges separately metered and actually paid directly by any tenant. (4) Janitorial and maintenance expenses, including: (i) Commencing The wages and salaries of all employees engaged in the operation and maintenance of the Building including the employer's social security taxes and any other taxes which may be levied on the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, Tenant’s Projected Share of Costs of Operation such wages and Maintenance for the Building, Garage, Common Areas, Projectsalaries, 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 Tenantincluding customary fringe benefits. (ii) Within six Janitorial services and janitorial supplies and other materials used in the operation and maintenance of the Building. (iii) The cost of maintenance and service agreements on equipment, window cleaning, landscaping, grounds maintenance, pest control, security, trash and snow removal, and other similar services or agreements. (5) Management expense, including, without limitation, management fees and expenses whether paid to Landlord, if Landlord manages the Building, or to a third party management company. (6) months from The costs, including interest, amortized over its useful life, of any capital improvement made to the end Building by or on behalf of Landlord after the date of this Lease which is required under any governmental law or regulation that was not applicable to the Building at the time of its construction, and of the acquisition and installation of any device or equipment designed to improve the operating efficiency of any system within the Building and capital improvements designed to protect the health and safety of Tenants in the Building. (7) All services, supplies, repairs, replacements or other expenses directly and reasonably associated with servicing, maintaining, managing and operating the Property and the Building, including, but not limited to lobby and other common use areas and vehicular and pedestrian traffic areas, the parking areas, landscaped areas and all access ways to the Building. (c) As soon as practicable after December 31 of each Operational Yearyear during the Term of this Lease, Landlord shall furnish to Tenant by Notice an itemized statement (including a written statementstatement of how such Operating Expenses were increased if the Building was less than 95% occupied during that calendar year) of such Operating Expenses per rentable square foot within the Building for the calendar year then ended. Tenant may have access to Landlord's records, itemized during normal business hours and at the place where Landlord keeps such records, in reasonable detail, of the actual Cost of Operation and Maintenance incurred for order to audit or otherwise verify such Operational Year and the Tenant’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”)expenses. If the Landlord’s Statement of Operation and Maintenance an audit discloses that Tenant has been overcharged by ten percent (10%) or more, then Landlord shall indicate that Tenant’s Projected Share paid by reimburse Tenant for the reasonable cost of such Operational Year exceeded Tenant’s Proportionate Share for such Operational then, Landlord, at Landlord’s option, shall forthwith either audit. (1) pay the amount On or before January 1 of excess directly to each calendar year thereafter, Landlord shall provide Tenant within thirty (30) days a written estimate of Tenant’s receipt 's Share of annual excess Operating Expenses for the upcoming calendar year. Beginning with the first month of such Statement 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 Yearcalendar year, Tenant shall forthwith pay to Landlord, together with its monthly payment of Base Rent as provided in Section 3 hereinabove, as Additional Rent hereunder, an amount equal to one-twelfth (1/12th) of the estimated Tenant's Share (as shown in Landlord's statement) of any excess Operating Expenses. In the event that at the end of any calendar year, Tenant has paid to Landlord an amount in excess of Tenant's Share of any actual excess Operating Expenses for such shortage calendar year, Landlord shall apply any such excess amount to any amount then owing to Landlord hereunder, and if none, Landlord shall promptly refund such excess amount to Tenant; and in the event at the end of any calendar year Tenant has paid to Landlord less than Tenant's Share of any actual excess Operating Expenses for such calendar year, Tenant shall pay to Landlord any such deficiency within thirty (30) days after Tenant receives the annual statement referred to above. (2) For the calendar year in which this Lease terminates, and is not extended or renewed, the provisions of this section shall apply, but Tenant’s 's Share for such year shall be subject to a pro rata adjustment based upon the number of full and partial calendar months of said calendar year prior to the expiration of the Term of this Lease and shall be computed by December 31 immediately preceding the expiration of the Term of this Lease as the Operating Expenses for such last calendar year. Tenant's Share for the final calendar year, if not fully paid with Tenant's monthly payments of Base Rent as provided herein, shall be paid to Landlord thirty (30) days after receipt of the applicable Operating Expense statement. (d) Notwithstanding the foregoing, Landlord agrees that if the aggregate cost of the expenses set forth in Subsections 9(b)(4), 9(b)(5), 9(b)(6) and 9(b)(7) above increase by more than five percent (5%) over the cost thereof for the prior year, Tenant shall be liable for Tenant's Share of only the first five percent (5%) of such Statementincrease.

Operating Expenses. (i) Commencing on Section 6.01. From the Lease Commencement Date until the Fiscal Year End following the Commencement Date, Tenant shall also pay to Landlordon a monthly basis in advance, as Overhead Rentwithout demand, 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 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 on of each Fiscal Year during the Term, Landlord shall furnish Tenant with Landlord's reasonable estimate of the Operating Expenses and any anticipated Operating Expense Excess for such Fiscal Year. On the first day of each month during such ensuing Operational Year. If said statement is furnished to Tenant after January or the commencement of such Operational Fiscal Year, Tenant shall nonetheless be obligated to pay, as part pay Tenant's Proportionate Share of its next installment such Fiscal Year's estimated Operating Expense Excess in monthly installments of Base Rent and Overhead Rent, 1/12th of Tenant’s Projected 's Proportionate Share of the estimated annual Operating Expense Excess for the period which shall have elapsed prior to such Fiscal Year. (b) By the first day of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end March of each Operational YearFiscal 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 Notice a written Tenant, within 30 days of Exhibit 10.75 the delivery of that statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the equal to Tenant’s 's Proportionate Share of the Cost 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 lump sum payment shall be made by Landlord, within 30 days of Operation 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 Maintenance 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 survive termination of this Lease with respect to such adjustment and any payments owing by either party to the other after termination hereof. Section 6.02. As used herein, "Operating Expense" means all expenses, costs, and disbursements of every kind which Landlord pays or incurs in connection with the ownership, operation (including, without limitation, the costs of utilities), and maintenance of the Building, Garage, Common Parking Areas, Projectand exterior 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, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”). If but are not limited to, 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.following:

Operating Expenses. (ia) Commencing on The amount of the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, Annual Operating Expenses set forth in Section 1(h) above represents Tenant’s Projected Share of Costs of Operation and Maintenance the estimated Operating Expenses for the Building, Garage, Common Areas, Project, calendar year in which the Term commences. Landlord may reasonably 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 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, after the expiration or termination 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Property), Landlord shall forthwith either (1) provide Tenant with a reasonably detailed statement of Operating Expenses 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 excess directly 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 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 the statement and the amounts set forth in good faith by Landlord in such statement shall thereafter be deemed conclusive against Tenant. 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 at least 95% occupied during any period, Landlord may make a reasonable adjustment based on occupancy in computing the Operating Expenses for such period of expenses that vary based on the level of occupancy of the Building, so that Operating Expenses are computed as though the Building had been 95% occupied. (b) Upon request of Tenant, and not more than once in any twelve (12) month period, Landlord shall make its records relating to Operating Expenses for the immediately preceding calendar year available to Tenant for review. The right to such review shall be conditional upon the following: (a) no Event of Default by Tenant has occurred; (b) Tenant shall be current in the payment of all Operating Expenses; (c) Tenant must provide Landlord at least thirty (30) days advance notice of its desire to review such information, and Landlord shall make the same available to Tenant at Landlord’s offices during regular business hours; (d) such review shall be at Tenant’s sole cost and expense; (e) Landlord shall not be obligated to provide any documentation other than that maintained by Landlord in the ordinary course of its business; (f) such review may not be conducted on a contingency basis and must be conducted by a certified public accountant; (g) Tenant shall provide a copy of the results of such review to Landlord, and Landlord may conduct an independent review of the same; (h) Tenant shall hold all of the results of such review confidential and shall not disclose the same to any other party; (i) the party performing the review on behalf of Tenant may not have performed such review for any other tenant of the Building, and may not solicit audit business for any other tenant in the Building concurrently with or following such review for Tenant (j) no assignee or transferee of Tenant shall have the right to conduct an audit for any period prior to the effective date of such assignment or transfer; and (k) no subtenant shall have any right to conduct an audit. If Landlord and Tenant determine that Operating Expenses for the year in question were overpaid by Tenant then Landlord shall provide Tenant with a credit against the next installment(s) of Rent in the amount of such overpayment. Likewise, if Landlord and Tenant determine that Operating Expenses for the year in question are more than what was paid by Tenant then Tenant shall pay Landlord the amount of such underpayment within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementdays.

Operating Expenses. (ia) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, Landlord as Overhead additional rent (together with any other payments due from Tenant to Landlord hereunder other than the Minimum Rent, Tenant’s Projected Share “Additional Rent”) all Operating Expenses pursuant to the terms, conditions and limitations of Costs this Section 5.03. On or before the Commencement Date and on or before the first (1st) day of Operation January first occurring after the Commencement Date and Maintenance for the Building, Garage, Common Areas, Project, and Property during such Operational Year. In January or thereafter as soon as is practical thereafter in before each Operational Yearsucceeding calendar year during the Term, 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 estimate the Operating Expenses (as hereinafter defined) for the calendar year in question (“Estimated Operating Expenses”) and Tenant’s Projected Share shall submit such information to Tenant in a written statement (the “Estimated Expense Statement”). Landlord shall use reasonable efforts to issue the Estimated Expense Statement for the following calendar year by November 1 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 then-current calendar year. (b) Commencing on the first day later of each month, beginning on the first day of such ensuing Operational Year. If said statement is furnished to Tenant after January Commencement Date 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 following Tenant’s receipt of Landlord’s first Estimated Expense Statement, Tenant shall pay to Landlord as Additional Rent a sum (the “Monthly Estimated Operating Expense Payment”) equal to one-twelfth (1/12) of the Estimated Operating Expenses for such calendar year (or a prorated portion thereof for any partial month). Tenant’s first Monthly Estimated Operating Expense Payment shall be accompanied by the payment of an amount equal to the product of the number of full months, if any, within the calendar month in year which said Statement is furnished to Tenant. have elapsed between the Commencement Date and such first Monthly Estimated Operating Expense Payment. During the first Lease Year, Landlord may modify the Monthly Estimated Operating Expense Payment one time following the first ninety (ii90) Within days of the first Lease Year. During any and all subsequent Lease Years, Landlord may modify the Monthly Estimated Operating Expense Payment one time following the first six (6) months of such Lease Year. In such event, Tenant shall (i) pay Landlord at the time of the next due Monthly Estimated Operating Expense Payment the difference between all Monthly Estimated Operating Expense Payments theretofore paid and the amount that would have been paid based on such modification; provided, however, Tenant shall in all instances have no less than thirty (30) days’ prior notice of such new payment amount, and (ii) pay such modified amount thereafter during such Lease Year. Landlord shall monitor the Monthly Estimated Operating Expense Payment against actual and anticipated Operating Expenses and reduce the amount thereof if Landlord reasonably determines that it is collecting substantially (for purposes of this subsection 5.03(b), defined to mean ten percent (10%) or more) in excess of the amount reasonably required. (c) Landlord shall in no event recover more than the actual costs and expenses actually incurred and paid by Landlord in operating and maintaining the Premises, as set forth below (the “Operating Expenses”), including, without limitation, performing the work pursuant to Section 11 and providing all services pursuant to Section 17 hereof. Landlord shall not make a profit from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, collection of the actual Cost Operating Expenses from Tenant. Notwithstanding anything contained in the Lease to the contrary, prior to the Rent Commencement Date, Tenant shall only be required to pay for Operating Expenses if and to the extent of Operation and Maintenance such Operating Expenses actually, demonstrably incurred for such Operational Year and the as a result of Tenant’s Proportionate Share occupancy of the Cost Premises. Except as otherwise provided in this Lease, Operating Expenses shall mean (i) real estate taxes and similar taxes or assessments in lieu thereof for the Building (the “Real Estate Taxes”), subject to any abatements or credits and any savings that can be achieved for the early payment thereof (whether or not Landlord does, in fact, pay such taxes early) (“Real Estate Tax Expenses”); (ii) public and private assessments, levies or charges; (iii) the cost of Operation labor (including, without limitation, salaries, wages and Maintenance all fringe benefits made to or on behalf of any and all employees or agents of Landlord to the extent performing on site services rendered in connection with the operation, repair, maintenance, protection and management of the Building, Garageall of which expenses shall not exceed the market rate for such services based on a competitively bid third party contract for other comparable office buildings in the area of the Building), Common Areaspermits, Projectsupplies, parts, tools, equipment, premiums for insurance required to be maintained by Landlord hereunder and Property during other reasonable and necessary insurance based upon competitive bidding, market-rate management fees, maintenance and service contracts with independent contractors; (iv) capital improvements and major repairs/replacements made primarily for the purpose of reducing energy costs, provided that in any calendar year Landlord may only recover such Operational Year costs to the extent of demonstrated, actual cost savings in such calendar year; (“v) condominium association fees, if any, provided that the imposition of condominium association fees does not increase costs to Tenant and provided Landlord’s Statement of Operation subjecting the Premises to a condominium regime does not in any way, directly and Maintenance”). If the Landlord’s Statement of Operation and Maintenance shall indicate that solely as a result thereof, limit or impair Tenant’s Projected Share paid by Tenant for such Operational Year exceeded use or occupancy of the Premises or increase Tenant’s Proportionate Share for such Operational thenOperating Expenses taken as a whole; and (vi) all other items properly constituting direct operating costs according to GAAP, Landlord, whether similar or dissimilar to the foregoing. All costs included in Operating Expenses shall be charged to Tenant at Landlord’s optionactual 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 forthwith either be included no more than once. (1d) pay Operating Expenses shall not include: capital expenditures except (i) as provided in Section 5.03(c) or (ii) if such capital expenditure was required to comply with applicable law, in which case such expense may be amortized over its useful life with interest at Landlord’s borrowing rate; management fees to the amount Management Company greater than the fees being charged by independent third party managers in the market based on competitive bidding, but in no event greater than *** percent (***%) of the then current Stripped Rent in the aggregate (provided, however, in the event Tenant exercises its right to replace the Management Company pursuant to Section 17.09 and engages a manager directly, no management fee may be included in Operating Expenses); 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, as opposed to the operation and maintenance of the Building, including income taxes, excess profit taxes, franchise taxes, capital stock taxes or similar taxes on Landlord’s business except to the extent the same is an Imposition (as defined hereinafter); commissions payable to leasing brokers, utility costs directly metered to or paid by Tenant; any materials, goods, products or services paid for directly by Tenant; wages, salaries or other compensation paid to employees above the level of the property manager referred to in Section 17.01; leasing commissions, finders’ fees and all other leasing expenses incurred in procuring tenants in the Building including Tenant; 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 (except to the extent caused directly by Tenant) but such exclusion does not relieve Tenant within thirty (30) days of Tenant’s receipt obligations and liabilities as provided in Section 12; the cost of correcting violations of or non-compliance with law or code existing as of the Commencement Date; legal fees for the negotiation or enforcement of leases; the cost of constructing tenant improvements or installations for Tenant; 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 (other than through Operating Expenses); amounts paid to subsidiaries or affiliates of Landlord for services in or to the Building, to the extent that the costs of such Statement services exceed market-based, competitively bid 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 (2) permit Tenant to credit the amount of such excess against the subsequent as, but not limited to, late payment penalties and interest on real estate taxes and late payment of Overhead Rent due hereunder. If Landlord’s Statement utility bills); 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 Operation income whatsoever, whether or not Landlord actually makes a profit from such concession; costs incurred in connection with correcting defects or nonconforming Work, or any other deficiencies existing as of the Commencement Date or during any warranty period, 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 Maintenance tear or use (provided, however that Landlord shall indicate that bear no financial responsibility for the failure of the Tenant Specified Improvements to meet Tenant’s Proportionate Share exceeds requirements, provided that the Tenant Specified Improvements were built to (and installed, as the case may be) in accordance with the specifications set forth in the Construction Documents and perform in accordance with the manufacturer’s specifications for such Tenant Specified Improvements; provided further, by way of example, if the specifications in the Construction Documents provide for the cooling setpoint for a laboratory to be 72 degrees dry bulb temperature and 30% relative humidity and such specifications are met, then such Work would not be considered defective, nonconforming or otherwise deficient regardless of whether such specifications are sufficient for Tenant’s Projected Share for that Operational Yearrequirements; however, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt if the aforementioned specifications were not met then the Work would be considered defective, nonconforming or otherwise deficient); rentals and other related expenses incurred in leasing air conditioning systems, elevators or other equipment ordinarily considered to be of such Statement.a capital nature other than equipment used in providing janitorial services and not affixed to the Building; structural repairs to the foundations, walls or roof of the Building; or lease concessions, including rental

Operating Expenses. (i) Commencing on the Lease Commencement Date, a. Tenant shall also pay to Landlord, as Overhead Rent, for 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 Annual Operating Expenses as additional Rent, which Landlord may require Tenant to pay in advance, in monthly installments as part of Operation the Monthly Rent, by estimating the Annual Operating Expenses. The initial estimate is set out above in Section 1. Landlord may reasonably adjust the estimated Annual Operating Expenses from time to time if the actual Operating Expenses do or are expected to increase or decrease, and Maintenance may also invoice Tenant separately from time to time for any extraordinary or unanticipated Operating Expenses. b. By January 31st of any year, Tenant may request a statement of Operating Expenses for the Buildingpreceding year or part of a year which Landlord shall then produce by March 31st of such year. Within 30 days after delivery of the statement to Tenant, Garage, Common Areas, Project, and Property during such Operational Year and Landlord or 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 other the amount of any overpayment or deficiency then due from one to the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordother or, at Landlord’s option, shall forthwith either (1) pay the amount of excess directly to Tenant within thirty (30) days of Landlord may credit Tenant’s receipt of such Statement or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead Rent due hereunderaccount for any overpayment. If Tenant does not give Landlord notice within 30 days after receiving Landlord’s Statement of Operation statement that Tenant disagrees with the statement and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Yearspecifying the items and amounts in dispute, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after be deemed to agree with the statement and have waived the right to contest same. Landlord’s and Tenant’s receipt obligation to pay any overpayment or deficiency due the other pursuant to this Section shall survive the expiration or termination of this Lease. c. Notwithstanding any other provision of this Lease to the contrary, Landlord may, in its sole reasonable discretion, determine from time to time the method of computing and allocating Operating Expenses among Property occupants in such a manner that Landlord reasonably determines to be fair. Circumstances that may cause such a determination include, without limitation, instances in which Operating Expenses disproportionately affect or are disproportionately attributable to the Premises versus other parts of the Property, and in such cases the Operating Expenses assessed to Tenant may exceed Tenant’s Share (or fall short thereof, as the case may be). Without limiting the foregoing, examples of such Statementsituations may include instances in which Landlord’s insurance or the tax on the Property is increased due to Tenant’s use, Alterations, or occupancy of the Premises.

Operating Expenses. (i) Commencing on the Lease Commencement DateJanuary 1, 2022, Tenant shall also pay to Landlord T▇▇▇▇▇’s Share of Operating Expenses in excess of the Operating Expenses for the Base Year. Operating Expenses shall be grossed up to reflect a 95% occupied building. Landlord may reasonably and in good faith adjust such amounts from time to time if the estimated Annual Operating Expenses increases or decreases. Landlord may also invoice Tenant separately from time to time for T▇▇▇▇▇’s Share of any extraordinary or unanticipated Operating Expenses in excess of the Operating Expenses for the Base Year, provided that Landlord shall provide at least 30 days prior written notice to Tenant of the amount and reason for such separate invoice. Landlord shall maintain books and records of all Operating Expenses. Landlord shall provide Tenant with a reasonably detailed written statement of Operating Expenses for the preceding calendar year or part thereof. Within 10 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, as Overhead Rent, ’s or 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 Yearoption, Landlord shall furnish Tenant by Notice a written statement, itemized in reasonable detail, of the estimated Cost of Operation and Maintenance credit T▇▇▇▇▇’s account 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 Yearany overpayment. If said statement is furnished to Tenant does not give Landlord notice within 60 days after January or the commencement T▇▇▇▇▇’s receipt of such Operational YearLandlord’s statement, Tenant shall nonetheless be obligated deemed to payhave waived the right to contest the statement. During such 60 day period Tenant shall be entitled, as part during regular business hours, after giving to Landlord at least 5 business days prior written notice, to inspect in Landlord’s business office, all Landlord’s records necessary to satisfy itself that all charges set forth in the statement have been correctly allocated to Tenant, provided, however, that Tenant shall make all payments of its next installment of Base Rent additional rent without delay, and Overhead Rent, that Tenant’s Projected Share obligation to pay such additional rent shall not be contingent on any such right. If Operating Expenses for the period which shall have elapsed prior in question are determined to be overstated by more than 5% in the first day of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Yearaggregate, Landlord shall furnish reimburse Tenant for all reasonable third-party costs incurred related to Tenant by Notice a written statement, itemized the inspection or audit (but in reasonable detail, no event to exceed the sum of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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”$2,000). If the Landlord’s Statement of Operation inspection or audit determines an expense or cost that should not be included in Operating Expenses, and Maintenance Landlord reasonably agrees with such determination, an adjustment shall indicate that Tenant’s Projected Share paid by Tenant for such Operational Year exceeded Tenant’s Proportionate Share for such Operational thenbe made to both the year subject to the inspection or audit, Landlord, at Landlord’s option, shall forthwith either (1) pay and the amount of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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 Base Year, Tenant if applicable, so costs and expenses for each year are consistently applied. L▇▇▇▇▇▇▇’s and T▇▇▇▇▇’s rights and obligations to pay any overpayment or deficiency due the other pursuant to this Section 6 shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt survive the expiration or termination of such Statementthis Lease.

Operating Expenses. (i) Commencing Landlord shall determine or estimate the amount of Tenant's Percentage Share of Operating Expenses for the calendar year in which the Occupancy Date occurs. Beginning on the Lease Commencement Date, one-twelfth (1/12) of the amount estimated by Landlord to be Tenant's Percentage Share of Operating Expenses shall be due and payable by Tenant shall also pay to Landlord, as Overhead Additional 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 monthcalendar month remaining in the calendar year. Thereafter, Landlord may estimate such increases to Tenant's Percentage Share of Operating Expenses as of the beginning on of each calendar year and may require Tenant to pay one-twelfth (1/12) of such estimated amount as Additional Rent hereunder as of the first day of such ensuing Operational Yeareach calendar month. If said statement is furnished to Tenant after January or In the event that during the course of any calendar year Operating Expenses have increased by more than five percent (5%) over the amount of Operating Expenses estimated by Landlord at the commencement of that calendar year, Landlord may recalculate the amount of the monthly estimated payments to be paid by Tenant in order to take into account any such Operational Yearincreases and, following notice from Landlord of any such increase, Tenant shall nonetheless be obligated to pay, as part pay the full amount of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share the recalculated payments on a monthly basis for the period remainder of the subject calendar year. In making the aforesaid recalculation, Landlord may include amounts necessary to reimburse Landlord for any increased Operating Expenses applicable to that portion of the subject calendar year, which shall have elapsed was prior to the first day date of Landlord's notice. Not later than ninety (90) days following any calendar year (including the calendar month next succeeding year following the calendar month year in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Yearthis Lease terminates), Landlord shall furnish to Tenant by Notice with a written statement, itemized in reasonable detail, true and correct accounting of the actual Cost of Operation and Maintenance Operating Expenses incurred for such Operational Year and by Landlord in the Tenant’s Proportionate Share of the Cost of Operation and Maintenance of the Building, Garage, Common Areas, Projectpreceding calendar year, and Property during within thirty (30) days of Landlord's delivery of such Operational Year (“Landlord’s Statement of Operation and Maintenance”). If the Landlord’s Statement of Operation and Maintenance accounting, Tenant 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 to Landlord the amount of excess directly any underpayment by Tenant of Tenant's Percentage Share of Operating Expenses. Notwithstanding the foregoing, failure by Landlord to give such accounting shall not constitute a waiver by Landlord of its right to collect Tenant's Percentage Share of Operating Expenses or any underpayment by Tenant thereof. Landlord shall credit the amount of any overpayment by Tenant toward the next estimated installment(s) of Tenant's Percentage Share of Operating Expenses or, where the term of the Lease has expired or been terminated (other than due to a default by Tenant), shall refund the amount of overpayment to Tenant within thirty (30) days of Tenant’s receipt of such Statement or (2) permit without obligation upon Tenant to credit the amount of demand such excess against the subsequent payment of Overhead Rent due hereunder. If refund from Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.

Operating Expenses. (ia) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rentadditional rent, Tenant’s Projected Share "Building Costs" and "Property Taxes," as those terms are defined below, incurred by Landlord in the operation of Costs of Operation and Maintenance for the Building. For convenience of reference, Garage, Common Areas, ProjectProperty Taxes and Building Costs shall be referred to collectively as "Operating Expenses". (b) Commencing prior to the start of the first full "Expense Recovery Period" (as defined below) of the Lease, and Property during such Operational Year. In January prior to the start of each full or as soon as is practical thereafter in each Operational Yearpartial Expense Recovery Period thereafter, Landlord shall furnish give Tenant by Notice a written statement, itemized in reasonable detail, estimate of the estimated Cost amount 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 Expense Recovery Period. Tenant shall pay same the estimated amounts to Landlord as Overhead in equal monthly installments, in advance, with Basic Rent. Tenant’s Projected Share shall be divided If Landlord has not furnished its written estimate for any Expense Recovery Period 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 Yeartime set forth above, Tenant shall nonetheless be obligated continue to pay, as part of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share pay cost reimbursements at the rates established for the prior Expense Recovery Period, if any; provided that when the new estimate is delivered to Tenant, Tenant shall, at the next monthly payment date, pay any accrued cost reimbursements based upon the new estimate. For purposes hereof, "Expense Recovery Period" shall mean every twelve month period which shall have elapsed prior to during the Term (or portion thereof for the first day and last lease years) commencing July 1 and ending June 30. Estimates of Operating Expenses payable by Tenant during each Expense Recovery Period shall not be greater than one hundred ten percent (110%) of actual Operating Expenses for the immediately preceding Expense Recovery Period unless, in Landlord's reasonable estimation, it is expected that actual Operating Expenses for the Expense Recovery Period in question will be greater than one hundred ten percent (110%) of actual Operating Expenses for the immediately preceding Expense Recovery Period. The foregoing limitation on estimated payments of Operating Expenses shall in no way limit Tenant's obligation to pay actual Operating Expenses as provided in this Section 4.2, it being the intent of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 parties 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty be fully responsible for actual Operating Expenses (30) days after whether or not Tenant’s receipt of such Statement's estimated payments are ▇▇▇▇ or less than actual Operating Expenses).

Operating Expenses. (i) Commencing on Operating expense payments collected from tenants applicable to dates from and after the 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 Closing Date shall be divided by 12 paid to Buyer at Closing. Buyer shall not be responsible for billing 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 collecting from tenants any expense pass throughs for the period which shall have elapsed of Seller’s ownership. Seller, however, agrees to promptly calculate amounts due from Tenants for operating expenses incurred prior to Closing and to the first day of extent funds are owed from Seller to any tenant, Seller shall promptly reimburse tenant for the calendar month next succeeding same. Within ninety (90) days after the calendar month in which said Statement is furnished to Tenant. Closing Date (ii) Within six (6) months the “Proration Date”), Seller shall calculate amounts due from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance Tenants for operating expenses incurred for such Operational Year and Seller’s period of ownership in 2018 up to the Tenant’s Proportionate Share of Closing Date (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 MaintenanceProrations”). If the Landlord’s Statement of Operation and Maintenance LEGAL02/38577646v9 Prorations show Seller has overcollected amounts due from the Tenants for 2018, then Seller shall indicate that Tenant’s Projected Share paid by Tenant for pay such Operational Year exceeded Tenant’s Proportionate Share for such Operational then, Landlord, at Landlord’s option, shall forthwith either overcollected amount to Buyer within fifteen (1) pay the amount of excess directly to Tenant within thirty (3015) days of Tenantthe date which such overcollected amount is agreed upon between Seller and Buyer. If the Prorations show Seller has undercollected amounts due from the Tenants for 2018, then Buyer shall use commercially reasonable efforts to collect such amounts from the Tenants and to the extent received by Buyer to pay such undercollected amount to Seller within fifteen (15) days of the date which such undercollected amount is actually received by Buyer. Seller shall provide Buyer with all reasonable documentation to verify the Prorations, and, upon request, Buyer shall provide Seller with all reasonable documentation of Buyer’s receipt collection efforts and amounts received from Tenants. Seller will be responsible for reconciling 2017 operating expenses with the Tenants and in the event any Tenant disputes the 2017 operating expenses, Seller shall comply with the terms of the applicable lease with regard to such dispute and Seller shall reimburse such Tenant for any valid disputed 2017 operating expenses. This provision shall expressly survive Closing for a period of twelve (12) months, and if any disputes are raised with respect to the 2017 operating expenses prior to the expiration of such Statement or twelve (212) permit Tenant month period, this provision shall survive until such time as all such disputes are fully resolved and paid. To the extent any tenant is entitled to credit an audit relative to any pass-throughs for the amount applicable year, as between Seller and Buyer, (i) Buyer shall, unless otherwise agreed in writing, be responsible for coordinating such audit, and (ii) Seller shall provide the auditor selected by Buyer with all requested and available information relative to Seller’s period of ownership and provide such auditor with the standard representation letter required by such auditor in order for such auditor to issue its audit report. The cost of such excess against audit, to the subsequent payment extent not borne by the tenants, shall be paid by Seller and Buyer in proportion to their respective periods of Overhead Rent due hereunderownership of the Property for the applicable year. If Landlord’s Statement This provision shall expressly survive Closing for a period of Operation and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, Tenant shall forthwith pay Landlord such shortage within thirty twelve (3012) days after Tenant’s receipt of such Statementmonths.

