Common use of Operating Expenses Clause in Contracts

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share All costs and expenses, other than Real Estate Taxes, with respect to the operation and maintenance of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. 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 Property shall be prorated on the ratio that the number of days from the commencement between Buyer and Seller as of the calendar year Adjustment Time, including all fees and charges for sewer, water, electricity, heat and 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 operation of any of the Property. Such costs and expenses shall be prorated as of the Adjustment Time such that Seller shall be responsible for all such costs and operating expenses attributable on an accrual basis to the period prior to the 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 Closing Date, such costs and expenses shall be estimated and prorated at Closing based upon the latest information available (including such termination date bears to 365. Tenant agrees to pay prior bills and operating history) and a final and conclusive readjustment of any additional rent due under this Section within ten (10) days following cost and expense item shall be made upon receipt of the actual invoice or accounting showing additional rent due. Following development and construction of a second building on xxxx, but in all events no later than the property, Final Proration Adjustment as described in Subsection 1.4 above, Tenant's pro rata share set forth provided in Section 1.9 shall6.9.8 below. Buyer shall take all commercially reasonable steps to effectuate the transfer to Buyer's name as of the date of Closing of all utilities which are in Seller's name, and 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 date of Closing. If Buyer and Seller are unable to obtain such final meter readings as of the Closing Date from all applicable meters, utility expenses related to such meters shall be estimated at Closing based upon the operating history of the Property subject to reasonable 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 all deposit held by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area any utility companies for utilities in any Seller's name as of the Premises as set forth in Article 1 and the denominator date of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeClosing.

Operating Expenses. Tenant shall also agrees to pay as additional rent Additional Rent, (except during the applicable Free Rent Period) Tenant's ’s pro rata share of the operating expenses of Landlord Operating Expenses (as hereinafter defined) for the BuildingLeased Premises. For purposes of this Lease, Tenant’s pro rata share of 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 ’s pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseOperating Expenses determined in Landlord’s reasonable discretion. Within six four (64) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent Operating Expenses due under this Sectionsection including. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent Operating Expenses due by Tenant under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent Operating Expenses due by Tenant under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rentOperating Expenses due as 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 Additional Rent payable by Tenant applicable to the year in which the 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 such termination date the Expiration Date bears to 365. Tenant shall have the right, at its own expense and within six (6) months after Tenant receives the 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 more than the greater of (a) five percent (5%) of Operating Expenses or (b) Five Hundred and No/100 Dollars ($500.00), Landlord shall pay for the reasonable cost of such audit. Tenant agrees to keep the results of any audit strictly confidential and pay any additional rent Additional Rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent Additional Rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant All utility expenses for gas, water, electricity, heat, fuel, sewer and other utilities relating to the Property shall also pay be the responsibility of Seller through the day before the Closing, based on final readings done as additional rent Tenant's pro rata share of the operating day before the Closing, and Purchaser shall be responsible for all such utility expenses accruing on and after the Closing, and there shall be no other proration of Landlord such utility expenses. All insurance premiums under Seller's existing policies relating to the Property shall be Seller's responsibility through the day before the Closing, and, there shall be no proration of such insurance premiums; none of Seller's insurance policies (or any proceeds payable thereunder, except for the Building. Landlord may invoice Tenant monthly Environmental Policy and except as expressly provided for Tenant's pro rata share of in SECTION 14 below) will be assigned to Purchaser at the estimated operating expenses for each calendar yearClosing, which amount and Purchaser shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expensesolely obligated to obtain any and all insurance that it deems necessary or desirable. Within six (6) months following All payments under the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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 Service Contracts shall be accompanied by evidence the responsibility 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. If this Lease shall terminate on a day other than Seller through the last day of a the calendar year, the amount of any additional rent payable by Tenant applicable to the year month in which the termination shall occur Closing occurs, with Purchaser responsible for all amounts thereafter accruing under the Service Contracts, and there shall be prorated on no other proration of amounts payable under the ratio that Service Contracts. Seller shall receive a credit at the number Closing in an amount equal to the Pre-Closing Allocable Share (defined below) of days from amounts payable under the commencement of the Leases in calendar year 2001 as "pass-throughs" or reimbursements for common area maintenance costs, taxes and assessments and insurance premiums and other operating expenses relating to and including such termination date bears to 365the Property. Tenant agrees to pay any additional rent due under As used in this Section within ten (10) days following receipt of SECTION 11, the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, "PRE-CLOSING ALLOCABLE SHARE" will be equal to a percentage based upon a fraction, the numerator of which is the total area number of days in calendar year 2001 occurring up to but not including the Premises as set forth in Article 1 Closing and the denominator of which is 365. Purchaser shall receive a credit at the Closing in the amount equal to Two Million Dollars ($2,000,000) for certain leasing commissions, tenant improvement costs, capital expenditures and deferred maintenance on the Property not described on EXHIBIT H attached hereto. The parties hereto agree that Purchaser shall not assume the responsibility for the salaries or other payments due to the nine (9) employees of DDRES that are currently working at the Property, as such employees shall be terminated by Seller prior to the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeClosing.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $1997 Base Year Operating Expenses, including taxes and insurance per square foot, taxes, and insurance. Lessee agrees to pay as additional rent Tenantlessee's pro rata share of the such excess operating expenses expenses. Lessee occupies 17,920 square feet of Landlord for the Buildingspace in a project totaling 140,762 square feet (12.73%). Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee'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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay Lessee agrees to pay, as additional rent Tenantrent, Lessee's pro rata share (as determined by the formula set forth in Section 2.02 above) of the operating expenses of Landlord Lessor's Operating Expenses for the BuildingBuilding without deduction or set-off of any kind except as otherwise set forth herein. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated Operating Expenses. As of the date hereof, it is estimated that the Operating Expenses, taxes and insurance for calendar year 2000 will be approximately $2.20 per rentable square foot. Lessor agrees that the Lessee's portion of the Operating Expenses for common area maintenance, less costs of utilities, costs required to meet applicable laws, and capitalized costs of capital improvements and operating expenseefficiency devices, will not exceed seventy-eight cents ($78) per rentable square foot during the first year of the Term (the "Base Amount"), and will not increase for any year by more than five percent (5%) per year (cumulative) over the Base Amount. Within six (6) four months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Section, the accounting such amount shall be accompanied by evidence credited against the next required payment of a credit to Tenant's accountbase rent. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Section, the accounting 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 Tenant Lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant Provided Lessee is not in default of any terms of this Lease, Lessee shall have the right, at its own expense, to audit Lessor's books relevant to the additional rent payable under this Section. With respect to such audit, Lessee 1) may review Lessor's books during office hours, 2) must perform such audit at the location of Lessor's books, 3) must request such audit within six (6) months of receipt of its annual reconciliation of Operating Expenses, 4) must deliver to Lessor a copy of the results of such audit, 5) may not audit the same calendar year more than one time. If, as a result of such audit, it is determined that the Operating Expenses have been overstated by 3% or more, Lessor shall be required to reimburse Lessee for the costs of such audit. Assignees of Lessee may only audit periods for which they occupy the Leased Premises and subtenants of Lessee shall have no audit rights. Lessee 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. In the event Landlord's Building operating costs, including facade maintenance, exterior painting, costs of services governmental or private, utilities and insurance, during any calendar year following the Base Year shall exceed the cost incurred by Landlord during the Base Year, Tenant shall also pay to Landlord as additional rent Tenant's pro rata share for such calendar year an amount equal to the Percentage of the operating expenses of Landlord for excess, on or before July 1st, subsequent to the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months year following the close Base Year and on or before the July 1st, of each calendar year, year hereafter. Landlord shall provide furnish to Tenant an accounting showing a statement of the increase in reasonable detail cost for the computations of preceding calendar year and the Base, Year. If the cost or same for such preceding calendar year exceeds the cost during the Base Year, additional rent for such preceding calendar year in an amount equal to The Percentage of the excess shall be due under this Sectionfrom Tenant to Landlord, and such additional rent shall be payable by Tenant to Landlord within thirty (30) days after receipt of the aforesaid statement. The aforesaid statement of Landlord's Operating Costs shall be deemed final and conclusive between the parties, their successors and assigns as to all matters contained therein if no objection is raised with respect hereto within thirty (30) days after receipt of such statement by Tenant. Tenant shall have the right to examine the Landlord's books and records at the offices of Landlord during ordinary business hours during the aforesaid thirty (30)day period for the purpose of verifying matters contained in the statement of Operating Expenses for the preceding year. Tenant shall make written request of Landlord prior to such inspection to e assured of the availability of the records. Any objections must be in writing and served personally or via Certified Mail, Return Receipt Requested. If Tenant does not make an examination of Landlord's books and records within the aforementioned thirty (30)day period, Tenant shall further be deemed to have irrevocably waived any and all rights to future examination. Any objection raised by Tenant shall be specific and all items and matters not specifically objected to shall be deemed accepted and final. In the event there arises any dispute as to the accounting shows that amounts stated in the total aforesaid statement of Operating Expenses, such dispute shall be settled by arbitration pursuant to the rules of the monthly payments made 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 exceeds the amount of shall pay 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. If this Lease shall terminate on a day other than the last day of a such 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 termination date bears to 365. Tenant agrees to pay any additional rent due under accordance with this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time28.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of 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, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6nine(9) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all 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 the 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. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Landlord, prior to the termination date, 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 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 occur, shall be prorated pro rated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365355. 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, 1.8 shall be equal to a percentage based upon a fraction, fraction the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBuilding.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating operation expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 1.8 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Tenant In the event Lessor's operating expenses for the building and/or parcel of which the leased premises are a part shall also in any calendar year during the term of this Lease, exceed the sum of $5.50 PER USABLE square foot. Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payment made by Lessee exceeds the amount of additional rent due by Lessee 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 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 Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor prior to the termination date, shall have the option to invoice Lessee for Lessee'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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such the termination date bears to 365365 Lessee shall have the right; at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Tenant Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share ’s Pro Rata Share of the operating expenses Operating Expenses of Landlord for the BuildingBuilding of which the Premises are a part. Landlord shall, on or before December 31st of each calendar year during the Term of this Lease, give Tenant an estimate of the Operating Expenses payable per square foot of rentable area for the next calendar year. Tenant shall pay, as additional rent, along with its monthly Base Rent, one-twelfth (1/12) of such estimated Operating Expenses. Landlord may invoice Tenant monthly for Tenant's pro rata share ’s Pro Rata Share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseOperating Expenses. Within six four (64) months following the close of each calendar year, Landlord shall provide Tenant an accounting prepared in accordance with Generally Accepted Accounting Principals (GAAP) showing in reasonable detail the all 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 ’s account. In any the 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. Notwithstanding any other provision 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 the 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 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 termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's ’s pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, shall be equal to a percentage based upon a fraction, the numerator of which is the total area rentable square feet of space in the Premises as set forth in Article 1 Section 1.2 and the denominator of which shall be the net rentable area square feet of both space in the Tenant's Building and the second building, as the same may change from time to timeset forth in Section 1.2.