Operating Expenses. (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 and/or upon the occurrence of a Management Takeover Event (provided, however, that Landlord shall not adjust such estimate more than once in any calendar year (excluding any adjustment that is necessary as a result of the occurrence of a Management Takeover Event)); Landlord may also invoice Tenant separately from time to time for Tenant’s Share of any extraordinary or unanticipated Operating Expenses (to the extent that Tenant would otherwise be obligated to pay such Operating Expenses pursuant to the terms of this Lease, including the definition of Operating Expenses set forth in the Rider attached hereto). Within one hundred fifty (150) days after (i) Commencing on the 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, end of the estimated Cost of Operation and Maintenance for such calendar year setting forth in which the Operating Expenses and Tenant’s Projected Share of the Cost of Operation and Maintenance for the Buildingwere incurred, 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) Within six the expiration or termination of this Lease or (6iii) months from the end of each Operational Yearat Landlord’s option, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share of the Cost of Operation and Maintenance sale of the Building, Garage, Common Areas, Project, and Property during such Operational Year Landlord shall provide Tenant with a statement of Operating Expenses (“Landlord’s Statement”) for the preceding calendar year or part thereof detailing the actual Operating Expenses incurred by Landlord in such 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 Operation and Maintenance”). If any overpayment or deficiency then due from one to 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, Landlordother or, at Landlord’s option, if applicable, Landlord may credit Tenant’s account for any overpayment. (b) If Tenant does not give Landlord notice within sixty (60) days after receiving the Statement that Tenant disagrees with such Statement, Tenant shall forthwith either be deemed to have waived the right to contest such Statement. If Tenant disagrees with the Statement, Tenant shall, pending the resolution of such dispute, nonetheless pay all of Tenant’s Share of Operating Expenses in accordance with such Statement. Tenant, at Tenant’s expense (1except as otherwise expressly set forth below), may audit the Statement under the following conditions: (i) Tenant provides notice of its intent to audit setting forth with specificity the items in dispute within sixty (60) days after receiving the Statement; (ii) 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; (iii) the audit is completed no later than sixty (60) days after the date Landlord makes all of the necessary books and records available to Tenant or Tenant’s auditor; (iv) the audit is conducted during normal business hours, at the location where Landlord maintains its books and records, provided, that, Tenant or Tenant’s accountant shall have the right to make copies of Landlord’s records during normal business hours and may then perform such audit at any time and in any location; (v) the contents of the books and records of Landlord are kept confidential by Tenant, its auditor and its other professional advisors, other than as required by Laws; and (vi) in the event that Tenant or its auditor determines that an overpayment is due Tenant, Tenant or Tenant’s auditor produces a detailed report addressed to both Landlord and Tenant with its calculated conclusions within fifteen (15) days after the completion of the audit. Landlord and Tenant shall work together in good faith to resolve any issues raised in Tenant’s audit. Upon the resolution of such dispute, the amount due Tenant (if any) shall be credited against future payments of Rent or, if no further Rent is due, paid to Tenant within thirty (30) days after the date of such resolution. Tenant shall be responsible for all costs, expenses and fees incurred in connection with 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 amount reasonable third-party costs of excess directly such audit (not to Tenant exceed $5,000.00) within thirty (30) days of Tenant’s receipt of such Statement or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead Rent due hereunderdemand therefor. If Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Proportionate Share exceeds obligation to pay any overpayment or deficiency due the other pursuant to this Section and Tenant’s Projected Share for that Operational Yearexamination rights set forth in this subsection (b) shall survive the expiration or termination of this Lease. (c) 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 Operating Expenses. (d) Notwithstanding anything to the contrary set forth herein (but subject to the terms of Section 9 hereof), prior to a Management Takeover Event, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after be responsible for managing the Premises in a manner consistent with the management of a Class A research and development project and otherwise in accordance with the minimum maintenance specifications attached hereto as Exhibit “H”. Accordingly, prior to a Management Takeover Event, Tenant shall contract directly for, or otherwise perform, all property management services, including, without limitation, maintenance of the HVAC System, Tenant’s receipt Specialized Equipment and Building roof (as further specified in Section 9(a)(ii)), trash collection, security services, snow removal (if applicable), grounds-keeping and landscaping of the Premises (but specifically excluding maintenance of those certain items for which Landlord is responsible pursuant to Section 9(a)(i)), and Tenant shall pay directly all costs, fees, charges and expenses therefor. Prior to a Management Takeover Event, and notwithstanding the definition of “Operating Expenses” set forth in the Rider attached to this Lease, any such Statementservices which are performed or contracted for and paid directly by Tenant shall be excluded from Operating Expenses. From and after a Management Takeover Event, such costs, fees, charges and expenses for property management services which Landlord performs (by itself or through an Affiliate or Agent) or for which Landlord contracts directly shall be included in Operating Expenses.

Operating Expenses. Tenants under the Leases are currently paying Seller certain amounts (the “Tenant Reimbursements”) based on Seller’s estimates for Taxes, common area maintenance, operating expenses and similar expenses (collectively, “Reimbursable Expenses”). The term “Reimbursable Expenses” will expressly exclude those utility charges and operating expenses, if any, payable by a tenant directly to the relevant provider or supplier in accordance with its respective Lease. Tenant Reimbursements and Reimbursable Expenses will be prorated for the calendar year ending December 31, 2012 as of the Closing Date in accordance with the Closing Reimbursement Statement (as defined below), and if the reconciliation of Tenant Reimbursements for the calendar year ending December 31, 2011 (the “2011 Reconciliation”) has not been completed with the applicable tenants by Closing, then the proration at Closing described below will also address the 2011 Reconciliation. (a) On or before the date that is three business days prior to the Closing Date, Seller will deliver to Purchaser a statement (the “Preliminary Reimbursement Statement”) showing (i) Commencing on the Lease Commencement Dateactual Reimbursable Expenses incurred by Seller during the calendar year 2012 (the “Reimbursement Adjustment Year”), Tenant shall also pay provided that with respect to LandlordTaxes, as Overhead Rent, Tenant’s Projected Share of Costs of Operation and Maintenance for Seller will include 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 amount credited pursuant 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, Section 10.4 as part of its next installment the Reimbursable Expenses; (ii) the estimated payments of Base Rent and Overhead Rent, Tenant’s Projected Share Reimbursable Expenses for the Reimbursement Adjustment Year received by Seller from each tenant (only estimated payments received for the Reimbursement Adjustment Year will be included; payments for a prior period or that constitute reconciliation payments for a prior period will not be included); (iii) each tenant’s share (pursuant to its Lease) of the actual Reimbursable Expenses incurred by Seller during the Reimbursement Adjustment Year; (iv) either the amount, if any, by which shall have elapsed prior each tenant’s estimated payments exceeds its share of actual Reimbursable Expenses for the Reimbursement Adjustment Year (an “Overpayment”), taking into account, however, any base year amount applicable to such tenant, or the amount, if any, by which each tenant’s share of actual Reimbursable Expenses for the Reimbursement Adjustment Year exceeds its estimated payments (an “Underpayment”), taking into account, however, any base year amount applicable to such tenant; and (v) a summary of all Overpayments and Underpayments for all tenants. If the 2011 Reconciliation has not been completed by Closing, Purchaser and Seller will also cooperate to prepare a Preliminary Reimbursement Statement for 2011 showing the same items described in clauses (i) through (v) above, to the first day of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenantextent applicable. (iib) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, After delivery of the actual Cost Preliminary Reimbursement Statement(s), Seller and Purchaser will cooperate to finalize the proration of Operation Overpayments and Maintenance incurred Underpayments described above on or before the Closing Date, which finalized proration will be set forth on the “Closing Reimbursement Statement.” If the 2011 Reconciliation has not been completed by Closing, the Closing Reimbursement Statement will also include the final proration of Overpayments and Underpayments in connection with the 2011 Reconciliation. (c) If the Closing Reimbursement Statement reflects that the total of all Overpayments exceeds the total of all Underpayments, Purchaser will receive a credit from Seller at Closing for such Operational Year and the Tenant’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”)difference. If the Landlord’s Closing Reimbursement Statement reflects that the total 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 all Underpayments exceeds the amount of excess directly all Overpayments, Purchaser shall deliver to Tenant Seller the amount of such deficiency within thirty (30) days of Tenant’s receipt the reconciliation pursuant to which the tenants’ payments of such deficient amounts are received by Purchaser. (d) The proration of Overpayments and Underpayments pursuant to the Closing Reimbursement Statement or will be considered a final settlement, except to the extent a Tax Readjustment is required under Section 10.4 for Taxes (2but no other Reimbursable Expenses will be affected by the Tax Readjustment). After Closing, subject to the Tax Readjustment, if any, Purchaser will be solely (i) permit responsible for paying all amounts due with respect to (A) Taxes for the Reimbursement Adjustment Year and thereafter, and (B) refunds due to each of the tenants under its Lease to the extent the amount of Tenant Reimbursements paid by such tenant exceeds such tenant’s prorata share of the Reimbursable Expenses for the Reimbursement Adjustment Year and thereafter, but for the first reconciliation following Closing only to the extent Purchaser receives a credit at Closing for such Overpayment; and (ii) entitled to retain all additional payments due from each of the tenants under its Lease to the extent the amount of such excess against tenant’s prorata share of the subsequent payment of Overhead Rent due hereunder. If Landlord’s Statement of Operation Reimbursable Expenses exceeds Tenant Reimbursements paid by such tenant for the Reimbursement Adjustment Year and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementthereafter.

Operating Expenses. (i) Commencing on the 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 All Operating Expenses and Tenant’s Projected Share of incurred in 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 month in which Closing occurs shall be divided by 12 prorated between Seller and shall be payable on the first day of each month, beginning on the first day of such ensuing Operational YearBuyer. 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 No later than five (5) Business Days prior to the first day Closing Date, Seller shall deliver to Buyer a statement of Operating Expenses for the Property for the portion of the calendar month next succeeding year in which the Closing occurs (i.e., calendar year 2019) that the Property was owned by Seller (the “Operating Expense Statement”), which shall include (a) the amount of Operating Expense contributions paid by each Tenant during the calendar year in which Closing occurs through the date prior to the Closing Date (the “Tenant Operating Expense Payments”); and (b) the amount of Operating Expenses actually paid by Seller and proportionately allocated to the premises demised under each respective Lease during the calendar year in which Closing occurs through the date prior to the Closing Date (“Landlord Operating Expense Payments”); provided, however, to the extent the information necessary to fully determine the Landlord Operating Expense Payments for the month in which said Statement Closing occurs is furnished not known at Closing, Seller shall be permitted to Tenant. (ii) Within six (6) months from include an estimate of such Landlord Operating Expense Payments on the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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”)Operating Expense Statement. If the Landlord’s Operating Expense Statement of Operation and Maintenance shall indicate shows 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 of excess directly to the Landlord Operating Expense Payments exceeds the Tenant within thirty (30) days of TenantOperating Expense Payments, Buyer shall reimburse Seller for such shortfall as and when such amounts are received by Buyer from Tenants following Buyer’s receipt of such annual reconciliation for the 2019 calendar year. If the Operating Expense Statement or (2) permit Tenant to credit shows that the amount of the Landlord Operating Expense Payments is less than the Tenant Operating Expense Payments, Seller shall reimburse Buyer for such excess against difference at Closing. Following Closing, as between Buyer and Seller, Buyer shall be solely responsible for the subsequent payment performance of Overhead Rent all Operating Expense reconciliations with Tenant for the 2019 calendar year and all calendar years thereafter, and Seller shall have no liability with respect to amounts 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, to any Tenant shall forthwith pay Landlord in connection with such shortage within thirty (30) days after Tenant’s receipt of such Statementreconciliation.

Operating Expenses. (ia) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rentat the times hereinafter set forth, an amount equal to Tenant’s Projected 's Share of Costs of Operation and Maintenance any increase in Operating Expenses for the Building, Garage, Common Areas, Project, and Property during such Operational Complex (applicable to the term of this Lease occurring after the Base 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 ) above the Operating Expenses and Tenant’s Projected Share for the Complex for the Base Year specified in the Basic Lease Information. Statements of the Cost amount of Operation and Maintenance Operating Expenses for the Building, Garage, Common Areas, Project, preceding calendar year and Property during the amount of such Operational Year and increase payable by Tenant shall pay same to be determined by Landlord as Overhead Rent. Tenant’s Projected Share shall be divided by 12 and shall be payable by Tenant fifteen (15) days after demand by Landlord accompanied by a reasonably detailed listing of the Operating Expenses by category for the Base Year, the preceding year to which such increase applies and the year which immediately preceded the year to which such increase applies (if other than the Base Year). (b) Notwithstanding the foregoing, at Landlord's sole election, at any time or times Landlord may in good faith estimate in advance Landlord's Operating Expenses for any next ensuing 12-month period and, upon ▇▇▇▇▇▇▇▇'s written notice, Tenant shall pay to Landlord on the first day of each monthcalendar month of such 12-month period, beginning with Base Rent as provided for in sections hereof, one- twelfth (1/12th) of Tenant's Share of such estimated Operating Expenses. If during any such twelve (12)-month period Landlord shall in good faith revise its estimate of Tenant's Share of said expenses for such twelve (12)-month period, Landlord shall advise Tenant and commencing on the first day date the next Base Rent payment is due which date is more than ten (10) business days after ▇▇▇▇▇▇'s receipt of such ensuing Operational Year. If said statement is furnished to Tenant after January or the commencement of such Operational Yearrevised estimate, Tenant shall nonetheless be obligated to pay, as part of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share pay all additional Operating Expenses on such revised estimate for the period which shall have elapsed prior to the first day portion of the calendar twelve (12)-month period already elapsed and shall commence paying the additional Operating Expenses based on such revised estimate for the remainder of such twelve (12)- month next succeeding period. Within ninety (90) days following the calendar month in which said Statement is furnished to Tenant. conclusion of such twelve (ii) Within six (6) months from the end of each Operational Year12)-month period, Landlord shall furnish deliver to Tenant by Notice a written statement, an itemized statement in reasonable detail, detail of ▇▇▇▇▇▇'s Share of Landlord's actual Operating Expenses for such period accompanied by a reasonably detailed statement of the actual Cost of Operation and Maintenance incurred Operating Expenses for such Operational the Base Year and the Tenant’s Proportionate Share of year which immediately preceded the Cost of Operation and Maintenance of year to which such increase applies (if other than the Building, Garage, Common Areas, Project, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”Base Year). If the Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Projected Share amounts theretofore paid by Tenant for such Operational Year exceeded Tenant’s Proportionate Share for such Operational then, ▇▇▇▇▇▇ on account of Landlord, at Landlord’s option, 's estimate shall forthwith either (1) pay exceed the amount of excess directly Tenant's Share of such actual costs, Landlord shall pay to Tenant within thirty (30) days of Tenant’s receipt of such Statement or (2) permit Tenant to credit the amount of such excess against the subsequent payment within fifteen (15) days after date of Overhead Rent due hereunderdelivery of such statement to Tenant. If the amounts theretofore paid by Tenant on account of Landlord’s Statement 's estimate shall be less than the amount of Operation and Maintenance shall indicate that Tenant’s Proportionate 's Share exceeds Tenant’s Projected Share for that Operational Yearof such actual costs, Tenant shall forthwith pay to Landlord the amount of such shortage deficiency within thirty fifteen (3015) days after Tenant’s receipt date of delivery of such Statementstatement to Tenant. Landlord, at its election, may estimate Operating Expenses on a calendar year basis, in which event if this Lease shall commence on a day other than the first day of a calendar year and/or shall end on a day other than the last day of a calendar year, ▇▇▇▇▇▇'s Share of such estimated costs, as applicable to such first and last calendar years of the term hereof, shall be computed on a pro rata basis. (c) For purposes of this Section 7, "Tenants Share" shall be in the same proportion that the rentable square footage of the Premises bears from time to time to the aggregate rentable square footage of all buildings then situated in the Complex. At the inception of this Lease Tenant's Share for purposes of this Section 7 shall be that percentage specified as Tenant's Share in the Basic Lease Information (which may be adjusted from time to time by Landlord, upon written notice to ▇▇▇▇▇▇ accompanied with appropriate documentation of the same, in event of changes in the aggregate rentable building square footage in the Complex). Tenant shall have the right from time to time, at ▇▇▇▇▇▇'s sole cost and expense, to recalculate Tenant's Share (which shall be confirmed by Landlord) in view of any apparent changes in the aggregate rentable building square footage in the Complex, subject to Landlord's approval of such recalculation of ▇▇▇▇▇▇'s Share.

Operating Expenses. (i) Commencing on If Landlord’s Operating Expense for any Lease Year shall be greater than the Lease Commencement DateOperating Expense Allowance, Tenant shall also pay to LandlordLandlord as Additional Rent the Operating Expense Adjustment, as Overhead Rentbeing the difference between the Operating Expense and the Operating Expense Allowance. If Tenant occupies the Demised Premises or portion thereof for less than a full Operating Year, Tenant’s Projected Share the Operating Expense Adjustment will be calculated in proportion to the amount of Costs time in such Operating Year that Tenant occupied the Demised Premises. Such Operating Expense Adjustment shall be paid in the following manner: within 90 days following the last day of Operation the first 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 Yearsucceeding Operating Year (“Expense Adjustment Date”), 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 an 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 Expense Statement as Overhead Rentdefined below. 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess directly to Tenant within thirty (30) days of Tenant’s following the receipt of such Statement or Operating Expense Statement, the Operating Expenses exceed the estimated amount paid by Tenant, Tenant shall pay to Landlord as Additional Rent the Operating Expense Adjustment for such previous Operating Year. Conversely, if Tenant overpaid the previous years Operating Expenses, Landlord shall reimburse Tenant for any overpaid Operating Expenses. Commencing with the first month of the second Operating Year and each year thereafter, Tenant shall be obligated to pay to Landlord, on account of the Operating Expense Adjustment for such Operating Year, monthly installments in advance equal to one-twelfth (21/12th) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead Rent due hereunder. If Landlord’s Statement estimate of Operation and Maintenance the Operating Expense Adjustment for such Operating Year (“Estimated Operating Expense Adjustment”). Landlord shall indicate provide Tenant with the Estimated Operating Expense Adjustment statement for the prior year. In the event that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Tenant has not received the Estimated Operating Expense Adjustment statement prior to the commencement of the third month of the Operating Year, Tenant shall forthwith continue to pay the previous year’s Operating Expense Adjustment. However, Tenant shall be obligated to pay Landlord’s invoice for the monthly installment of Estimated Operating Expense Adjustment for the third month of the Operating Year (and the fourth month, if the Estimated Operating Expense Adjustment is not delivered by Landlord such shortage to Tenant before the beginning of the fourth month) within thirty (30) days after delivery of the invoice for the Estimated Operating Expense Adjustment payments throughout the Operating Year and shall pay the eleventh and twelfth installments of the Operating Expense Adjustment during the first and second months of the succeeding Operating Year. On the next succeeding Expense Adjustment Date, Tenant shall pay to Landlord (or Landlord shall credit to Tenant) any deficiency (or excess) between the installments paid on account of the preceding year’s receipt of Estimated Operating Expense Adjustment and the actual Operating Expense Adjustment for such Statement.Operating Year. As used in this Section 8 the following words and terms shall be defined as follows:

Operating Expenses. (ia) Commencing on the Lease Commencement DateFor each Expense Recovery Period, Tenant shall also pay to Landlordpay, as Overhead Additional Rent, Tenant’s Projected Percentage Share (as set forth in the Basic Lease Provisions) of Costs Operating Expenses (defined below). Tenant acknowledges Landlord’s rights to make changes or additions to the Building from time to time pursuant to Section 6.5 below, in which event the total rentable square footage within the Building shall be adjusted. (b) Commencing prior to the start of Operation and Maintenance for the Building, Garage, Common Areas, Projectfirst full Expense Recovery Period of the Lease (as set forth in Item 7 of the Basic Lease Provisions), and Property during such Operational Year. In January prior to the start of each full or as soon as is practical thereafter in each Operational Yearpartial Expense Recovery Period thereafter, Landlord shall furnish give Tenant by Notice a written statement, itemized in reasonable detail, estimate of the estimated Cost amount of Operation and Maintenance for such year setting forth the Tenant’s Percentage Share of 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 Expense Recovery Period or portion thereof. Tenant shall pay same the estimated amount to Landlord as Overhead in equal monthly installments in advance with Base Rent. Tenant’s Projected Share shall be divided If Landlord has not furnished its written estimate for any Expense Recovery Period 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 Yeartime set forth above, Tenant shall nonetheless be obligated continue to paypay cost reimbursements at the rates established for the prior Expense Recovery Period, as part if any; provided that when the new estimate is delivered to Tenant, Tenant shall, at the next monthly payment date, pay any accrued cost reimbursements based upon the new estimate. (c) Within one hundred twenty (120) days after the end of its next installment of Base Rent each Expense Recovery Period, Landlord shall endeavor to furnish to Tenant a statement showing in reasonable detail the actual or prorated Operating Expenses incurred by Landlord during the period and Overhead Rentthe parties shall, within thirty (30) days thereafter, make any payment or allowance necessary to adjust Tenant’s Projected estimated payments, if any, to Tenant’s Percentage Share of actual Operating Expenses for such Expense Recovery Period as shown by the annual statement. Any amount due Tenant shall be credited against installments next coming due under this Section 4.2, and any deficiency shall be paid by Tenant together with the next installment. If Tenant has not made estimated payments during the Expense Recovery Period, any amount owing by Tenant pursuant to subsection (a) above shall be paid to Landlord in accordance with Article XVI. Should Tenant fail to object in writing to Landlord’s determination of actual Operating Expenses within sixty (60) days following delivery of Landlord’s expense statement, Landlord’s determination of actual Operating Expenses for the period which applicable Expense Recovery Period shall have elapsed prior to be conclusive and binding on the first day parties. (d) Even though the Lease has terminated and the Tenant has vacated the Premises when the final determination is made of Tenant’s share of Operating Expenses for the calendar month next succeeding the calendar month Expense Recovery Period in which said Statement is furnished the Lease terminates, Tenant shall, upon notice, pay the entire increase due over the estimated expenses paid. Conversely, any overpayment made in the event expenses decrease shall be rebated by Landlord to Tenant. (iie) Within six (6If, at any time during any Expense Recovery Period, any one or more of the Operating Expenses are increased to a rate(s) or amount(s) in excess of the rate(s) or amount(s) used in calculating the estimated expenses for the year, then Tenant’s estimated share of Operating Expenses shall be increased for the month in which the increase becomes effective and for all succeeding months from by an amount equal to Tenant’s proportionate share of the end of each Operational Year, increase. Landlord shall furnish to give Tenant by Notice a written statement, itemized in reasonable detail, notice of the actual Cost amount or estimated amount of Operation and Maintenance incurred for such Operational Year the increase, the month in which the increase will become effective, Tenant’s monthly share thereof, and the months for which the payments are due. Tenant shall pay the increase to Landlord as a part of Tenant’s Proportionate Share monthly payments of estimated expenses, as provided in paragraph (b) above, commencing with the Cost month in which it is effective. (f) The term Operating Expenses shall include all expenses of Operation operation and Maintenance maintenance of the Building, Garage, together with all appurtenant Common Areas, ProjectFacilities (as defined in Section 6.2), and Property shall include the following charges by way of illustration but not limitation: water and sewer charges; taxes; insurance premiums or reasonable premium equivalents, should Landlord elect to self-insure any risk that Landlord is authorized to insure hereunder; license permit and inspection fees; heat; light; power; janitorial services; air conditioning; supplies; materials; equipment; tools; programs instituted to comply with transportation management requirements and Landlord’s parking management programs, including shuttles to and from off site locations; tenant services; amortization of capital investments over their useful life in accordance with generally accepted accounting principles; labor; reasonably allocated wages and salaries fringe benefits and payroll taxes for administrative and other personnel directly applicable to the Building, including both Landlord’s personnel and outside personnel but exclusive of personnel above the level of building manager; any expense incurred pursuant to Sections 6.1, 6.2, 6.4, 7.2 and 10.2 and Exhibits B and C below; and a reasonable overhead/management fee. It is understood that Operating Expenses shall include competitive charges for direct services provided by any subsidiary or division of Landlord. The term “taxes,” as used herein shall include the following: (i) all real estate taxes or personal property taxes, as such property taxes may be reassessed from time to time; (ii) other taxes, documentary transfer fees, charges and assessments which are levied with respect to this Lease or to the Building, and any improvements, fixtures and equipment and other property of Landlord located in the Building except that general net income and franchise taxes imposed against Landlord shall be excluded; (iii) any tax surcharge or assessment which shall be levied in addition to or in lieu of real estate or personal property taxes other than taxes covered by Article VIII; and (iv) costs and expenses incurred in contesting the amount or validity of any tax by appropriate proceedings. In the event utility expenses are reduced due to deregulation, the Operating Expenses in Tenant’s Operating Expense Base Year shall be adjusted to reflect the reduced utility expenses. A copy of Landlord’s unaudited statement of expenses shall be made available to Tenant upon request. The Operating Expenses may be extrapolated by Landlord to reflect at least ninety-five percent (95%) occupancy of the rentable area of the Building during any Expense Recovery Period. (g) Landlord shall have the right, from time to time, to allocate some or all of the Operating Expenses for the Building among different portions, such Operational Year as office or retail portions, of the Building (“Cost Pools”), in accordance with generally accepted accounting and management practices. The Operating Expenses within each Cost Pool shall be allocated and charged to tenants within such Cost Pool as an amount per square foot of rentable area, based upon the total rentable area within such Cost Pool. The Operating Expenses for the Building (or only those Operating Expenses allocable to the Cost Pool of the Building which includes the tenants of such space, if such an allocation is made) shall be allocated and charged to tenants based on the rentable area of the Building (or based on the rentable area of such Cost Pool if such an allocation of Operating Expenses is made). (h) Without limiting the generality of the terms and provisions of subparagraph (c) above, Tenant shall have the right to review or audit, at Tenant’s sole cost, any of Landlord’s Statement of Operation books and Maintenance”). If the records pertaining to Operating Expenses or Landlord’s Statement calculations of Operation and Maintenance shall indicate that Tenant’s Projected Percentage Share paid by Tenant for such Operational Year exceeded Tenant’s Proportionate Share for such Operational thenthereof, on thirty (30) days’ advance written notice thereof to Landlord, which notice shall be delivered, if at Landlord’s optionall, shall forthwith either within one (1) pay year of Landlord’s delivery of the amount annual expense reconciliation statement to Tenant. In no event shall Tenant perform more than one audit during any calendar year. Such review or audit shall take place where such records are kept (provided such location is in the general geographic region of excess directly the Building), and shall be conducted by a reputable firm which regularly provides such services or any reputable accounting firm chosen by Tenant. Tenant shall use all reasonable efforts to minimize interference with Landlord’s business during any such audit and Tenant shall provide a copy of such audit to Landlord within thirty (30) days of Tenant’s receipt of same by Tenant. If such Statement or (2) permit Tenant to credit examination shall establish any overcharge by Landlord, the amount of such excess overcharge shall be automatically credited against the subsequent payment of Overhead Rent Tenant’s Operating Expenses contributions next coming due hereunder. If Landlord’s Statement , or upon the expiration or termination of Operation and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, this Lease pay to Tenant shall forthwith pay Landlord the unapplied balance of any such shortage within thirty (30) days after Tenant’s receipt of such Statementcredit.

Operating Expenses. (ia) Commencing on Throughout the Lease Commencement DateTerm, Tenant shall also pay to Landlordon a monthly basis, without demand, as Overhead RentAdditional Rent for the Premises, Tenant’s Projected 's Proportionate Share of Costs the amount by which Operating Expenses (as defined in Section 4.01(b) hereof) exceed the Base Operating Expenses Amount. Such payments shall be made as follows: (1) Prior to the Commencement Date and on the first day of Operation and Maintenance for January of each year during the BuildingTerm, Garage, Common Areas, Project, and Property during such Operational Year. In January or as soon thereafter as is practical thereafter in each Operational Yearreasonably practicable, Landlord shall furnish Tenant by Notice a written statement, itemized in reasonable detail, with Landlord's estimate 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 Rentforthcoming year. Tenant’s Projected Share shall be divided by 12 and shall be payable on On the first day of each monthmonth during such year, beginning Tenant shall pay one-twelfth (1/12th) of Tenant's Proportionate Share of the difference between the estimated Operating Expenses for such year and the Base Operating Expenses Amount. If for any reason Landlord has not provided Tenant with Landlord's Operating Expenses estimate on or before the first day of such ensuing Operational Year. If said statement is furnished to Tenant after January of any year during the Term (or by the commencement of such Operational Year, Tenant shall nonetheless be obligated to payCommencement Date, as part of its next installment of Base Rent and Overhead Rentthe case may be), Tenant’s Projected Share for the period which shall have elapsed prior to then, until the first day of the calendar month next succeeding following the calendar month in which said Statement Tenant is furnished given Landlord's estimate of Operating Expenses, Tenant shall continue to Tenantpay to Landlord on the first day of each calendar month the monthly sum payable by Tenant under this Section 4.01 for the month of December of the preceding year. (ii2) Within six (6) months from On the end first day of March of each Operational Yearyear during the Term, or as soon thereafter as reasonably practical, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, reasonably detailed statement of the actual Cost of Operation and Maintenance incurred Operating Expenses for such Operational Year and the Tenant’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”)preceding year. 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within Within thirty (30) days after the delivery of that statement, a lump sum payment will be made by Tenant equal to the amount, if any, by which Tenant’s receipt 's Proportionate Share of the actual Operating Expenses exceeds the amount, if any, which Tenant has paid toward the estimated Operating Expenses pursuant to Section 4.01(a)(1) above. If Tenant's Proportionate Share of the actual Operating Expenses is less than the amount Tenant has paid toward the estimated Operating Expenses pursuant to Section 4.01(a)(1) above, Landlord shall apply such amount to the next accruing installments of Rent due hereunder. The foregoing notwithstanding, Landlord shall have the right from time to time during any year, but not more frequently than twice in any calendar year, to notify Tenant in writing of any change in Landlord's estimate of Operating Expenses for the then current year, in which event Tenant's Proportionate Share of Operating Expenses, as previously estimated, shall be adjusted to reflect the amount shown in such notice and shall be effective, and due from Tenant, on the first day of each month following Landlord's giving of such Statementnotice. The effect of this Section 4.01(a) is that Tenant will pay during each year during the Term Tenant's Proportionate Share of actual Operating Expenses in excess of the Base Operating Expenses Amount. (3) If the Commencement Date occurs on a date other than the first day of January, or if the Term ends on a date other than the last day of December, the actual Operating Expenses for the year in which the Commencement Date or the Expiration Date occurs, as the case may be, shall be prorated so that Tenant shall pay that portion of Tenant's Proportionate Share of Operating Expenses for such year represented by a fraction, the numerator of which shall be the number of days during such fractional year falling within the Term, and the denominator of which is 365 (or 366, in the case of a leap year). The provisions of this Section 4.01 shall survive the Expiration Date or any sooner termination provided for in this Lease. (b) As used in this Lease, "Operating Expenses" means all reasonable expenses, costs, and disbursements of every kind which Landlord incurs, pays or becomes obligated to pay in connection with the ownership, operation, repair, and maintenance of the Building, which cost shall include all expenditures by Landlord to maintain all facilities in operation at the beginning of the Term and such additional facilities installed in subsequent years as Landlord may reasonably consider necessary or beneficial for the operation of the Building. All Operating Expenses shall be determined according to Generally Accepted Accounting Principles (GAAP) (which shall be consistently applied) and shall include, but are not limited to, the following:

Operating Expenses. (i) Commencing on The parties intend that, subject only to the specific exceptions set forth in this Lease, this Lease Commencement Datebe absolutely net to Landlord. Accordingly, in addition to Base Rent, Tenant shall also pay to Landlordpay, as Overhead Additional Rent, Tenant▇▇▇▇▇▇’s Projected Share of Costs Operating Expenses (as defined in Section 4.2(e)(i) and 4.2(e)(i), respectively), for each calendar year of Operation the Term, pursuant to the following terms and Maintenance for the Building, Garage, Common Areas, Project, and Property during such Operational Year. In January or as conditions (a) As soon as is practical thereafter in reasonably practicable after the Commencement Date and the commencement of each Operational Yearsubsequent calendar year during the Term, Landlord shall furnish provide to Tenant by Notice a written statement, itemized in reasonable detail, good faith estimate of the estimated Cost Tenant’s Share of Operation and Maintenance for such year setting forth the Operating Expenses and Tenant’s Projected Share of with respect to the Cost of Operation and Maintenance for calendar year in question (the Building, Garage, Common Areas, Project, and Property during such Operational Year and “Estimated Amount”). (b) Tenant shall pay same the Estimated Amount to Landlord as Overhead in equal monthly installments with each monthly payment of Base Rent. Tenant’s Projected Share shall be divided by 12 and shall be payable on If 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 YearEstimated Amount has not yet been determined for any calendar year, Tenant shall nonetheless be obligated to pay, as part of its next pay the monthly installment of Base Rent and Overhead Rent, Tenant’s Projected Share the Estimated Amount for the period which shall have elapsed prior to preceding calendar year until the first day of Estimated Amount for the current calendar month next succeeding the calendar month in which said Statement is furnished year has been provided to Tenant, at which time Tenant shall pay any shortfall for the preceding months of such calendar year and thereafter make each monthly installment payment in accordance with the current Estimated Amount. (iic) Within six ninety (690) months from days following the end of each Operational Yearcalendar year of the Term, Landlord shall furnish determine, and provide to Tenant by Notice a written statementstatement (the “Statement”) setting forth, itemized in reasonable detail, of the actual Cost amount of Operation and Maintenance incurred Operating Expenses for such Operational Year and calendar year. If ▇▇▇▇▇▇’s Share of actual Operating Expenses exceeds the sum of Tenant’s Proportionate Share monthly estimated payments for such calendar year, Tenant shall pay the difference to Landlord, within thirty (30) days following receipt 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”)Statement. If the Landlord’s Statement sum of Operation and Maintenance shall indicate that Tenant’s Projected Share such monthly estimated payments paid by Tenant for such Operational Year exceeded exceeds Tenant’s Proportionate Share for such Operational thenof actual Operating Expenses, Landlordthe difference shall be applied as a credit to future monthly estimated payments of Tenant’s Share of Operating Expenses (or, at Landlord’s optionwith respect to the calendar year in which this Lease terminates, shall forthwith either (1) pay the amount of excess directly be paid to Tenant within thirty (30) days of Tenantthe date of the Statement). The failure of Landlord to timely furnish the Statement or any statement required under Section 4.2(b) for any calendar year shall not prejudice Landlord from enforcing its rights under this Section 4.2(e)(i). (d) Within ninety (90) days after ▇▇▇▇▇▇’s receipt of such a Statement or (2) permit the “Review Period”), if Tenant to credit disputes the amount set forth in the Statement, Tenant’s employees or an independent certified public accountant (which accountant is a member of such excess against the subsequent payment of Overhead Rent due hereunder. If a nationally or regionally recognized accounting firm and is not compensated on a contingency fee basis) designated by Tenant, may, after fifteen (15) days written notice to Landlord and at reasonable times, review Landlord’s Statement records pertaining to Landlord’s calculation of Operation ▇▇▇▇▇▇’s Share of Operating Expenses at Landlord’s offices, provided that Tenant and Maintenance such employees or accountant shall indicate that Tenantexecute a commercially reasonable confidentiality agreement agreeing to keep all information contained in ▇▇▇▇▇▇▇▇’s Proportionate Share exceeds Tenantrecords, as well as the results of ▇▇▇▇▇▇’s Projected Share for that Operational Yearreview and the certification described below, in strict confidence. Notwithstanding the foregoing, Tenant shall forthwith pay Landlord only have the right to review Landlord’s records one (1) time during any twelve (12) month period. Tenant’s failure to review ▇▇▇▇▇▇▇▇’s records with respect to the amounts set forth in any Statement within the Review Period shall be deemed to be Tenant’s approval of such shortage Statement and waiver of the right or ability to dispute the amounts set forth in such Statement. If after such inspection, but within thirty (30) days after Tenantthe Review Period, Tenant notifies Landlord in writing that ▇▇▇▇▇▇ continues to dispute the amounts set forth in the Statement, Landlord and Tenant shall NNN Form 2021 CARLSBAD CORPORATE CENTER I - 336 October 1, 2021 -4- attempt in good faith to resolve such dispute. If Landlord and ▇▇▇▇▇▇ cannot resolve such dispute within thirty (30) days of Landlord’s receipt of ▇▇▇▇▇▇’s dispute notice, then such Statementdispute shall be resolved pursuant to Section 21.26 below.

Operating Expenses. (i) Commencing on the 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 an amount (per each rentable square foot in 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 Premises) equal to the first day excess ("Excess") from time to time of actual Basic Cost per rentable square foot in the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of Project over the actual Basic Cost of Operation and Maintenance incurred for such Operational Year and during the Tenant’s Proportionate Share of 2016 calendar year (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”"Expense Stop"). If the Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Projected Share paid by Tenant for Landlord may collect such Operational Year exceeded Tenant’s Proportionate Share for such Operational thenamount in a lump sum, Landlord, at Landlord’s option, shall forthwith either (1) pay the amount of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead Rent be 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Landlord furnishes to Tenant the Annual Cost Statement. Alternatively, Landlord may make a good faith estimate of the Excess to be due by Tenant for any calendar year or pa1t thereof during the Term, and, unless Landlord delivers to Tenant a revision of the estimated Excess, 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 Excess for such calendar year or part thereof divided by the number of months in such calendar year during the Term. From time to time during any calendar year, Landlord may estimate and re­ estimate the Excess to be due by Tenant for that calendar year and deliver a copy of the estimate or re­ estimate to Tenant’s receipt . Thereafter, the monthly installments of Excess payable by Tenant shall be appropriately adjusted in accordance with the estimations so that, by the end of the calendar year in question, Tenant shall have paid all of the Excess as estimated by Landlord. Any amounts paid based on such Statement.an estimate shall be subject to adjustment pursuant to this Section 4.(b) when actual Basic Cost is available for each calendar year. in the event that the Building is not fully leased during any calendar year, Landlord may make appropriate adjustments to the Basic Cost to adjust such expenses to a 95% leased basis, and such adjusted expenses shall be used for purposes of this Section 4(b). ​ For the purposes of this Section 4.(b), the term "Basic Cost" shall mean all expenses and disbursements of every kind (subject to the limitations set forth below) which Landlord incurs, pays or becomes obligated to pay in connection with the ownership, operation, and maintenance of the Project, determined in accordance with generally accepted federal income tax basis accounting principles consistently applied, including but not limited to the following: (I) Wages and salaries (including management fees) of all employees engaged in the operation, repair, replacement, maintenance, and security of the Project, including taxes, insurance and benefits relating thereto;

Operating Expenses. In addition to the payment of Base Rent, during each calendar year of the Term following the calendar year 2019 (i“Base Year”) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, Landlord as Overhead Rent, additional rent Tenant’s Projected Share of Costs of Operation and Maintenance for the Building, Garage, Common Areas, Project, and Property any increase in Operating Expenses paid or incurred by Landlord during such Operational Year. In January or as soon as is practical thereafter calendar year (“Increased Operating Expenses”) which are in each Operational Year, Landlord shall furnish Tenant by Notice a written statement, itemized in reasonable detail, excess of the estimated Cost of Operation and Maintenance for such year setting forth the Operating Expenses and paid or incurred by Landlord for the Base Year. Landlord may, at or after the start of any calendar year subsequent to the Base Year, notify Tenant of the amount which Landlord estimates will be Tenant’s Projected Share of the Cost of Operation and Maintenance Increased Operating Expenses for the Buildingsuch calendar year, Garage, Common Areas, Project, and Property during such Operational Year and Tenant shall pay same to Landlord as Overhead Rentmonthly in advance, at the time and place that monthly Base Rent is payable under this Lease, one-twelfth (1/12) of such estimate. Landlord may, from time to time, reasonably revise Landlord’s estimate of Increased Operating Expenses by written notice to Tenant and Tenant shall pay Tenant’s Projected Share based upon such revised estimate. Landlord shall be divided provide Tenant with an annual Statement (“Statement”) of the actual Increased Operating Expenses incurred or paid by 12 and shall be payable on the first day of Landlord for 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 calendar year subsequent to the first day of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. Base Year within one hundred twenty (ii120) Within six (6) months from days after the end of each Operational Yearcalendar year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the or as soon thereafter as reasonably practical. If Tenant’s Proportionate Share of Increased Operating Expenses as shown on such Statement is greater or less than 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 total estimated amounts actually paid by Tenant for with respect to the calendar year covered by such Operational Year exceeded Tenant’s Proportionate Share for such Operational thenStatement, Landlord, at Landlord’s option, shall forthwith either (1) pay the amount of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage then within thirty (30) days after receipt of the Statement, Tenant shall pay in cash any sums owed to Landlord or, if applicable, Tenant shall receive a credit against Tenant’s receipt Share of Increased Operating Expenses next accruing for any sum overpaid by Tenant. Following expiration of the calendar year in which the Term expires or during which this Lease is terminated, Landlord shall give a final Statement to Tenant for such portion of the calendar year within one hundred twenty (120) days after the end of the Term. If Tenant’s Share of any Increased Operating Expenses as shown on the final Statement is greater or less than the total amount of Increased Operating Expenses actually paid by Tenant with respect to the calendar year covered by the final Statement, then within thirty (30) days after the delivery of the Statement to Tenant the appropriate party shall pay to the other party any sums owed. Landlord may invoice Tenant monthly and Tenant shall pay its pro rata share of such StatementIncreased Operating Expenses within ten (10) days of invoice. The obligations of Landlord and Tenant under this Section shall survive the expiration or sooner termination of this Lease.

Operating Expenses. (a) For each Calendar Year (or portion thereof) during the Term, in addition to the other Rent due hereunder, Lessee shall pay the amount by which Basic Costs (as hereinafter defined) exceed the Initial Basic Costs Amount set forth in Section 1(g) ("Basic Costs Excess"). Such payments of Basic Costs Excess shall be made as follows: (i) Commencing on Prior to the Lease Commencement DateDate and before the beginning of each Calendar Year (or portion thereof) thereafter during the Term, Tenant Lessor shall also pay to Landlord, as Overhead Rent, Tenant’s Projected Share furnish Lessee with Lessor's estimate of Basic Costs Excess for such Calendar Year. On or before the first day of Operation and Maintenance for the Building, Garage, Common Areas, Project, and Property each month during such Operational Year. In January or as soon as is practical thereafter in each Operational Calendar Year, Landlord in addition to other Rent due hereunder at such time, Lessee shall furnish Tenant by Notice pay a written statement, itemized in reasonable detail, monthly installment equal to 1/12 of the estimated Cost of Operation and Maintenance Basic Costs Excess for such year setting forth Calendar Year. Lessor shall have the Operating Expenses right to adjust such estimated Basic Costs Excess before the beginning of each calendar quarter and Tenant’s Projected Share 1/12 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 adjusted estimated Basic Costs Excess shall be payable on the first day of each month, beginning on the first day of month thereafter during such ensuing Operational Calendar 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) Within six (6) months from 150 days after the end conclusion of each Operational YearCalendar Year during Lessee's occupancy, Landlord or as soon thereafter as practicable, Lessor shall furnish to Tenant Lessee a statement of actual Basic Costs for the previous Calendar Year (or fraction thereof if the Commencement Date occurred after the first day of the previous Calendar Year). A lump sum payment (which payment shall be considered a payment of Rent for all purposes) will be made by Notice a written Lessee, within 30 days of the delivery of that statement, itemized in reasonable detailequal to the excess, if any, of the actual Cost of Operation and Maintenance incurred Basic Costs over the aggregate amount paid by Lessee hereunder for Basic Costs Excess for such Operational Calendar Year. If the amount of the actual Basic Costs is less than the aggregate amount actually paid by Lessee hereunder for Basic Costs Excess for such Calendar Year, Lessor shall (provided Lessee is not in default hereunder) at Lessor's election either refund such difference (the "Basic Costs Overage") to the Lessee within 30 days of the issuance of that statement, or apply such Basic Costs Overage to the next accruing installments of Rent due hereunder. The effect of this reconciliation payment or adjustment shall be that Lessee will pay with respect to each Calendar Year (or portion thereof) during the Term, in addition to the other Rent due hereunder, the amount by which Basic Costs exceeds the Initial Basic Costs Amount. (b) As used herein "Basic Costs" means: (i) Lessee's Proportionate Share of all Operating Expenses (as defined below), which costs shall include all expenditures by Lessor to maintain all facilities in operation at the beginning of the Term and such additional facilities in subsequent years as Lessor may consider necessary or beneficial for the Tenant’s operation of the Project; and (ii) an amount equal to Lessee's Proportionate Share of the Cost management fee paid by Lessor with respect to the Project. All Operating Expenses shall be determined according to generally accepted accrual accounting principles which shall be consistently applied. "Operating Expenses" as used herein means all reasonable expenses, costs, and disbursements of Operation every kind which Lessor shall pay or incur in connection with the ownership, operation and Maintenance maintenance of the Building, Garage, Common Areas, Project, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”). If including without limitation, 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.following:

Operating Expenses. (ia) Commencing on During the Lease Commencement Dateterm of this Lease, Tenant shall also pay as additional rent an amount (per each square foot within the Premises) equal to Landlord, as Overhead Rent, Tenant’s Projected Share the excess ("Excess") from time to time of Costs of Operation and Maintenance for the per square foot Basic Cost (which shall be calculated by dividing the Basic Cost by the total rentable square feet in the Building, Garage, Common Areas, Project, and Property during such Operational Year) over the Base Year Stop. 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 Beginning with the first day of the thirteenth month of the Lease Term following the Commencement Date, and on each January 1 thereafter, Landlord shall make a good faith estimate of the Excess for each upcoming calendar month next succeeding the calendar month in which said Statement is furnished year and Tenant shall pay monthly additional rent equal to Tenantone-twelfth (1/12) of such estimate. (iib) Within six (6) months from the end By May 1 of each Operational Yearcalendar year during Tenant's occupancy and the calendar year following termination of this Lease, or as soon thereafter as practical, Landlord shall furnish to Tenant a detailed statement certified as correct by Notice a certified public accountant or officer of Landlord's managing agent of Landlord's actual Basic Cost for the previous year. If for any calendar year additional rent collected for the prior year as a result of Landlord's estimate of Basic Cost is (i) in excess of the additional rent actually due during such prior year, then Landlord shall either credit such overpayment towards Tenant's estimated share of operating expenses for the next year or refund to Tenant any overpayment, or (ii) less than the additional rent actually due during such prior year, then Tenant shall pay to Landlord, on demand, any underpayment with respect to the prior year. (c) Each statement furnished by Landlord to Tenant shall be conclusive and binding upon Tenant unless, within ninety (90) days after receipt of such statement, Tenant delivers to Landlord a written statementnotice specifying the particular details for which such statement is claimed to be incorrect. Pending the determination of such dispute, itemized in reasonable detail, Tenant shall pay without delay the full amount of the actual Cost additional rent payable by Tenant in accordance with each such statement that Tenant is disputing. Without limiting the preceding sentence, Tenant, or its authorized agent, shall have the right, during Landlord's normal business hours and after reasonable notice, to inspect/audit, the books and records of Operation and Maintenance incurred Landlord applicable to the determination of any statement of any additional rent payable by Tenant for the purpose of verifying in good faith the information contained in such Operational Year and statement for a period of up to one year after the receipt of such statement by Tenant’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”)by a certified public accountant. If the Landlord’s Statement of Operation and Maintenance shall indicate audit determines that Tenant’s Projected Share paid the statement overstates the amount due by Tenant by five percent (5%) or more, (i) Landlord shall refund any overpayment revealed by Tenant's audit; (ii) Landlord shall pay the reasonable costs of the audit; provided, however, that Landlord shall have the right to dispute the findings of the audit and to obtain a reimbursement from Tenant for the costs associated thereto if it is later determined that the audit was in error to the Landlord's detriment; and (iii) Tenant shall then have the right to audit previous year's statements. (d) Should Tenant require any additional work or service, including but not limited to heating, ventilation and air conditioning ("HVAC") furnished outside Landlord's normal operating hours of 8:00 a.m. to 6:00 p.m., Monday through Friday, 9:00 a.m. to 1:00 p.m., Saturday, excluding Christmas, New Year's Day, Fourth of July, Memorial Day, Labor Day, and Thanksgiving Day, Landlord may, upon reasonable advance notice by Tenant, furnish such Operational Year exceeded additional services at a charge not more than Landlord's actual cost, plus reasonable overhead for the additional services provided, it being agreed that the cost to the Landlord of such additional services shall not be considered or treated as Basic Cost. (e) Landlord may, at any time in its sole discretion, require separate metering for gas, electric power or for any other utility service required by Tenant if such service is reasonably deemed by Landlord to be in excess of Building standard usage, in which case the cost of such metering shall be at Tenant’s Proportionate Share for such Operational then's sole cost and expense, due and payable upon demand by Landlord, at Landlord’s optionand in which event Tenant shall pay for all such utility service in excess of its normal and customary usage, shall forthwith either (1) pay as metered. For any utility services that are separately metered as prescribed herein the amount of excess directly said services which had been included in the calculation of the Base Year Stop or the calculation of Basic Cost shall be excluded therefrom. (f) Notwithstanding any expiration or termination of this Lease prior to Tenant within thirty (30) days the end of the Lease Term, Tenant’s receipt 's obligations to pay any and all additional rent pursuant to this Lease shall continue and shall cover all periods up to the expiration or termination date of such Statement this Lease. Tenant's obligation to pay any and all additional rent or (2) permit other sums owing by Tenant to credit the amount Landlord under this lease shall survive any expiration or termination 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementthis Lease.

Operating Expenses. (i) 3.3.1 Commencing on the Lease Commencement DateDate for each of Powered Shell-A and the Server Room, Powered Shell-C, and Powered Shell-B and the Operational Space, Tenant shall also be obligated to pay to Landlord, Landlord as Overhead Rent, Tenant’s Projected Share Additional Rent an amount equal to Operating Expenses (Actual) for such component 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. 3.3.2 No later than sixty (60) days prior to the date that Landlord reasonably anticipates the Commencement Date to occur, Landlord shall furnish provide to Tenant by Notice a written statement, itemized in reasonable detail, statement of the estimated Cost of Operation and Maintenance for such year setting forth the Operating Expenses (Projected) for the period commencing on the Commencement Date and ending on the last day of the calendar year in which the Commencement Date occurs. In addition, no later than sixty (60) days before the beginning of each calendar year thereafter, Landlord shall provide to Tenant a statement of the Operating Expenses (Projected) for the immediately following calendar year. Such initial statement of the Operating Expenses (Projected) and each subsequent statement of the Operating Expenses (Projected) are referred to herein as the “Operating Expenses Budget”. Each Operating Expenses Budget shall be subject to Tenant’s Projected Share approval, such approval not to be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, it shall be unreasonable for Tenant to withhold its approval of any proposed Operating Expenses Budget unless Tenant is able to demonstrate and reasonably justify an alternative budget that will result in fifteen (15%) or more in annual savings as compared to the Cost of Operation and Maintenance for the Building, Garage, Common Areas, Project, and Property during such Operational Year and proposed Operating Expenses Budget. 3.3.3 Tenant shall pay same each Projected Operating Expenses Installment 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 month during the first day Term of such ensuing Operational Yearthe Lease. If said Until Tenant has received the statement is furnished to Tenant after January or of the commencement of such Operational YearOperating Expenses (Projected) from Landlord, Tenant shall nonetheless be obligated continue to pay, pay Projected Operating Expenses Installments to Landlord in the same amount (if any) as part of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share required for the period which last month of the prior calendar year. Upon ▇▇▇▇▇▇’s receipt of such statement of the Operating Expenses (Projected), Tenant shall have elapsed pay to Landlord, or Landlord shall pay to Tenant (whichever is appropriate), the difference between the amount paid by ▇▇▇▇▇▇ as Projected Operating Expenses Installments prior to receiving such statement and the first day of the calendar month next succeeding the calendar month amount payable by Tenant therefor as set forth in which said Statement is furnished to Tenant. (ii) Within six (6) months from such statement. Landlord shall provide Tenant a statement on or before May 15 after the end of each Operational Yearcalendar year, Landlord shall furnish showing Operating Expenses (Actual) as compared to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred Operating Expenses (Projected) for such Operational Year and the Tenant’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”)calendar year. If the Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Projected Share paid by Tenant Operating Expenses (Actual) for such Operational Year exceeded calendar year exceeds the aggregate of the Projected Operating Expenses Installments collected by Landlord from Tenant’s Proportionate Share for such Operational then, Tenant shall pay to Landlord, at Landlord’s option, shall forthwith either (1) pay the amount of excess directly to Tenant within thirty (30) days of Tenantfollowing ▇▇▇▇▇▇’s receipt of such Statement or (2) permit Tenant to credit statement, the amount of such excess against excess. However, if the subsequent payment Operating Expenses (Actual) for such calendar year is less than the aggregate of Overhead Rent due hereunder. If Landlord’s Statement of Operation and Maintenance Projected Operating Expenses Installments collected by Landlord from Tenant, Landlord shall indicate that pay to Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenantfollowing ▇▇▇▇▇▇’s receipt of such Statementstatement, the amount of such excess. Landlord shall have the right from time to time during each calendar year to propose an update to the Operating Expenses (Projected) and provide Tenant with a revised statement thereof, which proposed update shall be subject to Tenant’s approval rights set forth in Section 3.3.2 above. Thereafter, Tenant shall pay Projected Operating Expenses Installments on the basis of the revised statement. If the Commencement Date is not the first day of a calendar year, or the expiration or earlier termination date of this Lease is not the last day of a calendar year, the Operating Expenses (Actual) shall be prorated. The foregoing adjustment provisions shall survive the expiration or termination of the Term of this Lease. 3.3.4 Landlord agrees to keep books and records reflecting the Operating Expenses of the Property in accordance with generally accepted accounting principles. Tenant, at its expense, shall have the right, once per year, within twelve (12) months after receiving Landlord’s statement of Operating Expenses (Actual) for a particular year, to audit Landlord’s books and records relating to the Operating Expenses as the case may be for such year. If within such twelve (12) month period Tenant does not give Landlord written notice stating in reasonable detail any objection to the statement of Operating Expenses (Actual), Tenant shall be deemed to have approved such statement in all respects. Such audit shall be conducted by an independent, nationally recognized accounting firm. For the avoidance of doubt, any all information obtained through the Tenant’s audit with respect to financial matters and any other matters pertaining to Landlord and/or the Property, as well as any compromise, settlement, or adjustment reached between Landlord and Tenant relative to the results of the audit shall be subject to the provisions of Section 17.19 hereof. Notwithstanding the foregoing, if the amount of Operating Expenses (Actual) set forth in Landlord’s statement is determined by ▇▇▇▇▇▇’s audit to have been overstated by Landlord by more than [***], Landlord shall reimburse Tenant for such overcharge and the commercially reasonable, out of pocket hourly or flat fee costs and expenses paid by Tenant in connection with ▇▇▇▇▇▇’s review.

Operating Expenses. (ia) Commencing on the Lease first day of the calendar year following the Base Year, but in no event prior to the 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 Additional 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. hereunder (iii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share of any increase incurred by Landlord in the Cost cost of Operation operating and Maintenance maintaining the Building (which for this application excludes the costs applicable to the Cafeteria and the 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, (i) real estate taxes and similar taxes or assessments 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 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, Garage, and the Building’s share of expenses for the Complex Common Areas, Projectall of which 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 Property during such Operational Year 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 “Landlord’s Statement of Operation and MaintenanceGAAP”), as determined by an independent certified public accountant, whether similar or dissimilar to the foregoing. If the Landlord’s Statement of Operation and Maintenance All utility costs included in Operating Expenses shall indicate that Tenant’s Projected Share paid by be charged to Tenant for such Operational Year exceeded Tenant’s Proportionate Share for such Operational then, Landlord, at Landlord’s optionactual 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 forthwith either be included no more than once. (1c) pay Operating Expenses shall not include capital expenditures (unless such capital expenditure actually results in energy savings and then only to the amount 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 Building; 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 (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 within thirty (30) days of other than through Tenant’s receipt 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 (other than through Operating Expenses); overhead and profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Building, to the extent that the costs of such Statement 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 (2such as late payment penalties and interest on real estate taxes, late payment of utility bills) permit provided that Tenant to credit the amount 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 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 air conditioning systems, elevators or other equipment ordinarily considered to be of a capital nature other than equipment used in providing janitorial services and not affixed to the Building; structural repairs to the foundations, walls or roof of the Building; or lease concessions, including rental abatements and construction allowances granted to other tenants. (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 (as applicable); provided, however, such adjustment shall not result in Landlord collecting sums in excess against of the subsequent payment actual cost of Overhead Rent due hereunderOperating 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 Landlord’s Statement this Lease expires or terminates other than at the end of Operation a calendar year, the Expense Share under this Section 5.03 for the year during which the Lease expires or terminates shall be pro-rated and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share be paid on demand notwithstanding the expiration or termination of this Lease before the demand is made for that Operational Year, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such StatementExpense Share.

Operating Expenses. 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. Each year (iand 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") Commencing on for the Lease Commencement Datepreceding calendar year or part thereof. Landlord shall endeavor to provide Tenant such statement within 150 days of the calendar year end. 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 Landlord's option, if applicable, Landlord may credit Tenant's account for any overpayment. If Tenant does not give Landlord notice within ninety (90) days after receiving the Statement that Tenant disagrees with such Statement and specifying the items and amounts in dispute, Tenant shall also be deemed to have waived the right to contest such Statement. If Tenant disagrees with the Statement and specifies the items and amounts in dispute, Tenant shall, pending the resolution of such dispute, nonetheless pay to Landlordall of Tenant's Annual Operating Expenses in accordance with such Statement. Upon the resolution of such dispute, as Overhead the amount due Tenant (if any) shall be credited against future payments of Rent, Tenant’s Projected Share of Costs of Operation and Maintenance for or, if the Building, Garage, Common Areas, Project, and Property during such Operational Year. In January or as soon as is practical thereafter in each Operational YearTerm has expired, Landlord shall furnish Tenant by Notice a written statement, itemized promptly (and 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess directly to Tenant any event within thirty (30) days of such resolution) pay to Tenant the amount of any overpayment. Landlord's and Tenant’s receipt '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 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. Tenant may audit the Statement under the following conditions: (A) Tenant provides notice of its intent to audit within 90 days after receiving the Statement (which notice shall not be deemed a waiver by Tenant of its rights to contest such 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 makes all of the necessary books and 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 Tenant, its auditor and its other professional advisors, other than in the case of any lawsuit concerning such Statement or as required by Laws; and (2F) permit in the event that Tenant or its auditor determines that an overpayment is due Tenant, Tenant or Tenant's auditor shall produce a detailed report addressed to credit both Landlord and Tenant with its calculated conclusions within 10 days after the amount completion of the audit. Landlord and Tenant shall work together in good faith to resolve any issues raised in Tenant's audit. Tenant shall be responsible for all costs, expenses and fees incurred in connection with its audit. Upon the resolution of such excess dispute, any amount due Tenant shall be credited against future payments of Minimum Annual Rent or, if no further Minimum Annual Rent is due, Landlord shall pay such amount to Tenant within 30 days after the subsequent payment date of Overhead Rent such resolution. Landlord's obligation to pay any deficiency due hereunderTenant pursuant to this Section shall survive the expiration or termination of this Lease. If Landlord’s the Operating Expenses for the period covered by the applicable Statement of Operation have been overstated by more than ten percent (10%), then Landlord shall reimburse Tenant for the reasonable cost and Maintenance shall indicate that expenses incurred by Tenant in connection with Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year's audit, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementnot to exceed $2,500.