Operating Expenses. Tenant 3.1 Beginning on the first day of January, 1999 and on the first day of each January thereafter during the Lease Term, Lessee shall pay to Lessor as additional rent Lessee's Proportionate Share (as hereinafter defined) of Common Operating Expenses (as hereinafter defined) in excess of Lessee's Proportionate Share of Common Operating Expenses for the calendar year 1998 (herein called the "Base Year"). The Common Operating Expenses for the Base Year shall be estimated and calculated as accurately as possible as provided herein and shall be equitably adjusted so that such operating expenses are grossed up to reflect a full year of operation of the Building due to the Base Year not being a full year of operation for the Building. The Common Operating Expenses for the Base Year shall be further adjusted to reflect monthly totals which would have been measured assuming that Lessee had occupied and been fully operational in 100% of the Premises as of the Commencement Date; in determining such monthly totals, Lessor shall give greatest weight to those months when Lessee physically occupied 100% of the Premises. Lessee shall also pay as additional rent Tenant's pro rata share all other charges, costs and expenses which are not included within Common Operating Expenses or Building services if such services are to be provided by Lessor under the terms hereof and which other charges, costs or expenses are incurred by Lessor at the request of Lessee as a result of any use of the operating expenses Premises by Lessee, excluding any repairs or replacements to be made to the Premises by Lessor and at Lessor's expense in accordance with Section 14 hereof and excluding any work to be performed by Lessor and at Lessor's expense in accordance with Section 10 hereof. Lessee's Proportionate Share of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount Common Operating Expenses shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each prorated as necessary for any calendar year, Landlord shall provide Tenant an accounting showing year during which this Lease is in reasonable detail 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 effect for less than the amount of additional rent due by Tenant under this Section, the accounting full twelve month calendar year. Common Operating Expenses shall be accompanied by calculated on 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 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeaccrual basis.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the actual operating expenses per sq. ft. for the calendar year 1994, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord may Lessor shall invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee'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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, TenantLessee's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time36.527%.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. 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 the 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 any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio ration that the number of days from the commencement of the calendar year to and including such 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 of accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator demoninator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses Operating Expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseOperating Expenses. Within six one hundred twenty (6120) months days following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. 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 the 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 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBuilding.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-time- to-time by Landlord based upon reasonably anticipated operating expenseexpenses and shall be due at the same time base rent is due. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. 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 the 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 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 termination date bears to 365. Except as otherwise provided herein, Tenant agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $ Base Year 1997 per square foot, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee'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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant Provided Lessee is not in default of any terms of this Lease, Lessee shall have the right, at its own expense, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section. With respect to such audit, Lessee 1) may review Lessor's books during office hours, 2) must perform such audit at the location of Lessor's books, 3) must request such audit within thirty (30) days of receipt of it's annual reconciliation of operating expenses, 4) must deliver to Lessor a copy of the results of such audit, 5) may not audit the same calendar year more than one time and 6) may only audit Lessor's books should Lessee's share of excess operating expenses increase from the previous calendar year. Assignees of Lessee may only audit periods for which they occupy the leased premises and subtenants of Lessee shall have no audit rights. Lessee 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of 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, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all 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 the 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. Notwithstanding any other provision 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 the 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 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, 1.8 shall be equal to a percentage based upon a fraction, fraction the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBuilding.

Operating Expenses. It is hereby agreed that commencing January 1, 2014, Tenant shall also pay to Landlord as additional rent during the balance of the term hereof, 2.54% (“Tenant's ’s Pro Rata Share”) of the Operating Expenses (defined below) for the calendar year in excess of the Operating Expenses for the base year of 2013 (the “Base Year”), as estimated by Landlord, payable monthly, at the rate of one-twelfth (1/12) thereof, on the same date and at the same place Base Rent is payable, with an adjustment to be made between the parties at a later date as hereinafter provided (“Additional Rent”). As soon as practicable following the end of any calendar year, but in no event later than April 30 of each year, Landlord shall submit to Tenant a statement in reasonable detail describing the computations of the Operating Expenses setting forth the exact amount of Tenant’s pro rata share of the operating expenses of Landlord Operating Expenses for the Building. Landlord may invoice Tenant monthly for calendar year just completed (the “Statement”), and the difference, if any, between the actual Tenant's ’s pro rata share of Operating Expenses for the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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 year just completed and the amount of additional rent due Tenant’s pro rata share of expenses actually paid by Tenant to Landlord. Landlord’s failure to deliver to Tenant the Statement by any particular date shall in no way serve as a waiver of Landlord’s rights under this Section, Paragraph. To the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows extent that the total Tenant’s actual pro rata share of Operating Expenses for the period covered by the Statement is higher than the Tenant’s pro rata share of Operating Expenses which Tenant previously paid during the calendar year just completed, Tenant shall pay to Landlord such balance within thirty (30) days following receipt of the monthly payments made Statement from Landlord. To the extent that the Tenant’s actual pro rata share of Operating Expenses for the period covered by Tenant the Statement is less than the amount Tenant’s pro rata share of additional rent Operating Expenses which Tenant previously paid during the calendar year just completed, Landlord shall credit the excess against any estimated Operating Expenses next becoming due by Tenant from Landlord under this Sectionthe Lease, except in the accounting case of the last year of the Lease, in which case such excess shall be accompanied refunded to Tenant in cash within thirty (30) days following delivery of the Statement from Landlord. If the Lease term hereunder covers a period of less than a full calendar year during the last calendar year of the term hereof, Tenant’s pro rata share of Operating Expenses for such partial year shall be calculated by an invoice proportionately reducing the Operating Expenses 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 Tenant applicable Base Year to the year in which the termination shall occur shall be prorated on the ratio that reflect the number of days from months in such year during which Landlord leased the commencement of Premises (the calendar ‘‘Adjusted Base Operating Expenses”). The Adjusted Base Operating Expenses shall then be compared with the actual Operating Expenses for said partial year to and including determine the amount, if any, of any increases in the actual Operating Expenses for such termination date bears to 365partial year over the Adjusted Base Operating Expenses. Tenant agrees to shall pay Tenant’s pro rata share of any additional rent due under this Section such increases within ten (10) days following receipt of notice thereof. The obligations of Landlord to refund excess payments of Operating Expenses made by Tenant in the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area final year of the Premises as set forth in Article 1 Lease, and of the denominator Tenant to pay any deficiency with respect to the amount of which Operating Expenses paid by it during the final year of the Lease, will survive the expiration or termination of the Lease. If Landlord selects an accrual accounting basis for calculating Operating Expenses, Operating Expenses shall be deemed to have been paid when such expenses have accrued in accordance with generally accepted accounting principles. Upon fifteen (15) days prior notice, Tenant shall have the net rentable area right to audit Landlord’s books with respect to the Operating Expenses charged to Tenant. If the results of both the audit establish that there has been an overcharge to Tenant of more than seven and one-half percent (7.5%) of the actual amount owed by Tenant's Building and , then Landlord shall pay the second building, as the same may change from time to timereasonable cost of such audit.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. 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 the 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 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, shall be equal to a percentage based upon a fraction, the numerator of which is the total net rentable area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Tenant The Sublessee shall also pay pay, as additional rent TenantAdditional Rent hereunder, the Sublessee's pro rata share Pro Rata Share of the operating expenses of Landlord for increase, if any, in the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share actual Operating Expenses of the estimated operating expenses for Property over the Operating Base. Payment of Operating Expenses shall be made as follows: Sublessor shall make a good faith estimate of Sublessee's Pro Rata Share of the increase in Operating Expenses over the Operating Base at the start of each calendar yearyear (defined as January 1st through December 31st), which and Sublessee shall pay to Sublessor, on the first day of the calendar year and on the first day of each calendar month thereafter, an amount equal to the estimated Pro Rata Share for such calendar year or part thereof divided by the number of months therein. Not more than semi-annually, Sublessor may estimate and re-estimate the Additional Rent (Operating Expenses and Real Estate Taxes) to be due by Subtenant and deliver a copy of the estimate or re-estimate to Sublessee. Thereafter, the monthly installments of Additional Rent payable by Sublessee shall be appropriately adjusted from time-to-time in accordance with the estimations so that, by Landlord based upon reasonably anticipated operating expensethe end of the calendar year in question, Sublessee shall have paid all of the Additional Rent as estimated by Sublessor. Within six (6) months following the close By April 1 of each calendar year, Landlord or as soon thereafter as practicable, Sublessor shall provide Tenant an