Operating Expenses. (ia) In addition to Base Rent, Tenant agrees to pay to Landlord Tenant’s Proportionate Share of Operating Expenses for the Premises, as hereinafter defined. Commencing on the 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share of Operating Expenses in monthly payments, each in an amount equal to one-twelfth (1/12th) of Tenant’s Proportionate Share of Operating Expenses as estimated by Landlord for the Cost applicable calendar year. Within ninety (90) days, or such later date as is reasonably practical, after the end of Operation each calendar year within the Lease Term, Landlord shall determine the actual amount of Tenant’s Proportionate Share of Operating Expenses for the expired calendar year and Maintenance deliver to Tenant a written statement of the Building, Garage, Common Areas, Project, and Property during such Operational Year amount (each an “Landlord’s Statement of Operation and MaintenanceOperating Expenses Statement”). If the Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Projected Share paid by Tenant total payments of estimated Operating Expenses for any calendar year are less than actual Operating Expenses for such Operational Year exceeded calendar year, then Tenant shall pay the difference to Landlord within thirty (30) days after demand, and if Tenant’s Proportionate Share total payments of estimated Operating Expenses for any calendar year are more than actual Operating Expenses for such Operational thencalendar year, Landlordthen Landlord shall retain such excess and credit it against Tenant’s next occurring payments on account of Operating Expenses, at Landlord’s optionor if in the last year of the Lease Term, Landlord shall forthwith either (1) pay the amount of excess directly refund to Tenant such excess within thirty (30) days of the expiration or earlier termination of this lease. For purposes of calculating Tenant’s receipt of such Statement 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 of Operating Expenses, a year shall mean a calendar year, except the last year, which shall end on the expiration or termination of this Lease. At any time, Landlord may adjust the amount of the estimated Tenant’s Projected Proportionate Share of Operating Expenses to reflect Landlord’s estimate of Tenant’s Proportionate Share of Operating Expenses for the year and, commencing on that Operational Yeardate which is thirty (30) days after the date of such notice, Tenant shall forthwith pay begin to make payments to Landlord in accordance with the adjusted amounts designated by Landlord. (b) Each Operating Expenses Statement delivered to Tenant shall constitute an account stated between Landlord and Tenant and shall be conclusively binding upon Tenant, unless Tenant (i) pays to Landlord when due the amount set forth in such shortage Operating Expenses Statement, without prejudice to Tenant’s right to dispute such Operating Expenses Statement, and (ii) within thirty (30) days after such Operating Expenses Statement is delivered, sends a written notice to Landlord objecting to such Operating Expenses Statement and specifying the reasons therefor, in which event, upon request, Tenant may, at its sole cost and expense, audit the books and records pertaining to the Operating Expenses for the applicable calendar year. Said audit shall be (a) performed, at Landlord’s option, either (i) at a mutually satisfactory time at Landlord’s offices in Framingham, Massachusetts, or (ii) after physical or electronic delivery to Tenant of the relevant documents and (b) completed no later than ninety (90) days after receiving the applicable statement of Operating Expenses. Such audit may be made only by Tenant’s receipt , a nationally or regionally recognized independent certified public accounting firm, or a qualified leasing consultant professional. In no event may Tenant employ, in connection with any such audit or any dispute under this Lease, any person or entity who is to be compensated in whole or in part, on a contingency fee basis. In connection with any such audit, Tenant, and all accountants, consultants and agents of Tenant, shall keep all information confidential and shall execute and deliver to Landlord a commercially reasonable confidentiality agreement, whereby such parties agree not to disclose to any third party any of the information obtained in connection with such audit. Tenant shall pay the fees and expenses relating to such audit, unless it is conclusively determined that Landlord overstated Operating Expenses by more than five percent (5%) for such year, in which event Landlord shall reimburse Tenant for the reasonable out-of-pocket costs incurred by Tenant in such audit. (c) For purposes of this Lease, “Taxes” shall mean all taxes, assessments, betterments, excises, user fees and all other governmental charges and fees of any kind or nature, or impositions or agreed payments in lieu thereof or voluntary payments made in connection with the provision of governmental services or improvements of benefit to the Building or the Property (including any so-called linkage, impact or voluntary betterment payments), and all penalties and interest thereon, assessed or imposed or accrue against the Property or any part thereof (including, without limitation, any personal property taxes levied on such property or on fixtures or equipment used in connection therewith), or upon Landlord by virtue of its ownership thereof, other than a federal or state income tax of general application, during the Lease Term. If during the Lease Term the present system of ad valorem taxation of property shall be changed so that, in lieu of or in addition to the whole or any part of such Statementad valorem tax, there shall be assessed, levied or imposed on the Property or any part thereof or on Landlord any kind or nature of federal, state, county, municipal or other governmental capital levy, income, sales, franchise, excise or similar tax, assessment, levy, charge or fee (as distinct from the federal and state income tax in effect on the Commencement Date) measured by or based in whole or in part upon the Building valuation, mortgage valuation, rents or any other incidents, benefits or measures of real property or real property operations and imposed on owners of real estate generally, then any and all of such taxes, assessments, levies, charges and fees shall be included within the term “Taxes”, but only to the extent the same are applicable to the Property and the rents hereunder.

Operating Expenses. (i) Commencing In addition to Base Rent payable by Tenant pursuant to Section 4, above, on the first day of each calendar month beginning after the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, Tenant’s Projected Share without notice, demand, offset, or deduction, one-twelfth of Costs of Operation and Maintenance all Operating Expenses for the Building, Garage, Common Areas, Projectcalendar year in which the Lease Commencement Date occurs, and Property for each calendar year thereafter during such Operational Yearthe Term, as estimated by Landlord in the most recently-delivered Estimated Statement (as defined below). In January or as soon as is practical thereafter in each Operational Year, Landlord shall furnish Tenant by Notice deliver to Tenant, prior to the commencement of the Lease Commencement Date and prior to each anniversary of the Lease Commencement Date thereafter, a written statement, itemized in reasonable detail, of the estimated Cost of Operation and Maintenance for such year statement (“Estimated Statement”) setting forth Landlord’s estimate of the Operating Expenses and Tenantallocable to the ensuing calendar year (or portion thereof). Landlord may, at its option, during any such year (but no more than twice in any one calendar year), deliver to Tenant a revised Estimated Statement, revising Landlord’s Projected Share estimate 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 RentOperating Expenses in accordance with L▇▇▇▇▇▇▇’s most current estimate. 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 No later than one hundred twenty (120) days 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) Within six (6) months from the end of each Operational Yearcalendar year during the Term, Landlord shall furnish deliver to Tenant by Notice a written statementstatement (“Actual Statement”) setting forth the actual Operating Expenses allocable to such calendar year. Tenant’s failure to object to Landlord regarding the contents of an Actual Statement, itemized in reasonable detailwriting, within one hundred twenty (120) days after delivery to Tenant of such Actual Statement shall constitute Tenant’s absolute and final acceptance and approval of the actual Cost Actual Statement, except in the event Tenant is later able to prove fraud or intentional misrepresentation. Following Landlord’s receipt of Operation Tenant’s written request, Landlord shall also provide Tenant with reasonable back-up information (e.g., tax bills, bills for utility costs, etc.) as well as explanations based on known costs and Maintenance incurred reasonable projections. If the sum of Tenant’s monthly payments actually paid by Tenant during any calendar year exceeds Tenant’s obligations for Operating Expenses allocable to such Operational Year year as reflected in an Actual Statement, then such excess will be credited against T▇▇▇▇▇’s future monthly payments of Operating Expenses, unless such year was the year during which the Term expires or is terminated (the “Last Calendar Year”), in which event either (i) such excess shall be credited against any monetary default or outstanding obligation of Tenant under this Lease, or (ii) if Tenant is not in default under this Lease and has no outstanding monetary obligations at such time, then Landlord shall pay to Tenant such excess within thirty (30) days after the expiration or termination of the Term. If the sum of Tenant’s monthly payments of Operating Expenses actually paid by T▇▇▇▇▇ during any calendar year is less than Tenant’s Proportionate Share of the Cost of Operation and Maintenance of the Buildingactual Operating Expenses allocable to such year, Garagethen Tenant shall, 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt delivery of such Statement or (2) permit Tenant the Actual Statement, pay to credit Landlord the amount of such excess against deficiency. The references in this Section to the subsequent payment actual Operating Expenses allocable to a calendar year shall include, if such calendar year is the Last Calendar Year, the actual Operating Expenses allocable to the portion of Overhead Rent due hereundersuch year prior to the expiration or termination of the Term, calculated on a pro rata basis, without regard to the date of a particular expenditure. If Landlord’s Statement The provisions of Operation this Section shall survive the termination of this Lease, and Maintenance even though the Term has expired, and Tenant has vacated the Premises, when the final determination is made of Operating Expenses for the year in which this Lease terminates, which shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Yearbe within one hundred twenty (120) days after the end of such year, Tenant shall forthwith promptly pay any increase due over the estimated expenses paid by Tenant pursuant hereto and conversely any overpayment made in Tenant’s estimated payments shall be promptly rebated by Landlord such shortage to Tenant. Notwithstanding the foregoing, if Landlord fails to provide the Actual Statement within thirty (30) days after written notice from Tenant that Landlord did not deliver the Actual Statement by the applicable date set forth herein, Landlord shall not have the right to collect from Tenant any underpayment of Tenant’s receipt Proportionate Share of Operating Expenses that may be determined for the period covered by such Actual Statement. Landlord shall not recover more than one hundred percent (100%) of the Operating Expenses actually incurred by Landlord and in the event that Landlord shall collect more than one hundred percent (100%), Landlord shall promptly reimburse to Tenant, T▇▇▇▇▇’s Proportionate Share of any such excess to the extent paid by T▇▇▇▇▇.

Operating Expenses. a) Tenant's Share. (a) Tenant's share of Building Operating Expenses ("Tenant's Building Share") is hereby mutually agreed to be that percentage set forth in the Basic Lease Information. Tenant shall pay as Additional Rent Tenant's Building Share of Building Operating Expenses for any calendar year after the Base Calendar Year to the extent that Building Operating Expenses for such calendar year exceed the Building Operating Expenses for the Base Calendar Year. (b) Tenant's share of Project Operating Expenses ("Tenant's Project Share") is hereby mutually agreed to be that percentage set forth in the Basic Lease Information. Tenant shall pay as Additional Rent Tenant's Project Share of Project Operating Expenses for any calendar year after the Base Calendar Year to the extent that Project Operating Expenses for such calendar year exceed the Project Operating Expenses for the Base Calendar Year. (c) For the purposes of this Article 6 and determining Tenant's Share of Building Operating Expenses and Tenant's Share of Project Operating Expenses, Landlord and Tenant hereby agree that the Operating Expenses for the Base Calendar Year shall be the greater of (A) the amount of Five Dollars and Sixty Five Cents ($5.65) per square feet of Rentable Area in the Premises, as increased by an amount determined by multiplying the amount of Five Dollars and Sixty Five Cents ($5.65) per square feet of Rentable Area in the Premises by the increase, if any, in the Index (as hereinafter defined) from the date of this Lease through December 31, 2002, being the amount budgeted by Landlord for Operating Expenses during the Base Calendar Year (the "Budgeted Operating Expenses"); or (B) the sum of the actual Operating Expenses incurred by Landlord during the Base Calendar Year and an amount equal to Twenty-five Cents ($.25) per square foot of Rentable Area in the Premises (the "Operating Expense Buffer"). Within sixty (60) days after the date of this Lease, Landlord shall deliver to Tenant for Tenant's approval a revised budget for Operating Expenses for the Base Calendar Year, which shall allocate in a reasonable manner the foregoing expenses between Building Operating Expense and Project Operating Expenses. Tenant shall not unreasonably withhold or delay Tenant's approval of Landlord's budget. If Tenant disapproves Landlord's revised budget, then Tenant shall notify Landlord of the reasons therefor and Landlord and Tenant shall thereafter negotiate reasonably to agree upon a revised budget. If they are unable to so agree within sixty (60) days after Landlord delivers its proposed revised budget to Tenant, then the dispute shall be resolved in accordance with the Real Estate Industry Arbitration Rules of the American Arbitration Association. After Landlord and Tenant agree on (or arbitration establishes) a revised budget that allocates Budgeted Operating Expenses between Building Operating Expenses and Project Operating Expenses: (i) Commencing on Building Operating Expenses for the Lease Commencement DateBase Calendar Year shall be the greater of (x) the amount of the Budgeted Operating Expenses allocated to Building Operating Expenses, Tenant or (y) the sum of the actual Building Operating Expenses incurred by Landlord during the Base Calendar Year and an amount equal to the portion of the Operating Expense Buffer that is allocated to the Building Operating Expenses; and (ii) Project Operating Expenses for the Base Calendar Year shall also pay be the greater of (x) the amount of the Budgeted Operating Expenses allocated to LandlordProject Operating Expenses, as Overhead Rentor (y) the sum of the actual Project Operating Expenses incurred by Landlord during the base Calendar Year and an amount equal to the portion of the Operating Expense Buffer that is allocated to the Project Operating Expenses. For purposes of the foregoing, the Operating Expense Buffer shall be allocated between Building Operating Expenses and Project Operating Expenses in the same proportion that actual Building Operating Expenses for the Base Calendar Year bears to actual Project Operating Expenses for the Base Calendar Year. 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 Building Operating Expenses and Tenant’s Projected Share of the Cost of Operation Project Operating Expenses payable pursuant to subsections (a) and Maintenance for the Building, Garage, Common Areas, Project, and Property during such Operational Year and Tenant (b) above shall pay same to Landlord as Overhead Rent. Tenant’s Projected Share shall thereafter be divided by 12 and shall be payable determined based on the first day approved revised budget submitted by Landlord. For the purposes of each monththis Section 6.01, beginning on the first day term “Index” shall mean the Department of such ensuing Operational Year. If said statement is furnished to Tenant after January or the commencement Labor, Bureau of such Operational YearLabor Statistics, Tenant shall nonetheless be obligated to payConsumer Price Index, as part of its next installment of Base Rent Subgroup “Urban Wage Earners and Overhead RentClerical Workers (Revised)", 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 TenantLos Angeles - Long Beach -Anaheim - Riverside ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ (▇▇▇▇-▇▇ = 100). (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.

Operating Expenses. (i1) Commencing Most of Leases, both the A-Leases and the B-Leases, are multi-tenant leases which are written on a net or so-called "modified gross" basis which require the Lease Commencement Date, Tenant shall also Tenants thereunder to pay to LandlordSeller, as Overhead Rentlandlord, Tenant’s Projected Share estimates of Costs Operating Expenses for their respective premises. Seller makes annual (calendar year) reconciliations of Operation and Maintenance such Operating Expenses in order to reconcile (on a cash basis) the receipts of estimated Operating Expenses from the Tenants with the Operating Expenses actually paid for the Buildingrelevant calendar year. The reconciliation of Operating Expenses collected for calendar year 1995 has been completed. (2) It is agreed that Seller shall be responsible for making the reconciliation of Operating Expenses for calendar year 1996, Garage, Common Areas, Project, and Property during even if such Operational Yearreconciliation occurs after the Close of Escrow. 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, This reconciliation will occur outside of the Escrow and Escrow Holder shall have no responsibility therefor. Seller shall use its best efforts to complete such reconciliation within sixty (60) days after the Closing. Seller anticipates that the amount of estimated Cost Operating Expenses collected for calendar year 1996 will be less than the amount of Operation and Maintenance actual Operating Expenses incurred for such year setting forth and that, therefore, certain payments may be due to Seller from certain Tenants. (3) After the such 1996 reconciliation is completed, Seller shall pay any amounts due to the Tenants directly to such Tenants. Buyer shall receive no credit against the Purchase Price for any such amounts that may be due to the Tenants. Seller hereby agrees to indemnify, defend and hold Buyer harmless from and against any claims by the Tenants with respect to sums which may be due to the Tenants as a result of excess ▇▇▇▇▇▇▇▇ of Operating Expenses. If the Operating Expenses actually paid by Seller for calendar year 1996 exceed the receipts of estimated Operating Expenses received by Seller for such year by more than One Thousand Dollars ($1,000) in the aggregate, Buyer agrees to use diligence to collect, after the Closing, any shortfall for the account of Seller in the same manner as delinquent rent. Buyer shall pay Seller any portion of such shortfall in Operating Expenses as and Tenant’s Projected Share when Buyer collects same, so long as all other obligations of the Cost of Operation and Maintenance for the Building, Garage, Common Areas, Project, and Property during such Operational Year and paying 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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”)Buyer are current. If the Landlord’s Statement shortfall in the collection of Operation Operating Expenses from the Tenants is less than One Thousand Dollars ($1,000) in the aggregate, Seller shall have no right to collect the shortfall and Maintenance Buyer 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 be entitled to keep any portion of the amount of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementshortfall which it may succeed in collecting.

Operating Expenses. (iThe amount of the Annual Operating Expenses set forth in Section l(g) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, above represents Tenant’s Projected Share of Costs of Operation and Maintenance the estimated Operating Expenses for the Building, Garage, Common Areas, Project, 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 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, after the expiration or termination 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Property), Landlord shall forthwith either (1) provide Tenant with a statement of Operating Expenses 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 excess directly any overpayment or deficiency then due from one to Tenant within 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 such Statement or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead Rent due hereunder. If Landlord’s Statement statement, Tenant, at its sole cost and expense (except as set forth below), shall have the right to give Landlord notice of Operation its intent to audit Landlord’s books and Maintenance records with respect to the Operating Expenses for the 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 audit shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share not be compensated on a contingency fee basis. Landlord shall such cause such books and records to be available for that Operational Yearinspection during normal business hours at such location where Landlord regularly keeps such books and records. Such audit shall be done in accordance with generally accepted accounting principles, Tenant consistently applied. The audit shall forthwith pay Landlord such shortage be completed within thirty (30) days after 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 agrees with the audit, and (i) if the audit indicates that Tenant made an overpayment to Landlord, Landlord shall credit such amount to Tenant’s receipt subsequent payments of Rent Adjustment Deposits, or if the Lease has terminated, remit the amount of such Statementoverpayment to Tenant within thirty (30) days, and (ii) if Tenant’s audit reveals an underpayment by Tenant, Tenant will remit the amount of the underpayment 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 (30) days. If Landlord and Tenant have not resolved their dispute in said thirty (30) day period, Landlord and Tenant shall refer the matter to an 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 more of the amount 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 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 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 period so that Operating Expenses are computed as though the Building had been fully occupied.

Operating Expenses. (i) Commencing on the Lease Commencement Date, Tenant shall also pay Prior to Landlord, as Overhead Rent, Tenant’s Projected Share commencement of Costs of Operation and Maintenance for the Building, Garage, Common Areas, Project, and Property during such Operational Year. In January each Operating Year or as soon thereafter as is practical thereafter reasonably possible, Landlord will furnish to Tenant as estimate of the Operating Expenses for such Operating Year and if the same shall be in excess of the Base Operating Expenses, the installments of rent payable hereunder in respect of each Operational month of such Operating Year shall be increased by way of Additional Rent by an amount equal to one-twelfth (1/12) of two percent (2%) of such excess and Tenant shall make payment thereof to Landlord accordingly ("Tenant's Estimated Share"). After the end of each Operating Year, the Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, statement of the estimated Cost of Operation and Maintenance Landlord's actual Operating Expenses 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 an amount equal to two percent (2%) of the excess of such Operating Expenses over the Base Operating Expenses ("Tenant's Actual Share"). If Tenant's Actual Share is greater than the amount paid by Tenant to Landlord as Overhead RentTenant's Estimated Share, then Tenant shall pay this difference to Landlord within fourteen (14) days after delivery of such statement. If Tenant’s Projected 's Actual Share is less than the amount paid by Tenant to Landlord as Tenant's Estimated Share, then Landlord shall refund the excess to Tenant within fourteen (14) days after delivery of such statement. 2.01. If this Lease shall terminate other than on the expiry of an Operating Year in any Operating Year, then in computing the amount payable by Tenant under this Article for the period from the commencement of the Operating Year in which the Lease terminates until the date of termination, the Base Operating Expenses shall be divided by 12 deducted from the Operating Expenses for such Operating Year and Tenant shall be payable on the first day pay one-three hundred sixty-fifth (1/365) of two percent (2%) for each month, beginning on the first day of such ensuing Operational YearOperating Year during which this Lease shall have been in full force and effect. If said The obligations of the parties hereto to adjust sums owed pursuant to this Article shall survive the expiration of the term of this Lease Failure of Landlord to furnish a statement is furnished of actual Operating Expenses or to Tenant after January give notice of an adjustment to Annual Rent under this Article in a timely manner shall not prejudice or act as a waiver of Landlord's right to furnish such statement or give such notice at a subsequent time or to collect any adjustments to 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 Tenantany preceding period. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.

Operating Expenses. Tenants under the Leases are currently paying Seller certain amounts (ireferred to herein as “Tenant Reimbursements”) Commencing based on the Lease Commencement DateSeller’s estimates for real estate taxes and assessments, common area maintenance, operating expenses and similar expenses (collectively, “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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 MaintenanceReimbursable Expenses”). If Tenant Reimbursements shall be provisionally adjusted as of the Landlord’s Statement Closing Date. In the event that any Tenant Reimbursements or the calculation thereof is subject to adjustment pursuant to the terms and provisions of Operation any Lease (e.g., year-end adjustments to escalation charges and Maintenance shall indicate that Tenant’s Projected Share paid by Tenant for such Operational Year exceeded Tenant’s Proportionate Share for such Operational thenthe like), Landlord, at Landlord’s option, shall forthwith either (1) pay the amount of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement or (2) permit Tenant to credit then after the amount of such excess against Tenant Reimbursements is finally determined by Purchaser (which determination shall be made on or before January 31, 2007), the subsequent payment of Overhead Rent due hereunder. If Landlord’s Statement of Operation and Maintenance parties shall indicate make the proper adjustments so that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt the proration will be accurate based upon the actual amount of such StatementTenant Reimbursements collected and the actual Tenant Reimbursable Expenses incurred for the period in question, and payment shall be made promptly to Purchaser or 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 deposits Seller has made with any of the utilities services or companies servicing the Property. Purchaser will arrange with all utilities services and companies servicing the Property to have new accounts started in the name of Purchaser beginning at 12:01 a.m. on the Closing Date.

Operating Expenses. Landlord shall pay all charges when due for electricity for the Building (i) Commencing on including the Lease Commencement DateSuite), Tenant water and sewer, heating and air-conditioning. Landlord shall also pay to Landlordall charges when due for building trash disposal, as Overhead Rentsnow removal, Tenant’s Projected Share landscaping, common-area and in-suite janitorial and all other charges or expenses incurred by Landlord in connection with the operation, maintenance, management and repair 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 YearFurthermore, Landlord shall furnish Tenant by Notice a written statementpay the real estate taxes on the Building and Premises, itemized in reasonable detailincluding the Suite, of and the estimated Cost of Operation land thereunder, and Maintenance Landlord shall maintain and pay for such 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 setting forth 2019 shall be deemed the “Base Amounts” for the Operating Expenses. To the extent the Operating Expenses and Tenant’s Projected Share exceed the Base Amounts for Operating Expenses (the “Excess Operating Expenses”) in any subsequent year, Landlord shall notify Tenant in writing of the Cost its pro rata share (as defined in this Section 16.A) of Operation and Maintenance for the Buildingsuch Excess Operating Expenses, Garage, Common Areas, Project, and Property during such Operational Year and Tenant shall pay same to reimburse 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty 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 Statementpayments 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: (i) Attorney’s fees, costs and disbursements and other expenses incurred in connection with 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 Lease; (vi) Any management fee or administrative cost in excess of Five Percent (5%) of Rent for the period in 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 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 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 to the extent such amounts are greater than would have been charged by an unaffiliated third party 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. (i) Commencing on the Lease Commencement Date, Tenant 5.1 LESSEE shall also pay pa y to LandlordLESSOR, as Overhead Additional 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 LESSEE’S Proportionate Share of the Cost amount by which LESSOR’S Operating Expenses for any calendar year during the Term exceeds the Base Operating Expenses. LESSEE’S Proportionate Share of Operation LESSOR’S Operating Expenses for less than a calendar year shall be prorated and Maintenance for the Buildingapportioned. 5.2 On or about January 1, Garage, Common Areas, Project2013, 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 thereafter within ninety (90) days following the first day of each monthsucceeding calendar year within the Term, beginning LESSOR shall determine or estimate the amount by which LESSOR’S Operating Expenses for the calendar year in question will exceed the Base Operating Expenses (“LESSOR’S Estimated Operating Expenses”) and shall submit such information to LESSEE in a written statement (“LESSOR’S Expense Statement”) 5.3 Commencing on the first day Basic Rent Payment Date following the submission of such ensuing Operational Year. If said statement is furnished any LESSOR’S Expense Statement and continuing thereafter on each successive Basic Rent Payment Date until LESSOR renders the next LESSOR’S Expense Statement, LESSEE shall pay to Tenant after January or the commencement of such Operational Year, Tenant shall nonetheless be obligated to pay, as part LESSOR on account of its next installment obligation under Section 5.1 of Base Rent and Overhead Rentthis Lease, Tenant’s Projected a sum (the “Monthly Expense Payment”) equal to one-twelfth (1/12) of LESSEE’S Proportionate Share of LESSOR’S Estimated Operating Expenses for such calendar year. LESSEE’S first Monthly Expense Payment after receipt of LESSOR’S Expense Statement shall be accompanied by the period payment of an amount equal to the product of the number of full months, if any, within the calendar year which shall have elapsed prior to such first Monthly Expense Payment, times the first day Monthly Expense Payment; minus any Additional Rent already paid by LESSEE on account of the its obligation under Section 5.1 of this Lease for such calendar month next succeeding the calendar month in which said Statement is furnished to Tenantyear. (ii) Within six (6) months from 5.4 Each LESSOR’S Expense Statement shall reconcile the end of each Operational Year, Landlord shall furnish payments made by LESSEE pursuant to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’s preceding LESSOR’S Expense Statement with LESSEE’S Proportionate Share of LESSOR’S Operating Expenses for 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”)period covered thereby. If the Landlord’s Statement of Operation and Maintenance Any balance due to LESSOR shall indicate that Tenant’s Projected Share be 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage LESSEE within thirty (30) days after Tenant’s LESSEE’S receipt of LESSOR’S Expense Statement; any surplus due to LESSEE shall be applied by LESSOR against the next accruing monthly installment(s) of Additional Rent due under this Article. If the Term has expired or has been terminated, LESSEE shall pay the balance due to LESSOR or, alternatively, LESSOR shall refund the surplus to LESSEE, whichever the case may be, within thirty (30) days after LESSEE’S receipt of LESSOR’S Expense Statement; provided, however, if the Term shall have been terminated as a result of a default by LESSEE, then LESSOR shall have the right to retain such surplus to the extent LESSEE owes LESSOR any Basic Rent or Additional Rent. 5.5 LESSEE or its representative shall have the right to examine LESSOR’S books and records with respect to the reconciliation of LESSOR’S Operating Expenses for the prior calendar year set forth in LESSOR’S Expense Statement during normal business hours at any time within thirty (30) days following the delivery by LESSOR to LESSEE of such LESSOR’S Expense Statement. Unless LESSEE shall give LESSOR a notice objecting to said reconciliation and specifying the respects in which said reconciliation is claimed to be incorrect within fifteen (15) days after its examination of LESSOR’S books and records, said reconciliation shall be considered as final and accepted by LESSEE. Notwithstanding anything to the contrary contained in this Article, LESSEE shall not be permitted to examine LESSOR’S books and records or to dispute said reconciliation unless LESSEE has paid to LESSOR the amount due as shown on LESSOR’S Expense Statement; said payment is a condition precedent to said examination and/or dispute. 5.6 In no event shall any adjustment in LESSEE’S obligation to pay Additional Rent under this Article 5 result in a decrease in the Basic Rent payable hereunder. LESSEE’S obligation to pay Additional Rent, and LESSOR’S obligation to credit and/or refund to LESSEE any amount, pursuant to the provisions of this Article 5, shall survive the Termination Date. 5.7 If any tenant in the Building for any reason shall not be provided all services generally provided by LESSOR to other tenants of the Building, then for purposes of determining LESSOR’S Operating Expenses, LESSOR shall reasonably estimate what LESSOR’S Operating Expenses would have been had such service been provided to all tenants. 5.8 LESSEE shall also pay to LESSOR, as Additional Rent, upon demand, the amount of any increase in LESSOR’S Operating Expenses which is attributable to LESSEE’S use or manner of use of the Demised Premises, to activities conducted on or about the Demised Premises by LESSEE or on behalf of LESSEE or to any additions, improvements or alterations to the Demised Premises made by or on behalf of LESSEE. 5.9 The provisions of Section 29.3 shall apply to LESSOR’S Expense Statement.

Operating Expenses. (i) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Additional Rent, Tenant’s Projected its Allocated Share of Costs the increase in Expenses over the Base Year in accordance with the terms and provisions of Operation this section and Maintenance its Allocated Share of the increase of Real Estate Taxes over the Base Year in accordance with the terms and provisions of this section. Expense Payment: Landlord shall reasonably estimate the increase in Expenses over the Base Year which will be payable for each calendar year during the BuildingLease Term in advance and Tenant shall pay one-twelfth (1/12) of its share of such increase monthly in advance, Garage, Common Areas, Project, together with the payment of Annual Base Rent. After the end of each calendar year and Property during such Operational Year. In January or as soon as is practical thereafter in each Operational Yearafter receipt by Landlord of all necessary information and computations, Landlord shall furnish Tenant by Notice a written statement, itemized in reasonable detail, detailed statement of the estimated Cost actual increase in Expenses over the Base Year for the year; and an adjustment shall be made between Landlord and Tenant with payment to or repayment by Landlord, as the case may require, to the end that Landlord shall receive the entire amount actually owed by Tenant for Expenses for its share of Operation and Maintenance the increase 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 receive reimbursement for any overpayments. Any payment adjustment owed by Tenant will be due forthwith. Any refund will be credited against Tenant's monthly Rent obligations. Annual increases in Expenses exclusive of taxes, insurance and utilities ("Controllable Expenses") shall not exceed 6% (calculated on a cumulative basis) of the Controllable Expenses for the prior year. Tenant waives and releases any and all objections or claims relating to Expenses for any calendar year unless, within ninety (90) days after Landlord as Overhead Rentprovides Tenant with the annual statement of the actual Expenses for the calendar year, Tenant provides Landlord with written notice that it seeks an audit of or disputes the accuracy of the statement or its appropriateness, which notice shall specify the particular respects in which the statement is allegedly inaccurate or inappropriate. Tenant’s Projected Share If Tenant shall be divided by 12 and shall be payable on dispute the first day of each monthstatement then, beginning on pending the first day resolution of such ensuing Operational Year. If said statement is furnished to Tenant after January or the commencement of such Operational Yeardispute, Tenant shall nonetheless be obligated pay the Additional Rent to payLandlord in accordance with the disputed statement. Tenant, as part of its next installment of Base Rent and Overhead Rentat Tenant's expense, Tenant’s Projected Share for the period which shall have elapsed prior may audit Landlord's records relating to the first Expenses and the Allocated Share. Such audit shall be performed during normal business hours at Landlord's headquarters if Tenant provides the written notice from Tenant to Landlord within the ninety (90) day period set forth in 5(b)(ii) and conducts such audit no sooner than twenty (20) days and no later than forty five (45) days after such notice. If any such audit reveals an overcharge of the calendar month next succeeding the calendar month in which said Statement is furnished Tenant with respect to Tenant. (ii) Within six (6) months from the end of each Operational Year's Expenses, Landlord such amounts shall furnish be immediately paid to Tenant by Notice Landlord as a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred credit against Rent. Such audit must be conducted by a "Big 4" accounting firm that does not receive a contingency fee for such Operational Year and the Tenant’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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementaudit.

Operating Expenses. (i) Commencing on In addition to the Lease Commencement Daterent required by Section Three, Tenant shall also pay Tenant’s Operating Expenses (as defined in Section Ten) to Landlord during the Lease Term. For each calendar year falling entirely or partly within the Lease Term, Tenant shall make advanced estimated monthly payments to Landlord, as Overhead Rent, each payment to cover one-twelfth (1/12) of Tenant’s Projected Share Operating Expenses expected to be incurred during the current calendar year. The amount of Costs such monthly payments shall be determined as follows: before the beginning 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 Yearcalendar year, Landlord shall furnish submit to Tenant by Notice a written statement, itemized in statement setting forth Landlord’s reasonable detail, good faith estimates (based on costs of which Landlord is aware and other reasonable assumptions of Landlord) of the estimated Cost amount of Operation and Maintenance for such year setting forth the Tenant’s Operating Expenses and Tenant’s Projected Share of the Cost of Operation and Maintenance for the Building, Garage, Common Areas, Project, and Property expected to be incurred during such Operational Year and calendar year. 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 month following receipt 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 (beginning with the first day of the month that is at least 30 days after receipt of such statement) an amount equal to one-twelfth (1/12) of anticipated Tenant’s Operating Expenses for such calendar month year, with appropriate adjustments if any period includes less than one (1) full month. If at any time during the Lease Term, Landlord, in its reasonable discretion, determines it appropriate to revise Tenant’s Operating Expense estimates, Landlord may submit revised reasonable good faith estimates to Tenant (which revised estimate shall set forth in reasonable detail the reason for such adjustment), and commencing with the next succeeding monthly payment to be made by Tenant that is at least thirty (30) days after the calendar month in which said Statement is furnished notice of such adjustment, an appropriate adjustment shall be made to the amount being paid by Tenant; provided Landlord shall not make an adjustment to Tenant. ’s Operating Expenses more than twice in any Lease Year. Within ninety (90) days after the expiration of each calendar year during the Lease Term, Landlord shall submit to Tenant a statement certifying (i) actual overall Business Park Operating Expenses, Building D Operating Expenses, Building A, Building B and Building C Operating Expenses, and Building Specific Expenses for Buildings A, B and C, and Landlord’s determination of Tenant’s Operating Expenses for the preceding calendar year, including commercially reasonable backup detailing all of such Operating Expenses (ii) Within six the aggregate amount of the estimated payments, if any, made by Tenant, and (6iii) months any credit to which Tenant is entitled. Tenant shall deduct any overpayment from its next estimated payment or payments for Tenant’s Operating Expenses for the end of each Operational then current year, or if it relates to the last Lease Year, Landlord shall furnish pay to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess directly such overpayment concurrently with the delivery of such statement. If Tenant’s actual liability for such Tenant’s Operating Expenses exceeds the estimated payments, if any, made by Tenant, then Tenant shall pay to Tenant Landlord, within thirty (30) business days of Tenant’s receipt of such Statement statement, the total amount of such deficiency. Tenant’s liability for Tenant’s Operating Expenses for the last calendar year falling entirely or (2) permit partly within the Lease Term shall survive the expiration of the Lease Term. Similarly, Landlord’s obligation to refund to Tenant to credit the excess, if any, of the amount of Tenant’s actual liability shall survive the expiration of the Lease Term. All determinations relative to Tenant’s Operating Expenses shall be pro-rated, on a per diem basis, for any portion of the billing period included at the beginning or end of the Lease Term. For a period of one (1) year following receipt by Tenant of any year-end statement submitted pursuant to this Section Five, Tenant, or an independent certified public accountant designated by Tenant and reasonably approved by Landlord, shall have the right, during regular business hours and after giving ten (10) days’ advance written notice to Landlord, to inspect and audit Landlord’s books and records relating to Tenant’s Operating Expenses billed during such excess against calendar year falling within the subsequent Lease Term and covered by such year end statement. The books and records shall be kept in accordance with generally accepted accounting principles consistently applied. If as a result of such audit it becomes clear that an error was made in the calculation of Tenant’s Operating Expenses, then an appropriate adjustment to Tenant’s Operating Expenses shall be made promptly. If an audit establishes that Landlord’s accounting of Tenant’s Operating Expenses was overstated by ten percent (10%) or more, Landlord shall pay Tenant’s expense of the audit. Landlord and Tenant acknowledge that Landlord is currently holding a security deposit of Twenty-Three Thousand Nine Hundred Twelve and 00/100 ($23,912.00) Dollars (the “Cash Security Deposit”) provided by Tenant in connection with the Existing Lease (as hereinafter defined). Tenant has this day deposited with Landlord an irrevocable letter of credit (the “Letter of Credit”), in the form of Exhibit E attached hereto and issued by a financial institution reasonably acceptable to Landlord, in the amount of Seventy-Six Thousand Eighty-Eight and 00/100 ($76,088.00) Dollars, which Letter of Credit, together with the Cash Security Deposit will be held by Landlord as the “Security Deposit” for the performance by Tenant of its obligations under this Lease beyond any applicable notice and cure periods. Any cash Security Deposit received from Tenant hereunder shall be maintained in a segregated, interest bearing account with interest paid annually to Tenant. So long as Tenant is not in Default on the last day of any Lease Year, and there are no amounts due to Landlord hereunder and unpaid on the last day of any Lease Year, the Security Deposit shall be reduced by Fifteen Thousand Dollars ($15,000.00) on the last day of such Lease Year until the amount of the Security Deposit required to be maintained hereunder is Twenty-Five Thousand Dollars ($25,000.00) (such that if Tenant is entitled to all such reductions, on the first day of the sixth Lease Year the Security Deposit shall be $25,000.00), provided that if there are any amounts due to Landlord hereunder and unpaid on the last day of any Lease Year, then Landlord shall identify such amounts in written notice to Tenant, and the Security Deposit shall be reduced by Fifteen Thousand Dollars ($15,000.00) upon Tenant’s payment of Overhead Rent due hereundersuch amounts before the expiration of applicable cure periods. Such permitted reductions shall first be made from the Cash Security Deposit, and when the total Cash Security Deposit has been returned to Tenant, the remaining reductions shall be made by amendment to the Letter of Credit. If Landlord’s Statement the financial institution that issues the Letter of Operation and Maintenance shall indicate Credit notifies Landlord that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Yearit will not renew the Letter of Credit prior to its expiration, Tenant may provide Landlord with a replacement letter of credit meeting the requirements of this Lease, provided that such replacement letter of credit must be received by Landlord at least fifteen (15) business days prior to the expiration of the Letter of Credit. In the event that the Letter of Credit is not so replaced by Tenant, Landlord may draw all or a portion of the Letter of Credit and hold the proceeds as a cash security deposit in accordance with this Lease, but in that event, Tenant shall, no later than fifteen (15) days following the expiration date of such letter of credit, provide Landlord with a new letter of credit meeting the requirements of this Lease and, upon receipt of such letter of credit, Landlord shall forthwith promptly return such cash security deposit to Tenant. If there shall be any Default by Tenant, Landlord may apply any part of such Security Deposit to cure such Default or to reimburse the Landlord for any actual out-of-pocket costs Landlord may incur by reason of such Default. In the case of every such application or retention, Tenant shall, upon receipt of an accounting of any such sums, within five (5) business days of demand, pay to the Landlord such shortage within the sum so applied or retained which shall be added to the Security Deposit so that the same shall be restored to its original amount. Within thirty (30) days after of the end of the Lease Term or at any earlier termination date, if Tenant shall not be in default under this Lease, the Security Deposit, or any balance thereof, shall be returned to the Tenant’s receipt , provided that if Tenant is so in default, the Security Deposit, or any balance thereof, may be applied to such cure (in which case Landlord shall provide Tenant with an accounting as to the use and application of the Security Deposit or any portion thereof and the balance shall be returned to Tenant). If the Business Park or any Building of which the Leased Premises are a part is sold, Landlord shall transfer and assign the Security Deposit and Letter of Credit to the purchaser, and, upon such transfer and assignment, Landlord shall be released by Tenant from all liability for the return of such StatementSecurity Deposit to the extent that Landlord actually transfers and assigns the Security Deposit (or provides a credit at closing to such purchaser in the amount of any cash Security Deposit), and Tenant agrees to look to the new Landlord solely for return of said Security Deposit. Tenant agrees that it will not assign or encumber moneys deposited as security and that neither Landlord nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignments or attempted encumbrances.

Operating Expenses. (ia) Commencing on The amount of the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, Annual Operating Expenses set forth in Section l(g) above represents Tenant’s Projected Share of Costs of Operation and Maintenance the estimated Operating Expenses for the Buildingcalendar year in which the Term commences. At the beginning of the first calendar year after the Commencement Date and at the beginning of each calendar year thereafter during the Term, GarageLandlord shall submit a statement setting forth the estimated Operating Expenses for such calendar year. Landlord may adjust such amount from time to time, Common Areasin its reasonable discretion, Project, 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 March 31st of each year (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, after the expiration or termination 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Property), Landlord shall forthwith either (1) provide Tenant with a statement of Operating Expenses 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 excess directly any overpayment or deficiency then due from one to Tenant the other or, at Landlord’s option, Landlord may credit Tenant’s account for any overpayment. 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 thirty 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 period so that Operating Expenses are computed as though the Building had been fully occupied. If the Term commences or expires on a day other than the first day or the last day of a calendar year, respectively, then Tenant’s liabilities pursuant to this Section for such calendar year shall be apportioned by multiplying the respective amount of Tenant’s Share thereof for the full calendar year by a fraction, the numerator of which is the number of days during such calendar year falling within the Lease Term, and the denominator of which is three hundred sixty-five (30365). (b) For a period of ninety (90) days of after Tenant’s receipt of a statement of Operating Expenses for a calendar year, Tenant, or an independent, certified public accountant who is hired by Tenant on a noncontingent fee basis, shall have the right, after giving at least ten (10) days’ advance written notice to Landlord, to inspect and complete an audit of Landlord’s books and records relating to Operating Expenses. Tenant shall keep the results of any such Statement or (2) permit audit confidential. If such audit shows that the amounts paid by Tenant to Landlord on account of Operating Expenses exceed the amounts to which Landlord is entitled hereunder, Landlord shall credit the amount of such excess against toward the subsequent next monthly payment of Overhead Rent rent due hereunder. If Landlord’s Statement , or, in the case of Operation and Maintenance an audit for the calendar year in which the Term expires, Landlord shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, pay Tenant shall forthwith pay Landlord the amount of such shortage excess within thirty (30) days after written request therefor. All costs and expenses of any such audit shall be paid by Tenant’s receipt of such Statement.

Operating Expenses. (i) Commencing on A. In addition to the Base Rent, as annually adjusted, Lessee shall pay to Lessor during each Lease Year, including the calendar year in which the Lease Commencement Dateterm expires, Tenant shall also pay to Landlord, as Overhead Rent, Tenant’s Projected Share Lessee's share of Costs of Operation and Maintenance the 2 Operating Expenses for the Building, Garage, Common Areas, Project, and Property during such Operational Lease Year. In January or as soon as is practical thereafter in each Operational Year, Landlord Lessee's share of Operating Expenses shall furnish Tenant be computed by Notice a written statement, itemized in reasonable detail, multiplying the amount of the estimated Cost of Operation and Maintenance for such year setting forth the Operating Expenses and Tenant’s Projected Share by Lessee's Proration Percentage. B. On or about the commencement of each Lease Year, Lessor shall provide Lessee with a written estimate of Lessee's share of the Cost of Operation and Maintenance Operating Expenses for the Buildingforthcoming Lease Year. Lessee shall thereafter pay to Lessor, Garageconcurrent with the payment of Base Rent during the Lease Year, Common Areasone-twelfth (1/12) of Lessee's share of the Operating Expenses, Projectas set forth on Lessor's written estimate. In the event that Lessor revises its estimate of Lessee's share of the Operating Expenses, and Property during or if Lessor furnishes such Operational Year and Tenant estimate subsequent to the commencement of a Lease Year, Lessor shall pay same furnish to Landlord Lessee a statement of any adjustments to be paid or refunded as Overhead Rent. Tenant’s Projected Share a result of such revision or late estimate, which adjustment shall be divided paid with, or credited against, the next monthly payment by 12 and Lessee of its share of Operating Expenses. Failure of Lessor to submit the written estimate shall be payable on the first day not waive any rights of Lessor hereunder. C. No later than April 1 of each monthLease Year, beginning on Lessor shall submit to Lessee a statement of Lessee's share of the first day of such ensuing Operational actual Operating Expenses for the immediately preceding Lease Year. If said statement is furnished to Tenant after January or Lessee's share of the actual Operating Expenses exceeds the estimate prepared by Lessor at the commencement of such Operational the preceding Lease Year, Tenant then Lessee shall nonetheless be obligated pay the difference to payLessor, as part of its next installment of Base Rent and Overhead Rentin a single payment, Tenant’s Projected Share for the period which shall have elapsed prior to the first day within fifteen (15) days after receipt from Lessor of the calendar month next succeeding amount due. In the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, event that Lessee's share of the actual Cost Operating Expenses is less than the estimate prepared by the Lessor, then the difference shall be credited to Lessee against current monthly payments of Operation and Maintenance incurred for such Operational Year and Operating Expenses. D. Lessee may examine Lessor's records regarding Operating Expenses during normal business hours within ten (10) days following the Tenant’s Proportionate Share issuance to the Lessee 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”)actual Operating Expenses. If the Landlord’s The Statement of Operation actual Operating Expenses (the "Statement") shall be considered as final and Maintenance shall indicate that Tenant’s Projected Share paid acceptable to Lessee unless Lessee objects to the Statement 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 written notice to the amount of excess directly to Tenant Lessor within thirty (30) days following the issuance of Tenant’s receipt the Statement. If Lessee disputes the accuracy of the Statement, and if such Statement or (2) permit Tenant to credit dispute shall not have been settled by agreement between Lessor and Lessee, the issue shall be conclusively determined by an audit performed by a certified public accounting firm located in Palm Beach County and selected by Lessor. Pending resolution of the dispute by the certified public accountant, Lessee shall pay the amount indicated in the Statement of such excess against the subsequent payment of Overhead Rent due hereunderactual Operating Expenses, without prejudice to Lessee's position. If Landlord’s Statement the dispute is resolved in Lessee's favor, any overpayment due to Lessee shall be credited against Lessee's share of Operation and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share the Operating Expenses for that Operational the current Lease Year, Tenant and Lessor shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt the cost of such Statementthe audit. If the dispute shall be determined in Lessor's favor, Lessee shall pay the cost of the audit, which expenses shall be deemed to constitute additional Rent hereunder.

Operating Expenses. (i) Commencing on On the Lease Commencement Datefirst day of the months of January, April, July and October of each year Tenant shall also pay to Landlord, Landlord as Overhead Additional Rent, in equal quarterly installments, one fourth (1/4) of Tenant’s Projected Share 's share of Costs of Operation and Maintenance the annual Operating Expenses incurred during the preceding calendar year (except for the Buildingfirst year, Garage, Common Areas, Project, and Property during such Operational Yearwhen the amount of $ to be determined shall be used) plus a reasonable increase for anticipated inflation of costs. In January On or as soon as is practical thereafter in before April 1 of each Operational Yearyear, Landlord shall furnish Tenant by Notice with 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance Operating Expenses incurred for such Operational Year and the Tenant’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”)prior calendar year. 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 of excess directly to Tenant within Within thirty (30) days of Tenant’s receipt delivery of such Statement or (2) permit Tenant statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after the amount by which Tenant’s receipt 's share of such Statementactual Operating Expenses exceed those paid by Tenant during the preceding calendar year. If, however, Tenant's share of actual Operating Expenses is less than the amount paid by Tenant for Operating Expenses during the preceding year, then Landlord shall reimburse Tenant for the amount overpaid upon the delivery of the statement of actual Operating Expenses. (ii) Tenant's share of Operating Expenses shall be (A) the Operating Expenses for the Center for the applicable calendar year divided by (B) the number of square feet of interior floor area (counting all floors in multi-floor buildings) of buildings in the Center, and the quotient so derived (being the Operating Expenses per square foot) shall be multiplied by (C) the number of square feet of interior floor area in the Building, resulting in (D) the Tenant's share of Operating Expenses. However, if the buildings shown on the plan attached as Exhibit B have not been completed then the number of square feet of floor area for purposes of the above calculation shall be 4,000 square feet for Building B, 13,000 square feet for Building C, until substantial completion, when the actual floor area for each building shall be used. (iii) Tenant shall have the right to review Landlord's books and records pertaining to Operating Expenses at Landlord's office during regular business hours.

Operating Expenses. Lessee shall pay one hundred percent (i100%) Commencing on of all expenses, including, but not limited to, Real Property Taxes, utilities, ect., incurred by lessor in operating and maintaining the Lease Commencement DatePremises and/or the Building thereon (collectively, Tenant shall also pay to Landlordthe "Operating Expenses"). Lessor may invoice Lessee for the Operating Expenses, as Overhead Rentand when paid, Tenant’s Projected Share or Lessor may notify Lessee of Costs such estimate at the outset of Operation and Maintenance for each calendar year of the Building, Garage, Common Areas, ProjectTerm, 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 estimate shall be payable on by Lessee in monthly installments concurrent with Lessee's monthly payment of Base Rent, in accordance with Paragraphs 1.5 and 4 of the first day of each monthLease. Lessor may increase such estimate, beginning on in good faith, and Lessee shall pay the first day difference between what Lessee would have paid had such estimate been in effect from the outset of such ensuing Operational Year. If said statement is furnished to Tenant after January or the commencement calendar year and what Lessee actually paid, and Lessee's subsequent monthly installments of such Operational Year, Tenant payments shall nonetheless likewise be obligated adjusted 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) Within six (6) months from reflect such increase. Following the end of each Operational Yearcalendar year of the Term, Landlord Lessor shall furnish to Tenant by Notice a written statement, itemized determine and notify Lessee in reasonable detail, writing of the actual Cost of Operation and Maintenance Operating Expenses incurred by Lessor for such Operational Year and the Tenant’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”)Premises. If the Landlord’s Statement actual Operating Expenses exceed the estimated expenses, Lessee shall pay the difference to Lessor concurrent with the Lessee's next monthly installment of Operation and Maintenance Base Rent. If the estimated expenses exceed the actual Operating Expenses, Lessor shall indicate that Tenant’s Projected Share paid by Tenant for such Operational Year exceeded Tenant’s Proportionate Share for such Operational thenreimburse the difference directly to Lessee. Lessor's failure to notify Lessee of the estimated Operating Expenses, Landlord, at Landlord’s optionprior to the Commencement Date of the Original Term or prior to the commencement of any calendar year of the Term, shall forthwith either (1not foreclose Lessor from collecting, following such notification , the Operating Expenses, which expenses ( or balance) shall be due concurrent with Lessee's next monthly installment of Base Rent; provided however, if Lessor fails to notify Lessee of the estimated Operating Expenses for any upcoming calendar year, Lessee shall continue to pay the amount Operating Expenses in effect for the prior calendar year, until such time as Lessee is notified, in writing, of excess directly to Tenant within thirty Lessor's estimate of the Operating Expenses for the then-current calendar year. Operating Expenses for a partial month shall be prorated based upon a three hundred sixty-five (30365) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement- day calendar year.

Operating Expenses. (i) Commencing on the Expense Commencement Date and continuing during the Sublease Term, Sublessee shall pay all Operating Expenses in the manner described in Section 4.1 of the Master Lease to the extent the same relate to the Premises (excluding the Parking Deck, which shall be handled in accordance with the Parking Lease and Section 1.3 above) and to periods from and after the Expense Commencement Date. On or before the Expense Commencement Date, Tenant Sublessor shall also pay provide to Landlord, as Overhead Rent, Tenant’s Projected Share Sublessee a summary of Costs of Operation and Maintenance Operating Expenses incurred by Sublessor 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 twelve (12) months preceding the Expense Commencement Date (in reasonable detail, of the estimated Cost of Operation including payee amounts, names and Maintenance contact information). Sublessee shall forward to Sublessor all invoices received by Sublessee 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 attributable 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 periods prior to the first day of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share of the Cost of Operation and Maintenance of the Building, Garage, Common Areas, ProjectExpense Commencement Date promptly after receipt thereof, and Property during Sublessor shall either pay all Operating Expenses attributable in whole or in part to periods prior to the Expense Commencement Date directly, or reimburse Sublessee for any 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 Operating Expenses 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 of excess directly to Tenant Sublessee within thirty (30) days of Tenant’s receipt of an invoice for same, and reasonable evidence as to the Operating Expense incurred, provided such Statement Operating Expenses are reasonable and customary for buildings similar to the Building and consistent with prior practices with respect to the Building. In the event that Sublessor receives any invoice for Operating Expenses attributable to periods on or (2) permit Tenant after the Expense Commencement Date, Sublessor shall forward the same promptly 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such StatementSublessee.

Operating Expenses. (ia) Commencing on The amount of the Lease Commencement Date, Tenant shall also pay to Annual Operating Expenses set forth in Section 1(n) above represents Landlord, as Overhead Rent, ’s current good faith estimation of 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 for the calendar year in which the Term commences (excluding the cost of janitorial service to the Premises, unless Tenant requests that Landlord undertake such services and the parties agree upon the cost therefor to Tenant), which amount will be confirmed or adjusted (based on reasonable supporting documentation demonstrating an increase in third party costs and expenses constituting Annual Operating Expenses) by Landlord as necessary prior to the Commencement Date. Furthermore, Landlord may proportionally adjust such amount from time to time after the Commencement Date if the estimated Annual Operating Expenses increase or decrease; provided, however, that Tenant’s Projected monthly installment shall not be reset more than once during any calendar year; provided further, however, that Landlord may also invoice Tenant separately from time to time for Tenant’s Share of the Cost of Operation and Maintenance for the Buildingany extraordinary or unanticipated Operating Expenses, Garage, Common Areas, Project, and Property during such Operational Year and Tenant shall have a period of not less than thirty (30) days within which to pay same to Landlord as Overhead Rentsuch expense. Tenant’s Projected Share shall be divided by 12 and shall be payable on the first day By April 30th of each month, beginning on year (and no later than ninety (90) days after the first day expiration or termination 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Property), Landlord shall forthwith either provide Tenant with an itemized statement of Operating Expenses for the preceding calendar year or part thereof substantially in the form set forth as Exhibit “I” attached hereto (1the “Landlord’s Statement”). Within thirty (30) days after delivery of the Landlord’s Statement to Tenant, Landlord or Tenant shall pay to the other the amount of excess directly 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 against the next following installment of Operating Expenses and thereafter until fully exhausted. Landlord’s and Tenant’s obligation to pay any overpayment or deficiency due the other pursuant to this Section 6(a) 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 to alter the method of computing and allocating Operating Expenses, provided that such method is consistent with generally accepted accounting principles consistently applied (“GAAP”), and provided, further, that Tenant shall be able to reasonably and competently audit and analyze, on a line item basis, changes in Operating Expenses year over year notwithstanding such change in methodology. Annual Operating Expenses shall be net of all discounts and reduced by all rebates actually received by Landlord and shall in no event exceed 100% of the Annual Operating Expenses actually incurred in such year. There shall be no duplication of costs or reimbursements. (b) So long as no Event of Default has occurred and is continuing, , Tenant, or its representative, shall have the right, at Tenant’s sole cost and expense (except as hereinafter provided), to inspect Landlord’s books and records relating to the then-current Landlord’s Statement for the purpose of verifying the information contained therein (the “Tenant Audit”); provided that (i) Tenant shall have sent notice to Landlord, in writing, no later than one hundred twenty (120) days after Tenant’s receipt of the Landlord’s Statement to be verified, of its desire to conduct the Tenant Audit (the “Audit Notice”), and (ii) Tenant has paid all amounts due under the Landlord’s Statement in full. The Tenant Audit shall be conducted by an independent firm of certified public accountants of national standing or professional lease auditor reasonably acceptable to Landlord, that is not being compensated by Tenant on a contingency fee basis, during regular business hours at the office in the Philadelphia metropolitan area where Landlord maintains its books and records. Alternatively, Landlord may elect to deliver copies of the relevant books and records to Tenant by courier or overnight mail at Tenant’s notice address set forth in Section 25 of this Lease or such other address as Tenant may designate to Landlord in writing. The Tenant Audit shall commence, if at all, by no later than thirty (30) days after all such books and records reasonably required for such Tenant Audit are made available to Tenant or delivered to Tenant, as provided above, and shall be completed within sixty (60) days after such commencement. If Tenant fails to timely deliver its Audit Notice, or if the results of the Tenant Audit are not delivered to Landlord within forty-five (45) days after the completion of the audit or if Tenant fails to follow in all material respects the procedures set forth in this Section 6(b), such Landlord’s Statement shall be deemed to have been approved and accepted by Tenant as correct. The Tenant Audit shall be limited strictly to those items in the then-current Landlord’s Statement, and Tenant shall not be entitled to inspect any of Landlord’s books and records that apply to any prior Landlord’s Statement except as follows: If the Tenant Audit uncovers errors or misstatements in Landlord’s books and records resulting in an overstatement of Annual Operating Expenses, Tenant shall also have the right to perform a Tenant Audit with respect to the Landlord’s Statements for the two (2) calendar years immediately prior to the calendar year which was the subject of the Tenant Audit in question (and, in such event, Tenant shall be allotted such additional time as may be reasonably be required in order to complete such additional Tenant Audits) solely with respect to the particular items of Operating Expenses that the pending Tenant Audit determined were overpaid. No subtenant has any right to conduct a Tenant Audit and no assignee other than a Permitted Assignee shall conduct a Tenant Audit for any period during which such assignee was not in possession of the Premises. Once having conducted a Tenant Audit with respect to a specific Landlord’s Statement, Tenant shall have no right to conduct another Tenant Audit of the same Landlord’s Statement. If an Event of Default by Tenant occurs at any time during the Tenant Audit, the Tenant Audit shall be immediately suspended until such time as the Event of Default shall have been cured by Tenant. Tenant acknowledges and agrees that any records reviewed under this Section constitute confidential information of Landlord, which shall not be disclosed to anyone other than (A) the auditor, accountants, attorneys and other professionals engaged by Tenant and directly involved in the Tenant Audit, or any litigation arising therefrom, (B) the principals of Tenant who receive the results of the Tenant Audit, and (C) as otherwise may be required by law. If, as a result of the Tenant Audit, it is ascertained that Tenant has overpaid its obligations and is due a credit for a preceding period, then Landlord shall either refund such amount to Tenant within sixty (60) days after the receipt of the results of Tenant’s Audit or credit the amount due against Tenant’s next installment(s) of estimated Operating Expense and each installment thereafter until fully exhausted. Tenant will not have the right to terminate the Lease on account of an overpayment. If, as a result of the Tenant Audit, it is ascertained that Tenant has been underbilled for a preceding period, the amount of such underbilling shall be paid by Tenant to Landlord with Tenant’s next installment of estimated Operating Expenses. Tenant shall pay Landlord, within thirty (30) days of Tenantwritten demand and as Additional Rent, Landlord’s receipt invoice for (x) the photocopying of such Statement or documents, (2y) permit the retrieval of documents from Landlord’s storage archives, and (z) any other reasonable and actual out-of-pocket costs incurred by Landlord with respect to the Tenant Audit. In the event that the Tenant Audit shows that Tenant has overpaid Operating Expenses with respect to credit the amount of such excess against the subsequent payment of Overhead Rent due hereunder. If Landlord’s Statement in question by five percent (5%) or more, Landlord shall reimburse Tenant for the reasonable out-of-pocket costs incurred by Tenant with respect to the Tenant Audit, not to exceed $7,500 Constant Dollars. If Landlord disagrees with the result of Operation any Tenant Audit, Landlord may submit such dispute for final resolution by a court of applicable jurisdiction, and Maintenance the non-prevailing party in such litigation shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share reimburse the prevailing party for that Operational Year, it reasonable attorney fees and court costs associated with such proceeding. Neither the Tenant Audit nor any judicial proceeding in connection therewith shall forthwith pay Landlord such shortage within thirty relieve Tenant from the payment of all Rent (30including Additional Rent) days after Tenant’s receipt payable under this Lease during the pendency of such Statementproceedings.

Operating Expenses. (i) Commencing on Section 6.01. From the Lease Commencement Date until the Fiscal Year End following the Commencement Date, Tenant shall also pay to Landlordon a monthly basis in advance, as Overhead Rentwithout demand, 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 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 on of each Fiscal Year during the Term, Landlord shall furnish Tenant with Landlord's reasonable estimate of the Operating Expenses and any anticipated Operating Expense Excess for such Fiscal Year. On the first day of such ensuing Operational Year. If said statement is furnished to Tenant after January or each month during the commencement of such Operational Fiscal Year, Tenant shall nonetheless be obligated to pay, as part pay Tenant's Proportionate Share of its next installment such Fiscal Year's estimated Operating Expense Excess in monthly installments of Base Rent and Overhead Rent, 1/12th of Tenant’s Projected 's Proportionate Share of the estimated annual Operating Expense Excess for the period which shall have elapsed prior to such Fiscal Year. (b) By the first day of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end March of each Operational YearFiscal 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 Notice a written Tenant, within 30 days of the delivery of that statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the equal to Tenant’s 's Proportionate Share of the Cost 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 lump sum payment shall be made by Landlord, within 30 days of Operation 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 Maintenance Article 8. (c) Intentionally left blank (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 survive termination of this Lease with respect to such adjustment and any payments owing by either party to the other after termination hereof. Section 6.02. As used herein, "Operating Expense" means all expenses, costs, and disbursements of every kind which Landlord pays or incurs in connection with the ownership, operation including, without limitation, the costs of utilities, and maintenance of the Building, Garage, Common Parking Areas, Projectand exterior 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, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”). If but are not limited to, 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.following:

Operating Expenses. (i) Commencing on In the Lease Commencement Dateevent Landlord's Building operating costs, Tenant including facade maintenance, exterior painting, costs of services governmental or private, utilities and insurance, during any calendar year following the Base Year shall also pay to Landlord, as Overhead Rent, Tenant’s Projected Share of Costs of Operation and Maintenance for exceed the Building, Garage, Common Areas, Project, and Property cost incurred by Landlord 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 Base Year, Tenant shall nonetheless be obligated pay to pay, Landlord as part of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share additional rent for the period which shall have elapsed prior such calendar year an amount equal to the first day Percentage of the calendar month next succeeding excess, on or before July 1st, subsequent to the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from year following the end Base Year and on or before the July 1st, of each Operational Year, calendar year hereafter. Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, statement of the actual Cost of Operation and Maintenance incurred increase in cost for such Operational Year the preceding calendar year and the Tenant’s Proportionate Share of the Cost of Operation and Maintenance of the BuildingBase, Garage, Common Areas, Project, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”)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’s Statement of Operation , and Maintenance such additional rent shall indicate that Tenant’s Projected Share paid be payable 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s 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 Statementstatement 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 this Article 28.