accounting showing in reasonable detail furnish to Sublessee a statement of Operating Expenses for the computations of additional rent due under this Section. In the event the accounting shows that the total previous year, and of the monthly payments made by Tenant exceeds taxes for the previous year (the "Operating Expenses and Tax Statement"). If the Operating Expenses and Tax Statement reveals that Sublessee paid less for Operating Expenses than the actual amount for the year for which such statement was prepared, or less than its actual share of additional rent due by Tenant under this Sectiontaxes for such year, then Sublessee shall promptly pay Sublessor such deficiency. If the accounting Sublessee paid more than the actual amount for the year for which such statement was prepared, Sublessee shall be accompanied by evidence of receive 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 in such amount of additional rent due by Tenant under this Section, the accounting 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 next calendar year, unless such overpayment occurs during the amount last year of any additional rent payable by Tenant applicable to the year Term, in which the termination event Sublessor shall occur shall be prorated on the ratio that the number of days from the commencement reimburse Sublessee for such excess payment immediately upon expiration of the calendar year to Sublease. Sublessee may audit or review such Operating Expenses and including such 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. Following development taxes at Sublessee's sole cost and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to expense at 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timetimes.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share The amount of the operating expenses Annual Operating Expenses set forth in Section 1(g) above represents Tenant’s Share of Landlord the estimated Operating Expenses for the Buildingcalendar year in which the Term commences. Landlord may invoice Tenant monthly for Tenant's pro rata share adjust such amount from time to time if the estimated Annual Operating Expenses increase or decrease. By March 31st of each year (and as soon as practical after the expiration or termination of this Lease or, at Landlord’s option, after a sale of the estimated operating expenses Property), Landlord shall 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 any overpayment or deficiency then due from one to the other or, at Landlord’s option, Landlord may credit Tenant’s account for any overpayment. If Tenant does not give Landlord notice within 30 days after receiving Landlord’s statement that Tenant disagrees with the statement and 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 (this provision is intended to fully allocate to Tenant those services provided to Tenant, but in no event shall this provision operate in a manner that would require Tenant to pay for any services provided to or properly chargeable to any vacant leaseable space in the Building). In the event that Landlord contests any taxes, the net refunds received by Landlord for any period included in the Operating Expenses paid by Tenant shall be credited against the Operating Expenses due from Tenant during the immediately subsequent period, except that in the event that any such refund is paid during the final lease year of the Term (or any renewal Term, if applicable), then upon the expiration of the Term (or renewal Term, if applicable), Landlord shall promptly pay to Tenant any net refund actually received by Landlord after deducting therefrom the costs of contesting Taxes. Tenant shall not initiate any action to reduce or contest real estate taxes on the Property. However, Landlord agrees to initiate such an action upon Landlord’s reasonable determination that the assessor has overvalued the Property, and that a contest is likely to be successful. If Tenant so requests, Landlord agrees to consult with and cooperate with Tenant in evaluating the merits of initiating a tax contest. 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 ten (10) business days prior written notice, to inspect in Landlord’s business office all Landlord’s records necessary to satisfy itself that Annual Operating Expenses has been correctly determined and allocated to Tenant, for the calendar year immediately preceding the year during which such notice is given, and to obtain an audit thereof 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 Landlord’s certification of the amount of Annual Operating Expenses charged Tenant, provided, however, that Tenant shall make all payments of Annual Operating Expenses without delay, and that Tenant’s obligation to pay such Annual Operating Expenses shall not be adjusted from timecontingent on any such right. If it is determined that Tenant’s liability for Annual Operating Expenses for either such calendar year is less than ninety-to-time by five percent (95%) of that amount which Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each previously certified to Tenant for such calendar year, Landlord shall provide pay to Tenant an accounting showing in reasonable detail the computations cost of additional rent due under this Section. In such audit (provided, however, that Landlord shall not be required to pay the event the accounting shows that the total cost of any audit based on a contingency fee or percentage of the monthly payments made amount recovered for Tenant) and regardless of such percentage Landlord shall refund promptly to Tenant the amount of the Annual Operating Expenses paid by Tenant for such calendar year which exceeds the amount of additional rent due by for which Tenant under this Sectionactually is liable, the accounting shall be accompanied by evidence of a credit to as determined following such audit. If it is determined that Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant ’s liability for Annual Operating Expenses for either such calendar year is less more than the amount of additional rent due by which Landlord previously certified to Tenant under this Section, the accounting 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 such calendar year, Tenant shall promptly pay to Landlord (net of the cost to Tenant of the audit) the amount of the Annual Operating Expenses underpaid by Tenant, as determined following such audit. Except as provided above, Tenant shall bear the total cost of any additional rent payable inspection or audit performed 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 termination date bears to 365or for Tenant. Tenant agrees shall keep, and shall cause Tenant’s auditor to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fractionkeep, the numerator results of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timesuch audit or inspection confidential.

Operating Expenses. Tenant shall also pay Personal property taxes, installment payments of special assessment liens, vault charges, sewer charges, utility charges, and normally prorated operating expenses actually paid or payable as additional rent Tenant's pro rata share of the operating expenses of Landlord for Closing Date with respect to the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share Property shall be prorated as of the estimated operating Closing Date and adjusted against the Purchase Price, provided that within ninety (90) days after the Closing, Purchaser and Seller will make a further adjustment for such taxes, charges and expenses for each calendar yearaffecting the Property which may have accrued or been incurred prior to the Closing Date, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expensebut not collected or paid at that date. Within six In addition, within ninety (690) months following days after the close of each calendar yearthe fiscal year(s) used in calculating the pass-through to the tenant of operating expenses and/or common area maintenance costs under the Lease (where such fiscal year(s) include(s) the Closing Date), Landlord shall provide Tenant an accounting showing Seller and Purchaser shall, upon the request of either, re-prorate on a fair and equitable basis in reasonable detail order to adjust for the computations effect of additional rent any credits or payments due under this Sectionto or from the tenant for periods prior to the Closing Date. 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 All prorations 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. If this Lease shall terminate based 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 calendar days from in such year or month, as the commencement case may be. Notwithstanding the foregoing, personal property taxes, installment payments of special assessment liens, vault charges, sewer charges, utility charges, and operating expenses shall not be prorated with respect to any Property as to which the calendar year to and including such termination date bears to 365. Tenant agrees tenant under the Lease is obligated to pay the same directly to the provider thereof. Promptly following the Closing, Seller and Purchaser shall cooperate in transferring all utility and water and sewer accounts from Seller to Purchaser; it being agreed that Seller shall be entitled to the refund of any additional rent due under utility deposits made by Seller and Purchaser will be responsible for the payment of any deposits or security required by any utility provider. The provisions of this Section within ten 10.5(d) shall survive the Closing for a period of one hundred eighty (10180) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeClosing.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share The amount of the operating expenses Annual Operating Expenses set forth in Section 1(g) above represents Tenant’s Share of Landlord the estimated Operating Expenses for the Buildingcalendar year in which the Term commences. Landlord may invoice Tenant monthly for Tenant's pro rata share adjust such amount from time to time if the estimated Annual Operating Expenses increase or decrease. By April 30th of each year (and as soon as practical after the expiration or termination of this Lease or, at Landlord’s option, after a sale of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar yearProperty), Landlord shall provide Tenant an accounting showing in reasonable detail with a statement of Operating Expenses for the computations of additional rent due under this Sectionpreceding calendar year or part thereof. In the event the accounting shows that the total Within 30 days after delivery 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 statement to Tenant's account. In any event , Landlord or Tenant shall pay to 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. 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 overpayment or deficiency then due from one to the year other. If Tenant does not give Landlord notice within 30 days after receiving Landlord’s statement that Tenant disagrees with the statement and specifying the items and amounts in which the termination shall occur dispute, Tenant shall be prorated on deemed to have waived the ratio that right to contest the number of days from the commencement of the calendar year to statement. Landlord’s and including such termination date bears to 365. Tenant agrees Tenant’s obligation to pay any additional rent overpayment or deficiency due under the other pursuant to this Section within ten (10) days following receipt shall survive the expiration or termination of this Lease. Notwithstanding any other provision of this Lease to the invoice or accounting showing additional rent due. Following development and construction of a second building on the propertycontrary, as described Landlord may, in Subsection 1.4 aboveits reasonable discretion, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change determine from time to timetime 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 shall 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. (a) Tenant shall also pay as additional rent to Landlord Tenant's pro rata share Share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses all Operating Expenses (defined in Section 5.2(b) below) for each calendar year, which amount or part thereof, during the Lease Term (subject to any waiver of Additional Rent as expressly provided in this Lease). Tenant's Share of Operating Expenses per month for the period ending December 31, 2001, shall be adjusted from time-to-time by not exceed Tenant's Share of Monthly Operating Expense Base (Section 1(j)). On or before the beginning of each calendar year during the Lease Term, Landlord shall endeavor to submit to Tenant a written estimate of Tenant's Share of Operating Expenses for the upcoming calendar year, Tenant shall pay Tenant's Share of Operating Expenses for each calendar year or partial calendar year in monthly installments, based upon reasonably anticipated operating expenseLandlord's estimate, on the first (1st) day of each calendar month. Within six ninety (690) months following days after the close end of each calendar year or partial calendar year, Landlord shall furnish Tenant with a statement of the actual amount of Tenant's Share of Operating Expenses for such period (the "Year-End Statement"), but Landlord's failure to timely provide such statement shall not constitute a waiver of Landlord's right to submit such statement subsequent to the end of such ninety (90) day period and shall not affect Landlord's right to collect or Tenant's obligation to pay any amounts due thereunder. Tenant an accounting showing shall have the right, at its expense, to have a certified public accountant review Landlord's books and records relating to the Operating Expenses for such period at Landlord's office during normal business hours and after reasonable notice to Landlord and shall have sixty (60) days after delivery of the Year-End Statement to object in reasonable detail writing to the computations accuracy of additional rent due the Year-End Statement. If Tenant does not object within such sixty (60) day period, the Year-End Statement shall be conclusive and binding on Tenant. Objections by Tenant shall not excuse or abate Tenant's obligations to make payments required under this SectionSectxxx 0.2(a) pending the resolution of Tenant's objections. In the event the accounting shows that If the total of the monthly payments made by Tenant exceeds the amount of additional rent due paid by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In Section 5.2(a) for any event the accounting shows that the total of the monthly payments made by Tenant calendar year is less than the actual amount due from Tenant for such year as shown on the Year-End Statement, Tenant shall pay the difference to Landlord within fifteen (15) days after the furnishing of additional rent due each such statement. If the total amount paid by Tenant under this Section, hereunder for any such calendar year exceeds the accounting shall be accompanied by an invoice actual amount due from Tenant for the additional rent. If this Lease shall terminate on a day other than the last day of a such calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur such excess shall be prorated on credited against the ratio that the number of days next installment due from the commencement of the calendar year Tenant to and including such termination date bears to 365. Tenant agrees to pay any additional rent due Landlord under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time5.2.(a).