Operating Expenses. (i) Commencing Landlord shall determine or estimate the ------------------ amount of Tenant's Percentage Share of Operating Expenses for the calendar year in which the Occupancy Date occurs. Beginning on the Lease Commencement Date, one- twelfth (1/12) of the amount estimated by Landlord to be Tenant's Percentage Share of Operating Expenses shall be due and payable by Tenant shall also pay to Landlord, as Overhead Additional 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 monthcalendar month remaining in the calendar year. Thereafter, Landlord may estimate such increases to Tenant's Percentage Share of Operating Expenses as of the beginning on of each calendar year and may require Tenant to pay one-twelfth (1/12) of such estimated amount as Additional Rent hereunder as of the first day of such ensuing Operational Yeareach calendar month. If said statement is furnished to Tenant after January or In the event that during the course of any calendar year Operating Expenses have increased by more than five percent (5%) over the amount of Operating Expenses estimated by Landlord at the commencement of that calendar year, Landlord may recalculate the amount of the monthly estimated payments to be paid by Tenant in order to take into account any such Operational Yearincreases and, following notice from Landlord of any such increase, Tenant shall nonetheless be obligated to pay, as part pay the full amount of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share the recalculated payments on a monthly basis for the period remainder of the subject calendar year. In making the aforesaid recalculation, Landlord may include amounts necessary to reimburse Landlord for any increased Operating Expenses applicable to that portion of the subject calendar year which shall have elapsed was prior to the first day date of Landlord's notice. Not later than ninety (90) days following any calendar year (including the calendar month next succeeding year following the calendar month year in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Yearthis Lease terminates), Landlord shall furnish to Tenant by Notice with a written statement, itemized in reasonable detail, true and correct accounting of the actual Cost of Operation and Maintenance Operating Expenses incurred for such Operational Year and by Landlord in the Tenant’s Proportionate Share of the Cost of Operation and Maintenance of the Building, Garage, Common Areas, Projectpreceding calendar year, 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt Landlord's delivery of such Statement accounting, Tenant shall pay to Landlord the amount of any underpayment by Tenant of Tenant's Percentage Share of Operating Expenses. Notwithstanding the foregoing, failure by Landlord to give such accounting shall not constitute a waiver by Landlord of its right to collect Tenant's Percentage Share of Operating Expenses or (2) permit any underpayment by Tenant to thereof. Landlord shall credit the amount of such excess against any overpayment by Tenant toward the subsequent payment next estimated installment(s) of Overhead Rent Tenant's Percentage Share of Operating Expenses or, where the term of the Lease has expired or been terminated (other than due hereunder. If Landlord’s Statement to a default by Tenant), shall refund the amount of Operation and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, overpayment to Tenant shall forthwith pay Landlord such shortage within 11 thirty (30) days after Tenant’s receipt of without obligation upon Tenant to demand such Statementrefund from Landlord.

Operating Expenses. The parties intend that, subject only to the specific exceptions set forth herein, this Lease be absolutely net to Landlord. Accordingly, in addition to Base Rent and subject to the provisions of this Section, Tenant shall pay, as Additional Rent, Tenant's Share of Operating Expenses incurred by Landlord during each calendar year of the Term, pursuant to the following terms and conditions: (ia) Commencing on Landlord shall provide to Tenant, at or before the Lease Commencement Date, Tenant a good faith estimate of Tenant's Share of Operating Expenses that Landlord anticipates will actually be incurred for the calendar year in which the Commencement Date occurs. Landlord shall also pay provide to LandlordTenant, 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 possible following the first day of each monthsucceeding calendar year, beginning on a good faith estimate of Tenant's Share of Operating Expenses with respect to such succeeding calendar year of the first day Term. (b) Each annual estimate of Tenant's Share of Operating Expenses determined by Landlord pursuant to this Section shall be divided into twelve (12) equal monthly installments. Tenant shall pay to Landlord such ensuing Operational Yearmonthly installment of Tenant's Share of Operating Expenses with each monthly payment of Base Rent. If said statement is furnished to Tenant after January or In the commencement event the estimated amount of such Operational YearTenant's Share of Operating Expenses has not yet been determined for any calendar year, Tenant shall nonetheless be obligated to pay, as part of its next pay the monthly installment of Base Rent and Overhead Rent, Tenant’s Projected Share in the estimated amount determined for the period preceding calendar year until the estimate for the current calendar year has been provided to Tenant, at which time Tenant shall have elapsed prior to pay any shortfall for the first day preceding months of the calendar month next succeeding year and shall thereafter make the calendar month monthly installment payment in which said Statement is furnished to Tenantaccordance with the current estimate. (iic) Within six sixty (660) months from days following the end of each Operational Yearcalendar year of the Term, Landlord shall furnish determine and provide to Tenant by Notice a written statement, itemized in reasonable detail, statement setting forth the amount of Operating Expenses actually incurred with respect to such calendar year. In the event that Tenant's Share of such actual Operating Expenses exceeds the sum of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 monthly installments actually paid by Tenant for such Operational Year exceeded Tenant’s Proportionate Share for such Operational thencalendar year, Tenant shall pay the difference to Landlord, at Landlord’s optionwithin thirty (30) days following receipt of such statement. In the event the sum of such installments exceeds Tenant's Share of such Operating Expenses actually incurred, the difference shall forthwith either (1) pay the amount be applied as a credit to future installments of excess directly Tenant's Share of Operating Expenses or paid by Landlord to Tenant within thirty (30) days following expiration of the Term. (d) Upon written request of Tenant’s receipt , Landlord shall provide an accounting of such Statement or (2) permit Tenant to credit the amount Operating Expenses for the preceding calendar year. Landlord shall keep at its home office full, accurate and separate books of such excess against account with backup documentation of Operating Expenses for a period of three full years after the subsequent payment end 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 Yeareach calendar year, which Tenant shall forthwith pay Landlord have the right to examine and copy at no expense to Landlord, at reasonable times and upon reasonable notice. Tenant shall have the right, upon twenty (20) days' prior notice to Landlord, not more frequently than annually and at Tenant's sole cost and expense, to conduct an audit of Landlord's books and records regarding such shortage within thirty (30) days after Tenant’s receipt Operating Expenses to confirm the accuracy of Landlord's accounting; provided, however, that such Statementaudit shall not unreasonably interfere with the conduct of Landlord's business.

Operating Expenses. (ia) Commencing on Throughout the Lease Commencement DateTerm, Tenant shall also pay to Landlordon a monthly basis, without demand, as Overhead RentAdditional Rent for the Premises, Tenant’s Projected 's Proportionate 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 (as defined in Section 4.01 (b) hereof) 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 Such ---------------- payments shall be divided by 12 made as follows: (1) Prior to the Commencement Date and shall be payable on the first day of January of each monthyear during the Tenn. or as soon thereafter as is practicable, beginning on Landlord Shall furnish Tenant with Landlord's estimate of the Operating Expenses for the forthcoming year, On the first day of each month during such ensuing Operational Year. If said statement is furnished to Tenant after January or the commencement of such Operational Yearyear, Tenant shall nonetheless be obligated to paypay one-twelfth (1/12th) of Tenants Proportionate Share of the estimated Operating Expenses for such year. If for any reason Landlord has not provided Tenant with Landlord's Operating Expenses estimate on or before the first day of January of any year during the Term (or by the Commencement Date, as part of its next installment of Base Rent and Overhead Rentthe case may be), Tenant’s Projected Share for the period which shall have elapsed prior to then., until the first day of the calendar month next succeeding following the calendar month in which said Statement Tenant is furnished given Landlords estimate of Operating Expenses, Tenant shall continue to Tenantpay to Landlord on the first day of each calendar month the monthly sum payable by Tenant under this Section 4.01 for the month of ------------ December of the preceding year. (ii2) Within six (6) months from On the end first day of March of each Operational Yearyear during the Term, or as soon thereafter as reasonably practical but in no event later than the first day of June of each year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, statement of the actual Cost of Operation Operating Expenses for the preceding year (the "Operating Expense Statement") --------------------------- audited by Beers & ▇▇▇▇▇▇ or another reputable firm that has at least 10 years experience with audits for office buildings and Maintenance incurred is reasonably approved by Tenant within ten (10) days after Landlord notifies Tenant which auditor Landlord intends to employ for such Operational Year and the Tenant’s Proportionate Share of the Cost of Operation and Maintenance of the Building, Garage, Common Areas, Project, and Property during such Operational Year audit (“Landlord’s Statement of Operation and Maintenance”"Auditor"). 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within Within thirty (30) days after the ------- delivery of the Operating Expense Statement, a lump sum payment will be made by Tenant equal to the amount, if any, by which Tenant’s receipt 's Proportionate Share of the actual Operating Expenses exceeds the amount, if arty, which Tenant has paid toward the estimated Operating Expenses pursuant to Section 4.01(a)(1) above. If ------------------ Tenant's Proportionate Share of the actual Operating Expenses is less than the amount Tenant has paid toward the estimated Operating Expenses pursuant to Section 4.01(a)(1) above, Landlord shall apply such amount to the next accruing ------------------ installments of Rent due hereunder or, in the event that the Term has expired or been earlier terminated Landlord shall reimburse Tenant for the overpayment within 30 days after delivery of the statement. The foregoing notwithstanding, Landlord shall have the right from time to time during any year, but not more frequently than twice in any calendar year, to notify Tenant in writing of any change in Landlord's estimate. of Operating Expenses for the then current year, in which event Tenant's Proportionate Share of Operating Expenses, as previously estimated, shall be adjusted to reflect the amount shown in such notice and shall be effective, and due from Tenant, on the first day of each month following Landlord's giving of such Statementnotice. The effect of this Section 4.01(a) --------------- is that Tenant will pay during each year during the Term Tenant's Proportionate Share of actual Operating Expenses. Tenant's and Landlord's obligations hereunder shall survive expiration or earlier termination of this Lease. (3) If the Commencement Date occurs on a date other than the first day of January, or if the Term ends on a date other than the last day of December, the actual Operating Expenses for the year in which the Commencement Date or the Expiration Date occurs, as the case may be, shall be prorated so that Tenant shall pay that portion of Tenant's Proportionate Share of Operating Expenses for such year represented by a fraction, the numerator of which shall be the number of days during such fractional year filling within the Term, and the denominator of which is 365 (or 366, in the case of a leap year ). The provisions of this Section 4.01 shall survive the Expiration Date or any sooner ------------ termination provided for in this Lease. (b) As used in this Lease, "Operating Expenses" means all expenses, ------------------ costs, and disbursements of every kind which Landlord incurs, pays or becomes obligated to pay in connection with the operation, repair, and maintenance of the Building and the Land (provided that Landlord shall allocate between the Building and Fair Lakes North expenses associated with the maintenance of the Land based on the square footage of each building), which costs shall include all expenditures by Landlord to maintain all facilities in operation at the beginning of the Term and such additional facilities installed in subsequent years as Landlord reasonably may consider necessary or beneficial for the operation. of the Building. All Operating Expenses shall be determined according to generally accepted accounting principles (which shall be consistently applied) and shall include. but are not limited to, the following:

Operating Expenses. Tenant shall pay monthly as Additional Rent an amount equal to one-twelfth (i1/12th) Commencing on of Tenant's Proportionate Share of the Lease estimated Operating Expenses. For the period from the Commencement DateDate to the date of the first adjustment as provided below, Tenant shall also pay to Landlord, One Thousand Twenty-Two Dollars and Fifty-Seven Cents ($1,022. 57)per month as Overhead Rent, the estimated Tenant’s Projected 's Proportionate Share of Costs of Operation and Maintenance for the BuildingOperating Expenses. Each calendar year on or before April 1, Garage, Common Areas, Project, and Property during such Operational Year. In January or as soon thereafter as is practical thereafter in each Operational Yearreasonably possible, Landlord shall furnish deliver to Tenant by Notice a written statement, itemized in reasonable detail, of the estimated Cost of Operation and Maintenance for such year statement setting forth Landlord's reasonable estimate of the Operating Expenses and Tenant’s Projected Share of the Cost of Operation and Maintenance for the Building, Garage, Common Areas, Project, then current calendar year 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant a statement (the "Expense Statement") which shall set forth the actual Operating Expenses for the prior calendar year. Tenant shall continue to pay monthly installments in the current amount until Tenant receives notice of a change in payment from Landlord and thereafter each monthly installment will be increased by Notice a written statement, itemized in reasonable detail, prorata portion of the actual Cost of Operation amount by which the payments which have been made in the calendar year are less than the amount due at the increased installment rate. Landlord agrees to keep true and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share accurate records of the Cost of Operation and Maintenance Operating Expenses of the BuildingBuilding in accordance with generally accepted accounting principles. After delivery of the Expense Statement, Garagethere shall be an adjustment between Landlord and Tenant such that after said adjustment Tenant will have paid the Additional Rent amount due in accordance with this section. Payment pursuant to said adjustment to Landlord or Tenant, Common Areas, Project, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”). If as 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 optioncase may be, shall forthwith either (1) pay the amount of excess directly to Tenant be made within thirty (30) days from the date of Tenant’s 's receipt of such Statement the Expense Statement. For any period less than a full calendar month or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead year, Tenant's Additional Rent due hereunder. If Landlord’s Statement of Operation and Maintenance under this section shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share be prorata based on actual expenses for that Operational Yearcalendar year or month. In the event that less than ninety-five percent (95%) of the total square footage in the Project is occupied by tenants at all times during any calendar year, Tenant then Operating Expenses for such year shall forthwith pay include all additional costs, expenses and disbursements that Landlord reasonably determines would have been incurred had ninety-five percent (95%) of the total square footage in the Project been occupied at all times during such shortage within thirty (30) days after Tenant’s receipt of such Statementyear by tenants.

Operating Expenses. (i) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, Landlord as Overhead Rent, Additional Rent hereunder the Tenant’s Projected 's Pro Rata Share of Costs the charges and costs incurred by Landlord in the ordinary maintenance and operation of Operation the Building and Maintenance the Property (collectively, the "Operating Expenses"). These charges and costs include, but are not limited to, janitorial and other cleaning services; building maintenance services; grounds maintenance; snow removal; management fees (provided that such management fees shall in no event exceed the reasonable and customary management fees charged from time to time for comparable buildings in the greater New Haven market); insurance; utilities services (other than water); trash removal; parking lot maintenance; and security. Notwithstanding anything else to the contrary contained herein, Operating Expenses shall include the cost to repair or replace the roof of the Building, Garagethe cost of capital improvements and costs to repair or replace the structural components or systems of the Building, Common Areasprovided in each such case that such costs shall be amortized over the maximum useful life of such items in accordance with the U.S Internal Revenue Code and the regulations thereunder in effect from time to time. Costs incurred to repair or replace the roof, Projectstructural components or systems of the Building shall not be recoverable as Operating Expenses unless the same are repaired or replaced at the end of their useful life. Notwithstanding anything else to the contrary contained herein, the funding of reserves shall not in and Property of itself constitute the expenditure of Operating Expenses; provided, however, that the expenditure of such reserves for items that otherwise constitute Operating Expenses hereunder shall constitute the expenditure of Operating Expenses. Landlord has the right to reasonably estimate the Operating Expenses to be incurred during each year of the Term and to charge Tenant its proportionate share of such Operational Year. In January or estimate each month during the lease year, with an annual reconciliation of the amounts so paid by Tenant to be prepared by Landlord and furnished to Tenant as soon as is reasonably 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) Within six (6) months from following the end of each Operational Yearcalendar year during the term but in any event by May 15 of the following year. If Tenant shall have paid for any lease year an amount in excess of its proportionate share of the actual Operating Expenses for such period, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement or (2) permit Tenant to credit the amount of overpaid against Tenant's next payment for Operating Expenses, and if Tenant shall have paid for any lease year an amount less than the actual charges for 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 Yearperiod, Tenant shall forthwith pay the difference to Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementan invoice therefor. . If the amount overpaid by Tenant exceeds the amount of Operating Expenses estimated by Landlord to be payable by Tenant during the balance of the Term, then Landlord shall pay the difference to Tenant within thirty (30 days following the delivery of the reconciliation to Tenant.

Operating Expenses. (i) Commencing on In addition to the Lease Commencement DateBase Rent, Tenant shall also pay to Landlorda pro rata share of operating expenses of the real estate of which the Premises are part, as Overhead Rent, Tenant’s Projected Share of Costs of Operation and Maintenance for the Building, Garage, Common Areas, Projectparking areas, and Property during such Operational Yeargrounds ("Real Estate"). In January or as soon as is practical thereafter in each Operational Year"Operating expenses" shall mean all costs of maintaining and operating the Real Estate, including but not limited to all taxes and special assessments levied upon the Real Estate, fixtures, and personal property used by Landlord shall furnish Tenant by Notice a written statementat the Real Estate, itemized in reasonable detailall insurance costs, all costs of labor, material and supplies for maintenance, repair, replacement, and operation of the estimated Cost Real Estate, including but not limited to line painting, lighting, snow removal, landscaping, cleaning, depreciation of Operation machinery and Maintenance equipment used in such maintenance, repair and replacement, and management costs, including Real Estate superintendents. Operating Expenses shall not include property additions and capital improvements to the real estate, alterations made for such year setting forth 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 ($1,690.06) per month, on the first of each month in advance with rent for Tenant’s Projected Share 's estimated pro rata share of the Cost Operating Expenses. Landlord may change this amount at any time upon written notice to Tenant. At the end of Operation and Maintenance for each year, an analysis of the Building, Garage, Common Areas, Project, and Property during such Operational Year total year's Operating Expenses shall be presented to Tenant and Tenant shall pay same to Landlord as Overhead Rent. the amount, if any, by which the Tenant’s Projected Share shall be divided by 12 and shall be payable on 's pro rata share of 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 Operating Expenses for the period which shall have elapsed prior to year exceeded the first day amount of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 estimated Operating Expenses paid by Tenant for such Operational Year exceeded Tenant’s Proportionate Share for such Operational then, Landlord, at Landlord’s option, . Said amount shall forthwith either (1) pay the amount of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement or (2) permit be paid by 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s '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 excess as a credit against Tenant's other obligations under this Lease or promptly refund such Statementexcess to Tenant if the term of this Lease has already expired, in either case without interest to Tenant.

Operating Expenses. The amount of the Annual Operating Expenses set forth in Section 1 above represents Tenant's Share of the estimated Operating Expenses (iannualized) Commencing on 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. Each year (and as soon as practical after the expiration or termination of this Lease Commencement Dateor, at Landlord's option, after a sale of the Property), Landlord shall provide Tenant with a detailed statement of Operating Expenses for the preceding calendar year or part thereof ("Statement"). 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, unless the Term has expired, Landlord may credit Tenant's account for any overpayment. If Tenant does not give Landlord notice within 90 days after receiving Landlord's Statement that Tenant disagrees with the Statement and specifying the items and amounts in dispute, Tenant shall also pay be deemed to Landlordhave waived the right to contest the Statement. Notwithstanding that Tenant disagrees with the Statement, as Overhead Rent, Tenant’s Projected Share of Costs of Operation and Maintenance for pending 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 resolution of such ensuing Operational Year. If said statement is furnished to Tenant after January or the commencement of such Operational Yeardispute, Tenant shall nonetheless be obligated to paypay any deficiency claimed by Landlord in the Statement and all of Tenant's Annual Operating Expenses when due. Tenant, at Tenant's expense (except as part set forth below), may audit the Statement under the following conditions: (A) Tenant provides notice of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share for intent to audit within 90 days after receiving the period which shall have elapsed prior Statement; (B) the audit is performed by Tenant or a nationally-recognized Certified Public Accounting firm that has not been retained on a contingency basis or other basis where its compensation relates to the first day cost savings of Tenant; (C) the audit is completed no later than 45 days after the receipt by Landlord of Tenant's notice of intent to audit; (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 calendar month next succeeding books and records of Landlord shall be kept confidential by Tenant, its auditor and its other professional advisors, other than in the calendar month case of any lawsuit or 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 detailed report addressed to both Landlord and Tenant with its calculated conclusions within the 45-day period to complete the audit. Landlord and Tenant shall work together in good faith to resolve any issues raised in Tenant's audit. In the event the parties determine an overpayment is due Tenant, the same shall be credited against future payments of Rent to Tenant (unless the Term has expired in which said Statement event, provided there is furnished no Event of Default, such amount shall be paid to Tenant. Tenant within 30 days). If any overpayment is more than seven percent (ii7%) Within six (6) months from of the end of each Operational YearAnnual Operating Expenses, Landlord shall furnish pay the reasonable costs of such audit, not to exceed $3,000.00; otherwise Tenant by Notice a written statementshall be responsible for all costs, itemized expenses and fees incurred in connection with its audit. 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 detaildiscretion, determine from time to time the method of computing and allocating Operating Expenses, including the actual Cost method of Operation and Maintenance incurred for such Operational Year and allocating Operating Expenses to various types of space within the Tenant’s Proportionate Share Building to reflect any disparate levels of the Cost services provided to different types of Operation and Maintenance of the Building, Garage, Common Areas, Project, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”)space. If the Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Projected Share paid by Tenant Building is not fully occupied during any period, Landlord may make a reasonable adjustment based on occupancy (but only with respect to Operating Expenses which vary with occupancy) in computing the Operating Expenses for such Operational Year exceeded Tenant’s Proportionate Share for such Operational then, Landlord, at Landlord’s option, shall forthwith either (1) pay period so that Operating Expenses are computed as though the amount of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such StatementBuilding had been fully occupied.

Operating Expenses. (i) Commencing 8.01 Throughout the Term of this Lease, commencing on the Lease Commencement Date, Tenant shall also agrees to pay to Landlord, Landlord as Overhead Rentadditional rent in accordance with the terms of this Section 8, Tenant’s Projected Common Area Share of Costs the Common Area Operating Expenses and Tenant’s Building Share of Operation the Building Operating Expenses and Maintenance all costs and expenses for the Buildingoperation, Garagemaintenance, Common Areas, Projectrepair, and Property replacement of the Development including, without limitation those costs and expenses listed on Exhibit B attached hereto. 8.02 Prior to the Commencement Data and on or about March 1st of each subsequent calendar year during such Operational Year. In January or as soon as is practical thereafter in each Operational Yearthe Term of this Lease, Landlord shall furnish will endeavor to deliver to Tenant by Notice a written statement, itemized in reasonable detail, of the estimated Cost of Operation and Maintenance for such year setting forth statement (“Estimate Statement”) wherein Landlord will estimate both the Operating Expenses and Tenant’s Projected Share thereof (the “Monthly Operating Expense Charge”) for the then current calendar year. Tenant agrees to pay Landlord, as additional rent, Tenant’s estimated Monthly Operating Expense Charge each month thereafter, beginning with the next installment of rent due, until such time as Landlord issues a revised Estimate Statement or the Estimate Statement for the succeeding calendar year except that, concurrently with the regular monthly rent payment next due following the receipt of each such Estimate Statement, Tenant agrees to pay Landlord an amount equal to one (1) monthly installment of Tenant’s estimated Monthly Operating Expense Charge multiplied by the number of months from January, in the current calendar year, to the month of such rent payment next due, all months inclusive (less any applicable Operating Expenses already paid). If at any time during the Term of this Lease, but not more often than quarterly, Landlord reasonably determines that Tenant’s Share of Operating Expenses for the current calendar year will be greater than the amount set forth in the then current Estimate Statement, Landlord may issue a revised Estimate Statement and Tenant agrees to pay Landlord, with the next month’s rent payment due following receipt of the revised Estimate Statement, the difference between the amount owed by Tenant under such revised Estimate Statement and the amount owed by Tenant under the original Estimate Statement for the portion of the then current calendar year which has expired. Thereafter Tenant agrees to pay Tenant’s Monthly Operating Expense Charge based on such revised Estimate Statement until Tenant receives the next calendar year’s Estimate Statement or a new revised Estimate Statement for the current calendar year. 8.03 By March 1st of each calendar year during the Term of this Lease, Landlord will also endeavor to deliver to Tenant a statement (“Actual Statement”) which states Tenant’s Share of the Cost of Operation and Maintenance actual Operating Expenses for the Building, Garage, Common Areas, Project, and Property during such Operational Year and Tenant shall pay same to Landlord as Overhead Rentpreceding calendar year. If the Actual Statement reveals that 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and Operating Expenses is more than the Tenant’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 total Additional Rent paid by Tenant for such Operational Year exceeded Operating Expenses on account of the preceding calendar year, Tenant agrees to pay Landlord the difference in a lump sum within ten (10) days of receipt of the Actual Statement. If the Actual Statement reveals that Tenant’s Proportionate Share of the actual Operating Expenses is less than the Additional Rent paid by Tenant for Operating Expenses on account of the preceding calendar year, Landlord will credit any overpayment toward the next monthly installment(s) of Tenant’s Share of the Operating Expenses due under this Lease or, in the event this Lease terminates before Tenant is able to receive such Operational thencredit, Landlord, at Landlord’s option, shall forthwith either (1) Landlord will pay the amount of excess directly such overpayment to Tenant within thirty (30) days of Tenant’s the date Landlord finalizes the Actual Statement. 8.04 Any delay or failure by Landlord in delivering any Estimate Statement or Actual Statement pursuant to this Section 8 will not constitute a waiver of its right to require an increase in rent nor will it relieve Tenant of its obligations pursuant to this Section 8, except that Tenant will not be obligated to make any payments based on such Estimate Statement or Actual Statement until ten (10) days after receipt of such Estimate Statement or Actual Statement. If Tenant does not object to any Estimate Statement or Actual Statement within ninety (90) days after Tenant receives any such statement, such statement will be deemed final and binding on Tenant. Even though the Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of the actual Operating Expenses for the year in which this Lease terminates, Tenant agrees to promptly pay any increase due over the estimated expenses paid and, conversely, any overpayment made in the event said expenses decrease shall promptly be rebated by Landlord to Tenant. Such obligation will be a continuing one which will survive the expiration or termination of this Lease. Prior to the expiration or sooner termination of this Lease Term and Landlord’s acceptance of Tenant’s surrender of the Premises, Landlord will have the right to estimate the actual Operating Expenses for the then current Lease Year and to collect from Tenant prior to Tenant’s surrender of the Premises, Tenant’s Share of any excess of such actual Operating Expenses over the estimated Operating Expenses paid by Tenant in such Lease Year. 8.05 Tenant agrees to contract directly for and to pay for all water, gas, heat, light, power, telephone, waste/trash removal, sewer and other utilities, service and maintenance of the heating ventilation and air conditioning system (the “HVAC”) serving the Premises which service shall be performed no less frequently than quarterly and janitorial services supplied to the Premises, together with any taxes thereon. If any such services are not separately metered or billed to Tenant, Tenant agrees to pay a reasonable proportion to be determined by Landlord of all charges jointly metered with other Premises. Landlord will not be liable to Tenant for any failure to furnish any of the foregoing utilities and services if such failure is caused by all or any of the following: (i) accident, breakage or repairs; (ii) strikes, lockouts or other labor disturbance or labor dispute of any character; (iii) governmental regulation, moratorium or other governmental action or inaction; (iv) inability despite the exercise of reasonable diligence to obtain electricity, water or fuel; or (v) any other cause beyond Landlord’s reasonable control. In addition, in the event of any stoppage or interruption of services or utilities, Tenant shall not be entitled to any abatement or reduction of rent and no eviction of Tenant will result from such failure and Tenant will not be relieved from the performance of any covenant or agreement in this Lease because of such failure. Notwithstanding anything in this Lease to the contrary, if, as a result of the negligent acts or omissions of Landlord or its agents, contractors or employees, for more than three (3) consecutive business days following written notice to Landlord, there is no elevator service to the Premises, or no HVAC or electricity to the Premises, or such an interruption of other essential utilities and building services, such as fire protection or water, so that any portion of the Premises cannot be and is not used by Tenant as contemplated in this Lease, in Tenant’s judgment reasonably exercised, then Tenant’s rent shall thereafter be abated until the Premises are again usable by Tenant in proportion to the extent to which Tenant’s use of the Premises is interfered with; provided, however, that if Landlord is diligently pursuing the repair of such utilities or services and Landlord provides substitute services reasonably suitable for Tenant’s purposes, as for example, bringing in portable air-conditioning equipment, then there shall not be an abatement of rent. This section shall not apply in case of damage to, or destruction of, the Building, which shall be governed by a separate provision of this Lease. 8.06 Subject to this Section 8, Landlord shall furnish to the Common Areas in the Building HVAC from 8:00 A.M. to 6:00 P.M. Monday through Friday (the “Building Hours”). Tenant shall have the right to receive HVAC service to the Common Areas in the Building during hours other than Building Hours by paying Landlord’s then standard charge for additional HVAC service (which shall be treated as Additional Rent) with a two (2) permit Tenant hour minimum and providing such reasonable prior notice as is specified from time to credit the amount of such excess against the subsequent payment of Overhead Rent due hereundertime by Landlord. If The current hourly cost, which is subject to increase in Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Yearreasonable discretion, Tenant shall forthwith pay Landlord such shortage within thirty is Forty-Five Dollars (30) days after Tenant’s receipt of such Statement$45.00).

Operating Expenses. (i) Commencing on The parties intend that, subject only to the specific exceptions set forth herein, this Lease Commencement Datebe absolutely net to Landlord. Accordingly, in addition to Base Rent and subject to the provisions of this Section, Tenant shall also pay to Landlordpay, as Overhead Additional Rent, Tenant’s Projected Share of Costs Operating Expenses incurred by Landlord during each calendar year of Operation the Term, pursuant to the following terms and Maintenance conditions: (a) Landlord shall provide to Tenant, at or before the Commencement Date, a good faith estimate of Tenant’s Share of Operating Expenses that Landlord anticipates will actually be incurred for the Buildingcalendar year in which the Commencement Date occurs. Landlord shall also provide to Tenant, 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 possible following the first day of each monthsucceeding calendar year, beginning on a good faith estimate of Tenant’s Share of Operating Expenses with respect to such succeeding calendar year of the first day Term. (b) Each annual estimate of Tenant’s Share of Operating Expenses determined by Landlord pursuant to this Section shall be divided into twelve (12) equal monthly installments. Tenant shall pay to Landlord such ensuing Operational Yearmonthly installment of Tenant’s Share of Operating Expenses with each monthly payment of Base Rent. If said statement is furnished to Tenant after January or In the commencement event the estimated amount of such Operational YearTenant’s Share of Operating Expenses has not yet been determined for any calendar year, Tenant shall nonetheless be obligated to pay, as part of its next pay the monthly installment of Base Rent and Overhead Rent, Tenant’s Projected Share in the estimated amount determined for the period preceding calendar year until the estimate for the current calendar year has been provided to Tenant, at which time Tenant shall have elapsed prior to pay any shortfall for the first day preceding months of the calendar month next succeeding year and shall thereafter make the calendar month monthly installment payment in which said Statement is furnished to Tenantaccordance with the current estimate. (iic) Within six sixty (660) months from days following the end of each Operational Yearcalendar year of the Term, and within sixty (60) days following the Expiration Date, Landlord shall furnish determine and provide to Tenant by Notice a written statement, itemized in reasonable detail, statement setting forth the amount of Operating Expenses actually incurred with respect to such calendar year (or portion of the actual Cost of Operation and Maintenance incurred for such Operational Year and calendar year occurring prior to the Tenant’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”Expiration Date). If In the Landlord’s Statement of Operation and Maintenance shall indicate event that Tenant’s Projected Share of such actual Operating Expenses exceeds the sum of the monthly installments actually paid by Tenant for such Operational Year exceeded Tenant’s Proportionate Share for such Operational thencalendar year, Tenant shall pay the difference to Landlord, at Landlord’s option, shall forthwith either (1) pay the amount of excess directly to Tenant within thirty (30) days following receipt of such statement. In the event the sum of such installments exceeds Tenant’s Share of such Operating Expenses actually incurred, the difference shall be applied as a credit to future installments of Tenant’s receipt Share of such Statement or (2) permit Tenant to credit Operating Expenses, except that the amount of any overpayment for that portion of the calendar year preceding the Expiration Date shall be delivered to Tenant along with such excess against statement. (d) Upon written request of Tenant, Landlord shall provide an accounting of the subsequent payment Operating Expenses for the preceding calendar year. Landlord shall keep at its home office in the County of Overhead Rent due hereunderSan Diego, full, accurate and separate books of account with backup documentation of Operating Expenses for a period of three full years after the end of each calendar year, which Tenant shall have the right to examine and copy at no expense to Landlord, at reasonable times and upon reasonable notice. If Tenant shall have the right, upon twenty (20) days’ prior notice to Landlord, not more frequently than annually and at Tenant’s sole cost and expense, to conduct an audit of Landlord’s Statement books and records regarding such Operating Expenses to confirm the accuracy of Operation and Maintenance Landlord’s accounting; provided, however, that such audit shall indicate that Tenantnot unreasonably interfere with the conduct of Landlord’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementbusiness.

Operating Expenses. (i) Commencing on with the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Additional Rent, Tenant’s 's Projected Share of the Costs of Operation and Maintenance for the Building, Garage, Common Areas, 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. In January or as soon as is practical thereafter in During the month of December preceding 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 's Projected Share of the Cost of Operation and Maintenance for the Building, Garage, Common Areas, Project, Building and 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 Overhead Additional Rent. Tenant’s '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 Monthly Rent and Overhead Additional Rent, Tenant’s '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) Within six (6) months from the end of each Operational YearIt 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 Maintenance incurred for such Operational Year and the Tenant’s 's Proportionate Share of the Cost of Operation and Maintenance of the Building, Garage, Common Areas, 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 (“"Landlord’s 's Statement of Operation and Maintenance”"). If the Landlord’s 's Statement of Operation and Maintenance shall indicate that Tenant’s 's Projected Share paid by Tenant for such Operational Year exceeded Tenant’s 's Proportionate Share for such Operational thenYear, Landlord, at Landlord’s 's option, shall forthwith either (1) pay the amount of excess directly to Tenant within thirty (30) days of Tenant’s 's receipt of such Statement or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead Additional Rent due hereunder. If Landlord’s 's Statement of Operation and Maintenance shall indicate that Tenant’s 's Proportionate Share exceeds Tenant’s 's Projected Share for that Operational Year, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s 's receipt of such Statement, the amount of such excess.

Operating Expenses. (ia) Upon signing this Agreement, Licensor will deposit with Licensee the sum of five thousand dollars ($5,000) as a retainer fee to be applied toward the payment of Licensor’s Share of Operating Expenses. (b) At least 10 days prior to the beginning of each calendar month during the Term, Licensee shall furnish to Licensor a written statement setting forth the following: (a) the amount Licensee estimates Licensor will pay for Operating Expenses (broken down by category) for the then upcoming calendar month, and (b) Licensee’s estimate of Licensor’s Share of Operating Expenses; provided however, if notice is not given to Licensor 10 days prior to the beginning of each calendar month as required hereunder, Licensor shall continue to pay Licensor’s Share of Operating Expenses on the Licensee is of the prior calendar month’s estimate until the month after said notice is given to Licensor. Licensee’s estimate of Licensor’s Share of Operating Expenses shall be based on the actual amounts Licensee paid for such expenses during the previous calendar month, plus any anticipated permitted increases. (c) Commencing on the Lease Commencement Effective Date, Tenant Licensor shall also pay to Landlord, as Overhead Rent, TenantLicensee an amount equal to Licensee’s Projected estimate of Licensor’s Share of Costs of Operation and Maintenance Operating Expenses for the Buildingapplicable calendar month. Following the end of each calendar quarter, Garage, Common Areas, ProjectLicensee shall prepare a reconciliation of all Operating Expenses and determine the actual amount of Licensor’s Share of Operating Expenses for the preceding calendar quarter. Licensor shall pay to Licensee within fifteen (15) days after receipt of Licensee’s reconciliation the amount of any shortfall, and Property Licensee shall credit Licensor’s next payment of Operating Expenses in the amount of any overpayment. (d) Licensee agrees to maintain such records as to Licensee’s Operating Expenses passed through to Licensor under this Agreement as are customarily maintained in accordance with generally accepted accounting principles. Licensor at its expense shall have the right, not more frequently than once in any calendar quarter, to inspect Licensee’s records related to this Agreement and Licensee’s business for any month in which Licensee’s Operating Expenses are due, any such inspection to be conducted at Licensee’s offices, during normal business hours; provided, however, Licensee agrees to reimburse Licensor for the cost of any such Operational Year. In January inspection conducted by or as soon as is practical thereafter for it 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 event the inspection proves that 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 charged to Landlord as Overhead Rent. Tenant’s Projected Share shall be divided Licensor 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 Licensee hereunder for the period which of time covered by such inspection shall have elapsed prior been overstated by ten percent (10%) or more. Any over-billing discovered in the course of such inspection shall be refunded to Licensor. Licensee shall retain its records regarding Operating Expenses for a period of at least three years following the first day of the calendar month next succeeding final billing for the calendar month in which said Statement is furnished to Tenantquestion. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.

Operating Expenses. (i) Commencing on the Lease Commencement Date, Tenant shall also pay Prior to Landlord, as Overhead Rent, Tenant’s Projected Share commencement of Costs of Operation and Maintenance for the Building, Garage, Common Areas, Project, and Property during such Operational Year. In January each Operating Year or as soon thereafter as is practical thereafter reasonably possible, Landlord will furnish to Tenant an estimate of the Operating Expenses for such Operating Year and if the same shall be in excess of the Base Operating Expenses, the installments of rent payable hereunder in respect of each Operational month of such Operating Year shall be increased byway of Additional Rent by an amount equal to one-twelfth (1/12) of three and forty-nine one hundredths percent (3.49%) of such excess and Tenant shall make payment thereof to Landlord accordingly (“Tenant’s Estimated Share”). After the end of each Operating Year, the Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, statement of the estimated Cost of Operation and Maintenance Landlord’s actual Operating Expenses 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. an amount equal to of three and forty-nine one hundredths percent (3.49%) of the excess of such Operating Expenses over the Base Operating Expenses (“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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 MaintenanceActual Share”). If the Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Projected Actual Share is greater than the amount paid by Tenant for such Operational Year exceeded to Landlord as Tenant’s Proportionate Estimated Share, then Tenant shall pay this difference to Landlord within fourteen (14) days after delivery of such statement. If Tenant’s Actual Share for such Operational then, Landlord, at Landlord’s option, shall forthwith either (1) pay is less than the amount of paid by Tenant to Landlord as Tenant’s Estimated Share, then Landlord shall refund the excess directly to Tenant within thirty fourteen (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (3014) days after Tenant’s receipt delivery of such Statementstatement. 01. If this Lease shall terminate other than on the expiry of an Operating Year in any Operating Year, then in computing the amount payable by Tenant under this Article for the period from the commencement of the Operating Year in which the Lease terminates until the date of termination, the Base Operating Expenses shall be deducted from the Operating Expenses for such Operating Year and Tenant shall pay one-three hundred sixty-fifth (1/365) of three and forty-nine one hundredths percent (3.49%) for each day of such Operating Year during which this Lease shall have been in full force and effect. The obligations of the parties hereto to adjust sums owed pursuant to this Article shall survive the expiration of the term of this Lease Failure of Landlord to furnish a statement of actual Operating Expenses or to give notice of an adjustment to Annual Rent under this Article in a timely manner shall not prejudice or act as a waiver of Landlord’s right to furnish such statement or give such notice at a subsequent time or to collect any adjustments to the Base Rent for any preceding period.

Operating Expenses. Tenant shall pay to Landlord as Additional Rent Tenant’s Operating Expense Share of all costs and expenses incurred by Landlord during any calendar year in the operation and maintenance of the Building and the Land in accordance with generally accepted operational and maintenance procedures in excess of the Operating Expense Base, including, without limiting the generality of the foregoing, all such costs and expenses in connection with (i1) Commencing insurance, license fees, janitorial service, landscaping and snow removal, (2) wages, salaries, management fees, employee benefits, payroll taxes, on-site office expenses, administrative and auditing expenses, and equipment and materials for the operation, management and maintenance of the Property, (3) any capital expenditure (amortized, with interest, on such reasonable basis as Landlord shall determine) made by Landlord for the purpose of reducing other operating expenses or complying with any governmental requirement, (4) the furnishing of heat, air conditioning, electricity and other utilities, and any other service to the extent to which Landlord is not reimbursed by tenants, and (5) the furnishing of the repairs and services referred to in Article 7 (the foregoing being hereinafter referred to as “operating expenses”). If, during any portion of a calendar year for which operating expenses are being computed pursuant to this Section, less than the entire rentable area of the Building is occupied or Landlord is not supplying all occupants with the same services being supplied hereunder, such costs and expenses shall be reasonably extrapolated in order to take into account the costs and expenses which would have been incurred had the entire rentable area of the Building been occupied and had such services been supplied to all occupants. As soon as Tenant’s share of operating expenses with respect to any calendar year can be determined, the same will be certified by Landlord to Tenant and will become payable to Landlord within ten (10) days following such certification, subject to proration with respect to any portion of a calendar year in which the Term of this Lease Commencement Datebegins or ends. Tenant shall, if as and when demanded by Landlord and with each monthly installment of Yearly Fixed Rent, make operating fund payments to Landlord. “Operating fund payments” refer to such payments as Landlord shall determine to be sufficient to provide in the aggregate a fund adequate to pay, when they become due and payable, all payments required from Tenant under this Section. In the event that operating fund payments are so demanded, and if the aggregate of said operating fund payments is not adequate to pay Tenant’s share of operating expenses, Tenant shall also pay to LandlordLandlord the amount by which such aggregate is less than the amount of said share, as Overhead Rent, Tenant’s Projected Share of Costs of Operation such payment to be due and Maintenance for payable at the Building, Garage, Common Areas, Project, and Property during such Operational Yeartime set forth above. 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 Any surplus operating fund payments 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 accounted for to Tenant after January such surplus has been determined, and may be credited by Landlord against future operating fund payments 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish refunded to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statement.

Operating Expenses. Those expenses incurred or paid on behalf of Landlord (i) Commencing for the management, operation and maintenance of the Property, including reasonable management fees, trustee assessments and costs related to common areas of the Property which, in accordance with generally accepted accounting principles, ("GAAP") as applied to the operation, maintenance and management of properties similar to the Property, are properly chargeable to the management, operation and maintenance of the Property, and (ii) the cost, as reasonably amortized by Landlord, with interest at the rate of ten percent (10%) per annum on the unamortized amount, of any capital improvement made after completion of initial construction of the Building which reduces other Operating Expenses. Landlord's failure to assess any increase in Operating Expenses for any one year shall not bar its claim to such increase in future Lease Commencement Dateyears. Tenant does hereby acknowledge that its obligation to pay its Tenant Share of Operating Expenses shall be deemed additional rent and, in the event of non-payment thereof, Landlord shall have all the rights and remedies herein provided for in case of nonpayment of Base Rent. Notwithstanding the foregoing, the amount charged to Tenant for such capital improvements shall not exceed Tenant's Share of the reduction in the Operating Expenses for the relevant year. In order to provide for current payments on account of Taxes and Insurance above the Base Amount and Operating Expenses, Tenant shall also pay agrees, at Land lord's request, to Landlordpay, as Overhead Additional Rent, Tenant’s Projected 's Share of Costs of Operation and Maintenance due for the Buildingensuing twelve (12) months, Garageas reasonably estimated by Landlord from time to time, Common Areasin twelve (12) monthly installments, Project, and Property during such Operational Year. In January or as soon as is practical thereafter each in each Operational Year, an amount equal to 1/12th of Tenant's Share so estimated by 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 commencing on the first day of each month, beginning on the first day month following the month in which Landlord notifies Tenant of amount of such ensuing Operational Yearestimated Tenant's Share. If said statement is furnished to Tenant after January or the commencement of such Operational Year, Tenant shall nonetheless be obligated to payIf, as part of its next installment of Base Rent and Overhead Rentfinally determined, Tenant’s Projected Share for shall be greater than or be less than the period which shall have elapsed prior aggregate of all installments so paid on account to the first day of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share of the Cost of Operation and Maintenance of the Buildingtwelve (12) month period, 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 then Tenant 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement or (2) permit Tenant to credit Landlord the amount of such excess against underpayment' or Landlord shall promptly reimburse Tenant for the subsequent amount of such overpayment, as the case may be. It is the intention hereunder to estimate the amount of Taxes and Operating Expenses for each year and then to adjust such estimates in the following year based on actual Taxes and Operating Expenses incurred and/or paid by Landlord. The obligation of Tenant with respect to the payment of Overhead Rent due hereunderproperly allocable to any period prior to the termination of this Lease shall survive the termination of this Lease. If Landlord’s Statement Any payment, refund, or credit made pursuant to this Section 2(b) shall be made without prejudice to any right of Operation and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational YearTenant to dispute the statement as provided in Section 2(d) hereinbelow, Tenant shall forthwith pay or of Landlord such shortage within thirty (30to correct any item(s) days after Tenant’s receipt of such Statementas billed pursuant to the provisions hereof.

Operating Expenses. (ia) Commencing on The amount of the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, Annual Operating Expenses set forth in Section 1(g) above represents Tenant’s Projected Share of Costs of Operation and Maintenance the estimated Operating Expenses for the Building, Garage, Common Areas, Projectcalendar year 2016, and Property during includes the cost of electricity and other utilities and services supplied to the Premises, except as set forth in Section 7 of this Lease. Landlord may adjust such Operational Yearamount 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. In January or By April 30th of each year (and as soon as is practical thereafter in each Operational Year, Landlord shall furnish Tenant by Notice a written statement, itemized in reasonable detail, after the expiration or termination 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Property), Landlord shall forthwith either (1) pay provide Tenant with a statement of Operating Expenses for the amount of excess directly to Tenant within preceding calendar year or part thereof. Within thirty (30) days after delivery of the statement to Tenant’s receipt of such Statement , Landlord or (2) permit Tenant shall pay to credit the other the amount of such excess against any overpayment or deficiency then due from one to the subsequent payment of Overhead Rent due hereunderother or, at Landlord’s option, Landlord may credit Tenant’s account for any overpayment. If Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, Tenant shall forthwith pay does not give Landlord such shortage notice within thirty (30) 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 the statement. Landlord’s and Tenant’s receipt obligation to pay 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 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 Statementperiod so that Operating Expenses are computed as though the Building had been fully occupied.

Operating Expenses. Prior to the commencement of each Lease Year (i) Commencing on the Lease Commencement Datein this paragraph called a "Fiscal Year"), 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 thereafter as is practical thereafter in each Operational Yearreasonably possible, the Landlord shall furnish to the Tenant by Notice a written statement, itemized in reasonable detail, an estimate of the estimated Cost of Operation and Maintenance for such year setting forth the Project Operating Expenses and Tenant’s Projected Share of the Cost of Operation and Maintenance Building Operating Expenses for the Building, Garage, Common Areas, Project, and Property during such Operational Fiscal Year and the Tenant shall pay same to the 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 month of such ensuing Operational Year. If said statement is furnished to Tenant after January or Fiscal Year during the commencement of such Operational Year, Tenant shall nonetheless be obligated to payTerm and any renewal the amount, as part of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share for calculated by the period Landlord which shall have elapsed prior to the first day is one-third (1/3) of the calendar month next succeeding the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’s Project Proportionate Share of the Cost of Operation such Project Operating Expenses and Maintenance one-third (1/3) of the BuildingBuilding Proportionate Share of such Building Operating Expenses, Garagesubject to making due adjustment where the Term did not subsist during the whole of such Fiscal Year. In the event that the actual Project Operating Expenses in any Fiscal Year exceed the estimate of the Project Operating Expenses made by the Landlord for such Fiscal Year, Common Areasthe Tenant agrees to pay within fourteen (14) days of written demand the Project Proportionate Share of such excess. In the event that the actual Building Operating Expenses in any Fiscal Year exceed the estimate of the Building Operating Expenses made by the Landlord for such Fiscal Year, Project, and Property during the Tenant also agrees to pay within fourteen (14) days of written demand the Building Proportionate Share of such Operational Year (“Landlord’s Statement of Operation and Maintenance”)excess. If The Landlord shall give credit to 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 of any overpayment made by the Tenant occasioned by the actual Project Operating Expenses for such Fiscal Year being less than the estimate of the Project Operating Expenses for such Fiscal Year or by the actual Building Operating Expenses for such Fiscal Year being less than the estimate of the Building Operating Expenses for such Fiscal Year. Upon the expiry of the Term and the fulfilment by the Tenant of all of its obligations under this Lease any excess directly shall be refunded to the Tenant. The certificate of an officer of the Landlord shall, in the event of dispute, be conclusive and binding upon the Landlord and the Tenant within thirty (30) days of Tenant’s receipt of such Statement or (2) permit Tenant as 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementany amounts payable under this paragraph 5.

Operating Expenses. (i) Commencing on the 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 If the Operating Expenses and Tenant’s Projected Share of for any calendar year during this Lease term (including the Cost of Operation and Maintenance year in which this Lease expires or is otherwise terminated), commencing with the calendar year 1996, have increased over the Operating Expenses for the Buildingcalendar year 1995 (the "Base Year"), Garagethen within fifteen (15) days after Landlord furnishes Tenant with an Escalation Statement relating to such calendar year Tenant shall, Common Areasin the case of an increase, 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 additional rent for 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 calendar year an amount equal to the first day product obtained by multiplying such increase by Tenant's Share. Landlord may, at or after the start of any calendar year, subsequent to the calendar year 1995, notify Tenant of the calendar month next succeeding the calendar month amount which Landlord estimates will be Tenant's monthly share of any such increase in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred Operating Expenses for such Operational calendar year over the Base Year and the amount thereof shall be added to the monthly fixed rent payments required to be made by Tenant in such year. If Tenant’s Proportionate 's Share of any such increase in rent payable hereunder as shown on the Cost of Operation Escalation Statement is greater or less than the total amounts actually billed to 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 during the year covered by such Operational Year exceeded Tenant’s Proportionate Share for such Operational thenstatement, Landlord, at Landlord’s option, shall forthwith either (1) pay the amount of excess directly to Tenant then within thirty (30) days of Tenant’s receipt of such Statement 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 Yearthereafter, Tenant shall forthwith pay in cash any sums owed Landlord such shortage within thirty or, if applicable, Tenant shall receive a credit against any rental next accruing for any sum owed Tenant. Notwithstanding anything to the contrary in this Section 3.2 of the Lease, if, in any calendar year following the Base Year (30) days after Tenant’s receipt a "Subsequent Year"), a new item of expense (e.g. earthquake insurance, concierge), is included in Operating Expenses which was not included in the Base Year Operating Expenses, then the cost of such Statementnew item shall be added to the Base Year Operating Expenses for purposes of determining the additional rent payable pursuant to this Section 3.2 for such Subsequent Year. The same amount shall continue to be included in Base Year Operating Expenses for each Subsequent Year thereafter such that the additional charges for such Subsequent Year shall include the increase in the cost of such new item over the first Subsequent Year in which it appeared as an Operating Expense provided, however, that if in any Subsequent Year thereafter such new item is not included in Operating Expenses, no such addition shall be made to Base Year Operating Expenses. Conversely, if, in any Subsequent Year, an item of expense as determined by Landlord in its sole discretion is no longer included in Operating Expenses that was included the Base Year Operating Expenses, then the cost of such item shall be deleted from the Base Year Operating Expenses for purposes of determining the additional rent payable pursuant to this Section 3.2 for such Subsequent Year. The same amount shall continue to be deleted from the Base Year Operating Expenses for each Subsequent Year thereafter that the item is not included provided, however, that if such item is again included in any Subsequent Year, then the item shall be added back to the Base Year Operating Expenses.

Operating Expenses. (iThe amount of the Annual Operating Expenses set forth in Section 1(g) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, above represents Tenant’s Projected Share of Costs of Operation and Maintenance the estimated Operating Expenses for the Building, Garage, Common Areas, Project, 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 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, after the expiration or termination 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Property), Landlord shall forthwith either (1) provide Tenant with a statement of Operating Expenses 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 excess directly 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 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 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 first full year in which Landlord has received it full assessments, 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 in its sole discretion). Controllable Operating Expenses means all those Operating Expenses chargeable to Tenant within thirty pursuant to this Lease (30including, without limitation, any roof repair and maintenance), but expressly excludes real estate and association taxes and assessments, HVAC repair, maintenance and replacement, utilities and insurance. Tenant shall be entitled at any reasonable time during regular business hours, but no more than once in each calendar year, after giving to Landlord at least five (5) business days prior written notice, to 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, for either or both of Tenant’s receipt of such Statement or the two (2) permit calendar years immediately preceding the year during which such notice is given, and to obtain an audit thereof by a reputable, independent certified public accountant (selected by Tenant and who also provides non-auditing services to credit Tenant) to determine the accuracy of Landlord’s certification of the amount of such excess against the subsequent payment of Overhead Rent due hereunderAnnual Operating Expenses charged Tenant. If Landlord’s Statement of Operation and Maintenance shall indicate it is determined that Tenant’s Proportionate Share 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, Landlord shall promptly pay to Tenant the reasonable cost of such audit and regardless of such percentage shall refund promptly to Tenant the amount of the additional rent paid by Tenant for such calendar year which exceeds Tenant’s Projected Share the amount for that Operational Yearwhich Tenant actually is liable, as determined following such audit. Except as set forth above, Tenant shall forthwith pay Landlord bear the total cost of any such shortage within thirty (30) days after Tenant’s receipt of such Statementaudit.

Operating Expenses. (ia) Commencing on 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 Commencement Dateor, 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 also 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 to Landlord, as Overhead Rent, all of Tenant’s Projected 's Share of Costs the Annual Operating Expenses in accordance with the 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 Operation 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 makes all of the necessary books and Maintenance 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 detailed report addressed to both Landlord and Tenant with its calculated conclusions within 30 days after the completion of the audit. Landlord and Tenant shall work together in good faith to resolve any issues raised in Tenant's audit. Upon the resolution of such dispute, any amount due Tenant (if any) shall be credited against future payments of Rent or, if no further Rent is due, pay such amount to Tenant within 30 days after the date of such resolution. Tenant shall be responsible for all costs, expenses and fees incurred in connection with its audit; provided, however, if the Building, Garage, Common Areas, Project, and Property during such Operational Year. In January parties determine through Tenant's audit that Tenant has overpaid its Annual Operating Expenses or as soon as is practical thereafter in its utilities each Operational Yearby more than seven (7%), Landlord shall furnish Tenant by Notice 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 provision of this Lease to the 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 disparate levels of services provided to different types of space. If the Building is not fully occupied during any period, Landlord may make a written statement, itemized reasonable adjustment to those components of Operating Expenses which vary with variations in reasonable detail, of the estimated Cost of Operation and Maintenance for such year setting forth Building occupancy in computing 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and period so that Operating Expenses are computed as though the Tenant’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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such StatementBuilding had been fully occupied.

Operating Expenses. (ia) Commencing on The amount of the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, Annual Operating Expenses set forth in Section l(g) above represents Tenant’s Projected Share of Costs of Operation and Maintenance the estimated Operating Expenses for the Building, Garage, Common Areas, Project, 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 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, after the expiration or termination 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Property), Landlord shall forthwith either (1) provide Tenant with a statement of Operating Expenses 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 excess directly any overpayment or deficiency then due from one to Tenant within thirty (30) days of the other or, at Landlord’s option, Landlord may credit Tenant’s receipt of such Statement or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead Rent due hereunderaccount for any overpayment. If Tenant does not give Landlord notice within 30 days after receiving Landlord’s Statement of Operation statement that Tenant disagrees with the statement and Maintenance shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Yearspecifying the items and amounts in dispute, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after be deemed to have waived the right to contest the statement. Landlord’s and Tenant’s receipt 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 reasonable adjustment based on occupancy in computing the Operating Expenses for such Statementperiod so that Operating Expenses are computed as though the Building had been fully occupied. (b) Notwithstanding any provision of this Lease to the contrary, Tenant’s Share of Controllable Annual Operating Expenses (defined below) may increase each year by an amount not to exceed a commercially reasonable amount in the calendar year immediately following the calendar year that Tenant first takes possession of the Premises under this Lease, and in each calendar year thereafter. The term “Controllable Annual Operating Expenses’’ shall mean any and all Annual Operating Expenses except for: (i) real estate taxes and other impositions for the Building, (ii) any and all utilities for the Building, (iii) any and all insurance maintained by Landlord for the Building (including blanket policies or insurance costs from insurance pools in which Landlord may participate for the insurance applicable to the Building), (iv) elevator repair and maintenance, and (v) any and all costs of debris removal and other clean up costs associated with any windstorm or other weather or casualty event affecting the Building.

Operating Expenses. Tenant shall pay monthly as Additional Rent an amount equal to one-twelfth (i1/12th) Commencing on of Tenant's Proportionate Share of the Lease estimated Operating Expenses. For the period from the Commencement DateDate to the date of the first adjustment as provided below, Tenant shall also pay to Landlord, Six Thousand Eighty-Four Dollars and Twenty-One Cents ($6,084.21) per month as Overhead Rent, the estimated Tenant’s Projected 's Proportionate Share of Costs of Operation and Maintenance for the BuildingOperating Expenses. Each calendar year on or before April 1, Garage, Common Areas, Project, and Property during such Operational Year. In January or as soon thereafter as is practical thereafter in each Operational Yearreasonably possible, Landlord shall furnish deliver to Tenant by Notice a written statement, itemized in reasonable detail, of the estimated Cost of Operation and Maintenance for such year statement setting forth Landlord's reasonable estimate of the Operating Expenses and Tenant’s Projected Share of the Cost of Operation and Maintenance for the Building, Garage, Common Areas, Project, then current calendar year 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant a statement (the "Expense Statement") which shall set forth the actual Operating Expenses for the prior calendar year. Tenant shall continue to pay monthly installments in the current amount until Tenant receives notice of a change in payment from Landlord and thereafter each monthly installment will be increased by Notice a written statement, itemized in reasonable detail, prorata portion of the actual Cost of Operation amount by which the payments which have been made in the calendar year are less than the amount due at the increased installment rate. Landlord agrees to keep true and Maintenance incurred for such Operational Year and the Tenant’s Proportionate Share accurate records of the Cost of Operation and Maintenance Operating Expenses of the BuildingBuilding in accordance with generally accepted accounting principles. After delivery of the Expense Statement, Garagethere shall be an adjustment between Landlord and Tenant such that after said adjustment Tenant will have paid the Additional Rent amount due in accordance with this section. Payment pursuant to said adjustment to Landlord or Tenant, Common Areas, Project, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”). If as 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 optioncase may be, shall forthwith either (1) pay the amount of excess directly to Tenant be made within thirty (30) days from the date of Tenant’s 's receipt of such Statement the Expense Statement. For any period less than a full calendar month or (2) permit Tenant to credit the amount of such excess against the subsequent payment of Overhead year, Tenant's Additional Rent due hereunder. If Landlord’s Statement of Operation and Maintenance under this section shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share be prorata based on actual expenses for that Operational Yearcalendar year or month. In the event that less than ninety-five percent (95%) of the total square footage in the Project is occupied by tenants at all times during any calendar year, Tenant then Operating Expenses for such year shall forthwith pay include all additional costs, expenses and disbursements that Landlord reasonably determines would have been incurred had ninety-five percent (95%) of the total square footage in the Project been occupied at all times during such shortage within thirty (30) days after Tenant’s receipt of such Statementyear by tenants.