Operating Expenses. Tenant shall also If Lessor’s Operating Expenses per net rentable square foot for the Property, in any calendar year during the term of this Lease exceeds the Operating Expense Base, Lessee agrees to pay as additional rent Tenant's pro rata Lessee’s share of such Excess Operating Expenses, subject to the operating expenses limitations set forth below. As used herein, the term “Lessee’s share of Landlord for such Excess Operating Expenses” means the Buildingamount by which Lessor’s Operating Expenses per net rentable square foot exceed the Operating Expense Base, multiplied by the Net Rentable Area comprising the Leased Premises. Landlord Lessor may invoice Tenant Lessee monthly for Tenant's pro rata Lessee’s share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseOperating Expenses. Within six one-hundred twenty (6120) months days following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event 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 accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of the additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any event If the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which the Lease terminates, Lessor within one (1) year following the termination date, shall have the option to invoice Lessee for Lessee’s 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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant 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. Lessee agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant Lessee shall also pay to Lessor any increase in the Operating Expenses above the Base Year Operating Expenses incurred in subsequent calendar years of the term as additional rent Tenant's pro rata share Rent. Lessor will notify Lessee of any increase in actual Operating Expenses above the Base Year Operating Expenses, together with a detailed written explanation of the operating increase, after the conclusion of the calendar year in which such Operating Expenses were incurred. Within thirty (30) days after receipt of such notice, Lessee will pay the increased amount to Lessor, subject to Lessee's right of audit set forth below. If Lessor projects Operating Expenses for any coming calendar year after 1997 to be in excess of the Base Year Operating Expenses, Lessor may notify Lessee of its projections, with a detailed explanation of the increase, and Lessee will pay the estimated projected excess in advance in equal monthly installments. If Lessor exercises its right to project estimated Operating Expense increases over the Base Year Operating Expenses and collect for such projected increases over the calendar year in which the expenses are incurred, Lessor shall provide Lessee with a detailed written statement of Landlord the actual Operating Expenses paid for such year, within sixty (60) days of the end of the such year. Any overpayment by Lessee based on the projections will be credited to Lessee's account for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share coming year or if paid during the last year of the estimated operating expenses Lease term, refunded upon termination of this Lease. Lessee shall have the right to conduct an audit of Operating Expenses pertaining to a particular calendar year at any time until the 90th day following Lessee's receipt of a written statement from Landlord setting forth the actual Operating Expenses incurred or paid for each such calendar year, which amount . Lessee shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expensegive Lessor ten (10) days prior written notice to conduct an audit of the Operating Expenses. Within six (6) months following If the close results of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows such audit show that the total Lessee's charges have been overstated, Lessor shall refund immediately any balance due Lessee and, if the audit determines that the amount charged to Lessee was overstated by three percent (3%) or more, Lessor shall reimburse Lessee for the cost 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 rentaudit. If this Lease shall the term hereunder does not 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 Operating Expenses shall be prorated on pro rated based upon Lessee's occupancy during the ratio that the number of days from the commencement of the final calendar year on a per diem basis. It is acknowledged and agreed that if Lessee files a timely objection to and including such termination date bears to 365. Tenant agrees any excess in Operating Expenses as a result of an audit, Lessee shall not be in default hereunder for failure to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timesuch excess.

Operating Expenses. Tenant Lessee shall also pay as additional rent TenantLessee's pro rata share of the operating expenses of Landlord Lessor for the Buildingbuilding and/or project of which the leased premises are a part, except that Lessee's pro rata share for Controllable Expenses shall be limited to an increase of no more than six percent (6%) from the previous calendar year. Landlord Controllable Expenses shall mean those expenses for which the Lessor contracts for services at a negotiated price or rate for services (including professional property management fees). Non-Controllable Expenses shall include all other expenses. Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six nine (69) months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which this Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of 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 any additional rent payable by Tenant Lessee 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 termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development The current estimate of Lessee's share of operating expenses is Two and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area 60/100 Dollars ($2.60) per square foot of the Premises as set forth in Article 1 and the denominator of leased premises which shall be paid in addition to and along with base rent. Lessee's prorated share of the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeprojects operating expenses shall be 15.20%.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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 Sectionsection, 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. 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 the 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 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Tenant shall also pay to Landlord, in the manner set forth in Section 8 below, and as additional rent Additional Rent, Tenant's Percentage Share of Operating Expenses attributable to Landlord's operation, management, repair and maintenance of the Building and the portion of Operating Expenses attributable to the operation, management, repair and/or maintenance of the developed Common Facilities of the Project (including, but not limited to, common detention ponds, the central park area, Building and Project roads, Building and Project landscaping, etc.) allocated by Landlord to the Building based upon the Building's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's thereof (as such pro rata share is reasonably determined by Landlord) (collectively, "Tenant's Percentage Share of Operating Expenses"). Landlord shall not allocate to Tenant any portion of Operating Expenses attributable to undeveloped portions of the estimated operating expenses for each calendar yearProject, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total developed portions of the monthly payments made by Tenant exceeds Project held for lease (excluding the amount Building), or developed portions of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Project that are not Common Facilities. Tenant's account. In obligation to pay Tenant's Percentage Share of Operating Expenses during the Term shall survive the expiration or any event the accounting shows earlier termination of this Lease provided that the total of the monthly payments made by Landlord invoices Tenant is less for such amounts no later than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional renttwo (2) years after such expiration or early termination. If this Lease shall commence or terminate on a day other than the first or last day of a calendar year, respectively, the amount of any additional rent Tenant's Percentage Share of Operating Expenses payable by Tenant applicable to the for such calendar year in which the termination shall occur shall be prorated on the ratio that the number basis of days from the commencement a 365 day year and shall be due and payable when rendered notwithstanding termination of this Lease. Tenant's Percentage Share of Operating Expenses allocable to the calendar year in which this Lease commences or terminates shall be deemed to and including have been incurred evenly over the entire twelve (12) month period of such termination date bears to 365calendar year. 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, "Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be Percentage Share" is a percentage equal to a percentage based upon a fraction, the numerator of which is the total area rentable square footage of the Premises divided by the rentable square footage of the Building (as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBasic Lease Information).