Operating Expenses. (ia) Commencing on the Lease Commencement Date, The Tenant shall also pay to the Landlord by way of additional rent hereunder, in the manner specified In this clause, a proportionate share of all Operating Expenses paid or Incurred by the Landlord during and In respect of the term of this Lease. The Tenant's proportionate share of Operating Expenses shall be an amount that bears to the said Operating Expenses the same proportion as the Floor Area of the Premises bears to the Gross Leasable Area of the Shopping Centre. (b) Prior to the commencement of each fiscal period adopted by the 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 thereafter as is practical thereafter in each Operational Yearpossible, the Landlord shall furnish Inform the Tenant by Notice a written statement, itemized in reasonable detail, of the estimated Cost amount of Operation and Maintenance for such year setting forth the Operating Expenses to be paid or Incurred by the Landlord during and Tenant’s Projected Share in respect of each such fiscal period and the Cost amount thereof payable by the Tenant pursuant to the provisions of Operation and Maintenance for the Building, Garage, Common Areas, Project, and Property during such Operational Year and this clause 21. The Tenant shall pay same to Landlord as Overhead Rent. Tenant’s Projected Share shall be divided by 12 and shall be payable the amount so estimated In equal monthly instalments on the first day of each month, beginning month throughout such fiscal period on the first day account of such ensuing Operational YearIts obligations hereunder. If said statement is furnished to Tenant Within one hundred and twenty (120) days 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) Within six (6) months from the end of each Operational Yearsuch fiscal period, the Landlord shall furnish Inform the Tenant of the actual Operating Expenses paid or Incurred by the Landlord during and in respect of such fiscal period and the amount thereof payable by the Tenant pursuant to the provisions of this clause 21. If such amount Is greater or less than the payments made by the Tenant on account of the amount of Operating Expenses estimated by Notice a written the Landlord, appropriate adjustments will be made between the Landlord and the Tenant as soon as possible after the delivery of such statement. (c) For any financial year of the Landlord or fraction thereof, itemized the Landlord may allocate the Operating Expenses (or any of the individual Items making up the Operating Expenses) between the Office Level and the Retail Levels in reasonable detailsuch manner as In the opinion of the Landlord reflects the use by and benef'1t to tenants of premises respectively on the Office Level or the Retail Levels, of the actual Cost Operating Expenses so allocated. (d) The Operating Expenses referred to in this Lease are, if the Premises is located on the Office Level, the portion of Operation and Maintenance incurred for such Operational Year the Operating Expenses allocated by the Landlord to the Office Level pursuant to sub-clause 21 (c) above, or If the Premises Is located on either of the Retail Levels, that portion of the Operating Expenses allocated to the Retail Levels pursuant to sub-clause 21 (c) above. (e) If the Premises is located on the Office Level: (I) notwithstanding the definition In sub-clause 21 (a) above, if the Tenant Is located on the Office Level the Tenant shall also pay a proportionate share of Office Level expenses. * Proportionate share as herein defined means at any particular time the fraction, the numerator of which is the Floor Area of the Premises and the Tenant’s Proportionate Share denominator of which is the aggregate of the Cost Floor Areas of Operation all premises on the Office Level. Office Level expenses shall Include; * the cost of electric light and Maintenance power supplied to the Premises monthly based on the electric light and power requirements of the BuildingTenant on a pro rata or other basis as determined by the Landlord from time to time during the Lease term and billed by the Landlord to the Tenant; and * the cost of cleaning, Garagemaintaining and servicing In all respects all electric lighting fixtures In the Premises, Common AreasIncluding the cost of periodic replacement of electric light bUlbs, Projecttubes, starters and Property during ballasts In the Premises. Only the Landlord may carry out such Operational Year (“Landlord’s Statement cleaning. maintaining, servicing and replacement. * the cost of Operation and Maintenance”). If cleaning the offices if said cleaning is carried out by the Landlord’s Statement . * an administration overhead charge equal to 15% 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 of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementabove costs.

Operating Expenses. (a) The amount of the Annual Operating Expenses set forth in Section 1(f) above represents Tenant’s Share of the estimated Operating Expenses for the first full calendar year of the Term. Tenant’s Share of Operating Expenses arising from common services and amenities provided to or for the benefit of the Project will be based on (i) Commencing on relative land area of the Lease Commencement Dateindividual parcels comprising the Project for purposes of determining tenants’ relative shares of expenses related to real estate taxes and association fees (or, if no association then exists, expenses of a nature that would typically be covered by association fees), and (ii) relative rentable square footage of the individual buildings from time to time constructed within the Project for all other expense items, in any event allocated by Landlord in an equitable manner among the tenants in the Project. Landlord may adjust such amount no more than once per calendar year if the estimated Annual Operating Expenses for that particular calendar year increase or decrease. Landlord may also invoice Tenant shall also pay to Landlord, as Overhead Rent, separately no more than once per year for Tenant’s Projected Share of Costs any extraordinary or unanticipated and non‑customary Operating Expenses. By April 30th of Operation each year (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, after the expiration or termination 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Property), Landlord shall forthwith either provide Tenant with a statement of Operating Expenses (1“Landlord’s Statement”) for the preceding calendar year or part thereof. Within 180 days after delivery of the statement to Tenant, Landlord or Tenant shall pay to the other party the amount of excess directly 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. 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, redetermine no more than once per year 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, and in such event, Landlord shall provide to Tenant within thirty a written explanation documenting the need for any such redetermination. (30b) days So long as no monetary Event of Default by Tenant has occurred and remains uncured, Tenant, or its representative, shall have the right, at Tenant’s receipt of such Statement or (2) permit Tenant sole cost and expense, to credit inspect Landlord’s books and records relating to the amount of such excess against the subsequent payment of Overhead Rent due hereunder. If Landlord’s Statement for the purpose of Operation and Maintenance shall indicate verifying the information contained therein (the “Tenant Audit”), provided that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, (i) Tenant shall forthwith pay Landlord such shortage within thirty have sent notice to Landlord, in writing, no later than one hundred eighty (30180) days after Tenant’s receipt of the Landlord’s Statement to be verified, of its desire to conduct the Tenant Audit (the “Audit Notice”), (ii) the Audit Notice identifies with specificity the particular item(s) in the Landlord’s Statement that the Tenant believes is/are incorrect, and (iii) Tenant has paid all amounts previously charged to Tenant under the Landlord’s Statement in full. The Tenant Audit 4 QB\129138.00037\24864053.9 shall be conducted during regular business hours at a location acceptable to Landlord, by Tenant’s personnel and/or an independent firm of certified public accountants that is not being compensated by Tenant on a contingency fee basis. Landlord shall deliver copies of the relevant books and records to Tenant by courier or overnight mail at Tenant’s notice address set forth in this Lease or such other address as Tenant may designate to Landlord in writing. The Tenant Audit shall commence by no later than the 90th day after Landlord’s receipt of the Audit Notice, and shall be completed within ninety (90) days after timely commencement of the Tenant Audit, subject to Landlord’s reasonable cooperation. A copy of the results of the Tenant Audit shall be delivered to Landlord within fifteen (15) days after the completion of the Tenant Audit. If Tenant fails to timely request or commence the Tenant Audit, or the results of the Tenant Audit are not timely delivered to Landlord in strict compliance with this Section, or Tenant fails to strictly follow any of the procedures set forth in this Section, the applicable Landlord’s Statement shall be deemed to have been approved and accepted by Tenant as correct. The Tenant Audit shall be limited strictly to those items in the then current Landlord’s Statement, and Tenant shall not be entitled to inspect any of Landlord’s books and records that apply to any Landlord’s Statement for a prior period. No subtenant has any right to conduct a Tenant Audit and no assignee shall conduct a Tenant Audit for any period during which such assignee was not in possession of the Premises unless such assignee has agreed in writing to be responsible for any additional Operating Expenses determined to be owed for such prior period. Once having conducted a Tenant Audit with respect to a particular Landlord’s Statement, Tenant shall have no right to conduct another Tenant Audit of the same Landlord’s Statement. Tenant acknowledges and agrees that all records reviewed under this Section 6 constitute confidential information of Landlord, which shall not be disclosed to anyone other than (A) the auditor, accountants, attorneys and other professionals engaged by Tenant and directly involved in the Tenant Audit, (B) the employees of Tenant who have a need to know and who receive the results of the Tenant Audit, (C) any permitted successor, assignee or subtenant of Tenant, and (D) as otherwise may be required by law. In the event that the results of the Tenant Audit reveal that Tenant has overpaid its obligations for a prior period and is due a credit, Landlord shall credit the amount due against Tenant’s next installment(s) of estimated Operating Expense, or provide a refund at Tenant’s discretion. Tenant will not have the right to terminate the Lease on account of an overpayment. In the event that, as a result of the Tenant Audit, it is ascertained that Tenant has been underbilled for a prior period, the amount of such underbilling shall be paid by Tenant to Landlord with Tenant’s next installment of estimated Operating Expenses. In the event that the Tenant Audit shows that Tenant has overpaid Operating Expenses with respect to the Landlord’s Statement in question by five percent (5%) or more, Landlord shall reimburse Tenant for the reasonable out‑of‑pocket costs incurred by Tenant with respect to the Tenant Audit.

Operating Expenses. (ia) Commencing on The amount and percentage of the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, Annual Operating Expenses set forth in Section 1(g) and Section 1(h) above represents 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 Operating Expenses for the calendar year in which the Term commences. Landlord shall provide annually prior to January 1 of Operation and Maintenance each calendar year a reasonable estimate of the Annual Operating Expenses due for such year setting forth the Operating Expenses and Tenant’s Projected Share of the Cost of Operation and Maintenance for the Buildingcalendar year, 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, estimate in equal installments on a monthly basis as part of its next installment of Base Rent and Overhead 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 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) Within six (6) months from the end any extraordinary or unanticipated Operating Expenses. By April 30th of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, calendar year (and as soon as practical after the expiration or earlier termination of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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, Landlordthis Lease or, at Landlord’s option, after a sale of the Building or the Property), Landlord shall forthwith either (1) pay the amount provide Tenant with a statement of excess directly to Tenant within thirty (30) days of Operating Expenses representing Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within 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 Landlord’s option, Landlord may credit Tenant’s receipt account for any overpayment. 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 the statement. Landlord’s and Tenant’s obligation to pay any overpayment or deficiency due to the other pursuant to this Section 6 shall survive the expiration or earlier 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, and if the scope of the services performed for any building on the Property (including the Building) is disproportionately more or less than for others, Landlord shall equitably allocate the costs based on the scope of the services being performed for each building on the Property (including the Building). 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 Statementperiod so that Operating Expenses are computed as though the Building had been fully occupied; provided, however, that Landlord shall not recover more than one hundred percent (100%) of Operating Expenses. If Landlord shall fail to render a statement for Tenant’s Share of Operating Expenses to Tenant within twenty-four (24) months following the applicable calendar year in which such Operating Expenses were incurred, then Landlord shall be deemed to have waived its right to collect such sums from Tenant hereunder in respect thereof.

Operating Expenses. (i) Commencing on the Lease Commencement Date, Tenant shall also pay to Landlord, as Overhead Rent, Tenant’s Projected Pro Rata Share of Costs Operating Expenses for each calendar year during the Term. On or about January 1 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 Yearcalendar year, Landlord shall furnish provide Tenant by Notice with a written statement, itemized in reasonable detail, good faith estimate of the estimated Cost of Operation and Maintenance for such year setting forth the Operating Expenses and Tenant’s Projected Share of for such calendar year during 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 RentTerm. Tenant’s Projected Share shall be divided by 12 and shall be payable on On or before the first day of each month, beginning on Tenant shall pay to Landlord a monthly installment equal to one-twelfth of Tenant’s Pro Rata Share of Landlord’s estimate of the first day of such ensuing Operational YearOperating Expenses. If said statement is furnished to Landlord determines that its good faith estimate of the Operating Expenses was incorrect, Landlord may provide Tenant after 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 or the commencement 1 of such Operational Yeara calendar year, Tenant shall nonetheless be obligated continue to pay, as part of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share for pay monthly installments based on the period which shall have elapsed prior to most recent estimate(s) until Landlord provides Tenant with the first day new estimate. Upon delivery of the calendar new estimate, an adjustment shall be made for any month next succeeding for which Tenant paid monthly installments based on the calendar month in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenantsame year’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”prior incorrect estimate(s). If the Landlord’s Statement of Operation and Maintenance Tenant 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 Landlord the amount of excess any 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 Tenant within thirty (30) 30 days of Tenant’s receipt determination. The obligation of Tenant to pay for Operating Expenses as provided herein shall survive the expiration or earlier termination of this Lease. Tenant acknowledges that the Building and 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 be allocated to the Building, and Operating Expenses (defined below) will include an equitable allocation of the costs of ownership, operation, maintenance, repair and protection of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementshared facilities.

Operating Expenses. If and to the extent that Sublandlord is ------------------ obligated to pay additional rent under the Prime Lease, whether such additional rent is to reimburse Prime Landlord for taxes, operating expenses, common area maintenance charges, insurance or other expenses incurred by Prime Landlord in connection with the Premises, the Building or the property or project of which the Building is a part (ithe "Property"), Subtenant shall pay to Sublandlord one -------- hundred percent (100%) Commencing on of such additional rent (to the Lease extent such additional rent is attributable to events occurring during the Term) (collectively, "Operating Expenses"), payable in accordance with this Section. Prior to the ------------------- Commencement Date, Tenant Sublandlord shall also send to Subtenant a statement showing the estimated Operating Expenses for the current period for which Operating Expenses are due under the Prime Lease. At the same time and in the same manner as monthly installments of Estimated Minimum Rent are due, Subtenant shall pay to LandlordSublandlord 100% of the monthly installments of estimated Operating Expenses as shown on such statement. Promptly after receipt of a new ▇▇▇▇ from Prime Landlord for estimated Operating Expenses, as Overhead Rentif any, Tenant’s Projected Share Sublandlord shall provide to Subtenant a copy of Costs such ▇▇▇▇ showing revised amounts for estimated Operating Expenses, which new ▇▇▇▇ may cover periods prior to the date of Operation and Maintenance the new ▇▇▇▇ to the extent Sublandlord is responsible for the Buildingpayment thereof under the terms of the Prime Lease; from and after receipt of such new ▇▇▇▇, Garage, Common Areas, Project, and Property during such Operational Year. In January or as soon as is practical thereafter in each Operational Year, Landlord Subtenant shall furnish Tenant by Notice a written statement, itemized in reasonable detail, pay to Sublandlord 100% of the estimated Cost monthly installments of Operation and Maintenance for such year setting forth the Operating Expenses and Tenant’s Projected Share retroactive payments, if any, as shown thereon. Unless and until Subtenant receives a new ▇▇▇▇ for estimated Operating Expenses, Subtenant shall continue to pay each month the monthly installments 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 estimated Operating Expenses as Overhead Rent. Tenant’s Projected Share shall be divided by 12 and shall be payable shown on the first day most recent ▇▇▇▇. Promptly after receipt of each montha reconciliation statement from Prime Landlord with respect to Operating Expenses, beginning on the first day Sublandlord shall provide Subtenant with a copy of such ensuing Operational Yearstatement. If said the reconciliation statement is furnished to Tenant after January or the commencement shows that Subtenant overpaid Operating Expenses, then upon receipt by Sublandlord from Prime Landlord of such Operational Yearoverpayment amount or a credit therefor, Tenant Subtenant shall nonetheless be obligated to payreceive payment of such overpayment amount or, as part of its if Sublandlord receives a credit, then a credit against the next installment of Base Estimated Minimum 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) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year and the Tenant’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 of excess directly the overpayment; if the statement shows an underpayment of Operating Expenses, Subtenant shall pay to Tenant within thirty (30) days of Tenant’s receipt of such Statement or (2) permit Tenant to credit Sublandlord the full amount of such excess against the subsequent payment of Overhead Rent due hereunderunderpayment within five (5) business days. If Sublandlord audits Operating Expenses and such audit results in a cash payment or credit from Prime Landlord’s Statement of Operation and Maintenance , Subtenant shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Yearreceive from Sublandlord a cash payment or credit, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementrespectively, in the same amount less any administrative fee or charge incurred by Sublandlord in connection with the audit.

Operating Expenses. (i) 3.3.1 Commencing on the Lease Commencement DateDate for each of Powered Shell-A, Powered Shell-B and the Operational Space, Tenant shall also be obligated to pay to Landlord, Landlord as Overhead Rent, Tenant’s Projected Share Additional Rent an amount equal to Operating Expenses (Actual) for such component 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. 3.3.2 No later than sixty (60) days prior to the date that Landlord reasonably anticipates the Commencement Date to occur, Landlord shall furnish provide to Tenant by Notice a written statement, itemized in reasonable detail, statement of the estimated Cost of Operation and Maintenance for such year setting forth the Operating Expenses (Projected) for the period commencing on the Commencement Date and ending on the last day of the calendar year in which the Commencement Date occurs. In addition, no later than sixty (60) days before the beginning of each calendar year thereafter, Landlord shall provide to Tenant a statement of the Operating Expenses (Projected) for the immediately following calendar year. Such initial statement of the Operating Expenses (Projected) and each subsequent statement of the Operating Expenses (Projected) are referred to herein as the “Operating Expenses Budget”. Each Operating Expenses Budget shall be subject to Tenant’s Projected Share approval, such approval not to be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, it shall be unreasonable for Tenant to withhold its approval of any proposed Operating Expenses Budget unless Tenant is able to demonstrate and reasonably justify an alternative budget that will result in fifteen (15%) or more in annual savings as compared to the Cost of Operation and Maintenance for the Building, Garage, Common Areas, Project, and Property during such Operational Year and proposed Operating Expenses Budget. 3.3.3 Tenant shall pay same each Projected Operating Expenses Installment 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 month during the first day Term of such ensuing Operational Yearthe Lease. If said Until Tenant has received the statement is furnished to Tenant after January or of the commencement of such Operational YearOperating Expenses (Projected) from Landlord, Tenant shall nonetheless be obligated continue to pay, pay Projected Operating Expenses Installments to Landlord in the same amount (if any) as part required for the last month of its next installment of Base Rent and Overhead Rent, the prior calendar year. Upon Tenant’s receipt of such statement of the Operating Expenses (Projected), Tenant shall pay to Landlord, or Landlord shall pay to Tenant (whichever is appropriate), the difference between the amount paid by Tenant as Projected Share for the period which shall have elapsed Operating Expenses Installments prior to receiving such statement and the first day of the calendar month next succeeding the calendar month amount payable by Tenant therefor as set forth in which said Statement is furnished to Tenant. (ii) Within six (6) months from such statement. Landlord shall provide Tenant a statement on or before May 15 after the end of each Operational Yearcalendar year, Landlord shall furnish showing Operating Expenses (Actual) as compared to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred Operating Expenses (Projected) for such Operational Year and the Tenant’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”)calendar year. If the Landlord’s Statement of Operation and Maintenance shall indicate that Tenant’s Projected Share paid by Tenant Operating Expenses (Actual) for such Operational Year exceeded calendar year exceeds the aggregate of the Projected Operating Expenses Installments collected by Landlord from Tenant’s Proportionate Share for such Operational then, Tenant shall pay to Landlord, at Landlord’s option, shall forthwith either (1) pay the amount of excess directly to Tenant within thirty (30) days of following Tenant’s receipt of such Statement or (2) permit Tenant to credit statement, the amount of such excess against excess. However, if the subsequent payment Operating Expenses (Actual) for such calendar year is less than the aggregate of Overhead Rent due hereunder. If Landlord’s Statement of Operation and Maintenance Projected Operating Expenses Installments collected by Landlord from Tenant, Landlord shall indicate that pay to Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after following Tenant’s receipt of such Statementstatement, the amount of such excess. Landlord shall have the right from time to time during each calendar year to propose an update to the Operating Expenses (Projected) and provide Tenant with a revised statement thereof, which proposed update shall be subject to Tenant’s approval rights set forth in Section 3.3.2 above. Thereafter, Tenant shall pay Projected Operating Expenses Installments on the basis of the revised statement. If the Commencement Date is not the first day of a calendar year, or the expiration or earlier termination date of this Lease is not the last day of a calendar year, the Operating Expenses (Actual) shall be prorated. The foregoing adjustment provisions shall survive the expiration or termination of the Term of this Lease. 3.3.4 Landlord agrees to keep books and records reflecting the Operating Expenses of the Property in accordance with generally accepted accounting principles. Tenant, at its expense, shall have the right, once per year, within twelve (12) months after receiving Landlord’s statement of Operating Expenses (Actual) for a particular year, to audit Landlord’s books and records relating to the Operating Expenses as the case may be for such year. If within such twelve (12) month period Tenant does not give Landlord written notice stating in reasonable detail any objection to the statement of Operating Expenses (Actual), Tenant shall be deemed to have approved such statement in all respects. Such audit shall be conducted by an independent, nationally recognized accounting firm. For the avoidance of doubt, any all information obtained through the Tenant’s audit with respect to financial matters and any other matters pertaining to Landlord and/or the Property, as well as any compromise, settlement, or adjustment reached between Landlord and Tenant relative to the results of the audit shall be subject to the provisions of Section 17.19 hereof. Notwithstanding the foregoing, if the amount of Operating Expenses (Actual) set forth in Landlord’s statement is determined by Tenant’s audit to have been overstated by Landlord by more than $[***], Landlord shall reimburse Tenant for such overcharge and the commercially reasonable, out of pocket hourly or flat fee costs and expenses paid by Tenant in connection with Tenant’s review.

Operating Expenses. (i) Commencing on the 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 If the Operating Expenses and Tenant’s Projected Share of the Cost of Operation and Maintenance for the BuildingProperty, Garagein any calendar year during the Term, 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 exceed the first day of each month, beginning on Operating Expenses for the first day of such ensuing Operational Year. If said statement is furnished to Tenant after January or the commencement of such Operational Base Year, Tenant shall nonetheless be obligated agrees to paypay as additional monthly rent the Proportionate Share of such excess Operating Expenses, as part of its next installment of Base Rent and Overhead Rent, Tenant’s Projected Share for the period which shall have elapsed prior estimated by Landlord from time to the first day time. During any partial calendar year of the calendar month next succeeding Term (such as the calendar month year in which said Statement is furnished to Tenant. (ii) Within six (6) months from the end of each Operational Year, Landlord shall furnish to Tenant by Notice a written statement, itemized in reasonable detail, of the actual Cost of Operation and Maintenance incurred for such Operational Year Commencement Date occurs and the year in which the Terminates), Tenant’s Proportionate Share of Operating Expenses shall be adjusted based upon the Cost actual number of Operation and Maintenance of days contained within the Building, Garage, Common Areas, Project, and Property Term during such Operational Year partial calendar year. By April 30th of each calendar year, Landlord will provide Tenant an itemized statement showing in reasonable detail all additional rent due (“Landlord’s Statement of Operation or any overpayments made) under this Section 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, (or Landlord, at Landlord’s option, as the case may be) shall forthwith either (1) pay the such amount of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementstatement; provided, however, in no event shall Tenant be released of its obligation for such additional rent if Landlord fails to send Tenant a statement within the time specified above. In no event shall the Base Rent or other sums due under this Lease ever be reduced due to the operation of this Section 2.3 or to Operating Expenses being less for the Property than the Operating Expenses for the Base Year. The term “Operating Expenses” includes all expenses of Landlord with respect to the ownership, maintenance, servicing, repairing and operation of the Property, including, but not limited to: maintenance, repair and replacement costs; electricity, water, sewer, gas and other utility charges; window washing and janitorial services; trash and snow and ice removal; landscaping and pest control; management fees payable to third parties; wages and benefits payable to employees of Landlord’s property management company whose duties are directly connected with the operation and maintenance of the Property; all services, supplies, repairs, replacement or other expenses for maintaining and operating the Property including parking and Common Areas; me cost of any capital improvements made to the Property by Landlord, not to exceed $25,000.00 in any given Lease Year of the Term (notwithstanding, in any Lease Year in which such capital improvement costs exceed $25,000.00, Landlord may, in any succeeding Lease Year of the Term, charge to Tenant as an Operating Expense such excess amount, provided, however, that in no single Lease Year of the Term shall such capital improvement costs charged to Tenant exceed $25,00.00); the cost of installation of any device or other equipment which is installed to improve the operating efficiency of any system and reduce Operating Expenses, not to exceed $25,000.00 in any given Lease Year of the Term (notwithstanding, in any Lease Year in which such installation costs exceed $25,000.00, Landlord may, in any succeeding Lease Year of the Term, charge to Tenant as an Operating Expense such excess amount, provided, however, in no single Lease Year of the Term shall such installation costs charged to Tenant exceed $25,00.00); all real property taxes and installments of special assessments which accrue against the Property during the term of this Lease; governmental levies or charges of any kind or nature assessed or imposed on the Property, whether by state, county, city of any political subdivision thereof; all insurance premiums Landlord is required to pay or deems necessary to pay, including hazard insurance and public liability insurance, with respect to the Property; all amounts paid for liability and casualty loss pursuant to insurance deductible amounts; and any amounts considered an operating, maintenance or management expense under generally accepted accounting principles.

Operating Expenses. (i) Commencing on the Lease Commencement DateSubject to Section 2.5 hereof, Tenant shall also pay to Landlord, as Overhead Rent, additional rent Tenant’s Projected Share 's pro rata share of Costs the operating expenses of Operation and Maintenance Landlord 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 may invoice Tenant by Notice a written statement, itemized in reasonable detail, monthly for Tenant's pro rata share of the estimated Cost of Operation and Maintenance operating expenses for such year setting forth the Operating Expenses and Tenant’s Projected Share of the Cost of Operation and Maintenance for the Buildingeach calendar year, Garage, Common Areas, Project, and Property during such Operational Year and Tenant shall pay same to Landlord as Overhead Rent. Tenant’s Projected Share which amount shall be divided adjusted from time-to-time by 12 and shall be payable on the first day of each month, beginning on the first day of such ensuing Operational YearLandlord based upon anticipated operating expenses. 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) Within six (6) months from following the end close of each Operational Yearcalendar year, Landlord shall furnish to provide Tenant by Notice a written statement, itemized an accounting showing in reasonable detail, detail by line item the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Within ninety (90) days of receipt of the operating expense reconciliation for the previous year, Tenant shall have the right to audit Landlord's books and records as they pertain to operating expenses for the immediately preceding calendar year, in Landlord's office and with reasonable notice. If Tenant does not provide notice to Landlord within ninety (90) days of its intent to audit, Tenant shall automatically waive and release its right to audit for the preceding calendar year. The cost of said audit shall be borne by Tenant unless the audit discloses that Tenant has overpaid its proportionate share of operating expenses for the calendar year in question by more than ten percent (10%), in which case the reasonable expense of the audit shall be borne by Landlord. If the audit reveals that Landlord's actual Cost statement was incorrect in any amount, the resulting excess or deficiency shall be paid by or reimbursed to Tenant, as the case may be. Notwithstanding any other provisions in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of Operation the operating expenses based upon the previous year's operating expenses and Maintenance incurred for will be adjusted appropriately when actual expenses have been compiled. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such Operational Year termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Tenant's pro rata share set forth in Section 1.7 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the Tenant’s Proportionate Share denominator of which shall be the Cost of Operation and Maintenance net rentable area of the Building, Garage, Common Areas, Project, and Property during such Operational Year (“Landlord’s Statement of Operation and Maintenance”). If as 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 of excess directly same may change from time to Tenant within thirty (30) days of Tenant’s receipt of such Statement 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, Tenant shall forthwith pay Landlord such shortage within thirty (30) days after Tenant’s receipt of such Statementtime.

Operating Expenses. (i) Commencing on During the Lease Commencement DateSublease Term, Tenant Subtenant shall also pay to LandlordSublandlord, as Overhead Rentwith respect to any Operating Year or portion thereof during the Sublease Term, Tenantan amount equal to 78.50% of Sublandlord’s Projected Operating Expense 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 Master Premises for such year setting forth Operating Year or portion thereof. Subtenant shall make estimated payments on account of Subtenant’s share of Sublandlord’s Operating Expense Share as reasonably estimated by Sublandlord. Such payments shall be made in the Operating Expenses and Tenant’s Projected Share of the Cost of Operation and Maintenance fashion herein provided for the Building, Garage, Common Areas, Project, and Property during such Operational Year and Tenant shall pay same to Landlord as Overhead payment of Base Rent. TenantThe estimated payments on account of Subtenant’s Projected share of Sublandlord’s Operating Expense Share shall be divided sufficient to provide Sublandlord, 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) Within six (6) months from the end of each Operational year, a sum equal to Subtenant’s required payments for such year. Within a reasonable time after Sublandlord receives Master Landlord’s year-end statement of Sublandlord’s Operating Expense Share for the immediately preceding Operating Year, Landlord Sublandlord shall furnish to Tenant by Notice give Subtenant a written statement, itemized in reasonable detail, notice of the actual Cost of Operation and Maintenance incurred amounts actually paid by Sublandlord for such Operational Year and the Tenant’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”)year. If the Landlord’s Statement sum of Operation and Maintenance shall indicate that Tenant’s Projected Share paid the estimated monthly payments already made by Tenant Subtenant for such Operational preceding Operating Year exceeded Tenantexceed Subtenant’s Proportionate Share for such Operational thenactual required payment, Landlordas reflected on Sublandlord’s notice, at Landlord’s option, Sublandlord shall forthwith either (1) pay the amount of excess directly to Tenant within thirty (30) days of Tenant’s receipt of such Statement or (2) permit Tenant to credit the amount of overpayment against subsequent obligations of Subtenant with respect to Base Rent, Operating Expenses or Taxes (or refund such excess against overpayment if the subsequent payment of Overhead Rent due hereunder. If LandlordSublease Term has ended and Subtenant has no further obligation to Sublandlord); but if Subtenant’s Statement of Operation and Maintenance required payments for such preceding year are greater than the estimated payments (if any) theretofore made on account thereof for such year, Subtenant shall indicate that Tenant’s Proportionate Share exceeds Tenant’s Projected Share for that Operational Year, Tenant shall forthwith pay Landlord such shortage to Sublandlord the amount necessary within thirty ten (3010) days after Tenant’s receipt of such Statementnotice. All obligations set forth herein shall survive the termination or expiration of the Sublease Term.