Operating Expenses. Tenant shall also pay Personal property taxes, installment payments of special assessment liens, vault charges, sewer charges, utility charges, assessments or other charges imposed pursuant to the Declaration or by the Association for the year 2013, and normally prorated operating expenses actually paid or payable as additional rent Tenant's pro rata share of the operating expenses of Landlord for Closing Date with respect to the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share Property shall be prorated as of the estimated operating Closing Date and adjusted against the Purchase Price, provided that within ninety (90) days after the Closing, Purchaser and Seller will make a further adjustment for such taxes, charges and expenses for each calendar yearaffecting the Property which may have accrued or been incurred prior to the Closing Date, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expensebut not collected or paid at that date. Within six In addition, within ninety (690) months following days after the close of each calendar yearthe fiscal year(s) used in calculating the pass-through to the Tenant of operating expenses and/or common area maintenance costs under the Lease (where such fiscal year(s) include(s) the Closing Date), Landlord shall provide Seller and Purchaser shall, upon the request of either, re-prorate on a fair and equitable basis in order to adjust for the effect of any credits or payments due to or from the Tenant an accounting showing in reasonable detail for periods prior to the computations of additional rent due under this SectionClosing Date. 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 All prorations 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. If this Lease shall terminate based 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 calendar days from in such year or month, as the commencement case may be. Notwithstanding the foregoing, personal property taxes, installment payments of special assessment liens, vault charges, sewer charges, utility charges, and operating expenses shall not be prorated with respect to any Property as to which the calendar year to and including such termination date bears to 365. Tenant agrees under the Lease is obligated to pay the same directly to the provider thereof. Promptly following the Closing, Seller and Purchaser shall cooperate in transferring all utility and water and sewer accounts from Seller to Purchaser; it being agreed that Seller shall be entitled to the refund of any additional rent due under utility deposits made by Seller and Purchaser will be responsible for the payment of any deposits or security required by any utility provider. The provisions of this Section within ten 5.4(d) shall survive the Closing for a period of three hundred sixty-five (10365) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeClosing.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of 1997 BASE YEAR per square foot, Lessee agrees to pay as additional rent TenantLessee's pro rata share of such excess operating expenses. However, notwithstanding any provision to the contrary in this Lease, Lessee's prorata share of such operating expenses other than taxes, insurance and utilities shall not increase by more than seven percent (7%) per year over the base year during the term of Landlord for the BuildingLease or any renewal thereof. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expense. Within six (6) three months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting show that the total of the monthly payments made by Lessee exceeds the amount of additional rent due by Lessee 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 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 Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee'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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such their termination date bears to 365. Tenant Lessee shall have the right at its own expense and during normal business hours, to audit and photocopy Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of 1997 BASE YEAR per square foot, Lessee agrees to pay as additional rent TenantLessee's pro rata share of such excess operating expenses. However, notwithstanding any provision to the contrary in this Lease, Lessee's prorata share of such operating expenses other than taxes, insurance and utilities shall not increase by more than seven percent (7%) per year over the base year during the term of Landlord for the BuildingLease or any renewal thereof. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) three months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting show that the total of the monthly payments made by Lessee exceeds the amount of additional rent due by Lessee 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 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 Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee'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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such their termination date bears to 365. Tenant Lessee shall have the right at its own expense and during normal business hours, to audit and photocopy Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also If Lessor's Operating Expenses for the Building divided by the net rentable area in the Building, which is hereby stipulated to be 329,178 square feet ("Lessor's Operating Expenses per square foot"), in any calendar year during the term of this Lease exceed the operating Expense Base, Lessee agrees to pay as additional monthly rent TenantLessee's pro rata share of such excess Operating Expenses. The term "Lessee's share of such excess Operating Expenses" means (a) the operating expenses amount by which Lessor's Operating Expenses per square foot exceed the Operating Expense Base, multiplied by (b) the number of Landlord for net rentable square feet in the Buildingbuilding comprising the Leased Premises, which is hereby stipulated to be 53,232 square feet. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated excess operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated excess operating expenseexpenses. Within six one-hundred twenty (6120) months days following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event 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 accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of the additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any event If the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which the Lease terminates, Lessor, within one (1) year following the termination date, shall have the option to invoice Lessee for Lessee's share of the excess operating expenses for the year of termination. If this Lease shall commence or terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such commencement or termination shall occur shall be prorated on the ratio that the number of days from the commencement date to the end of the calendar year or from the commencement of the calendar year to and including such the termination date date, as applicable, bears to 365. Tenant 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. In addition, if Lessee's audit reveals an overcharge of more than five percent (5%) of Lessee's share of the excess Operating Expenses, then Lessor shall on demand pay the reasonable costs of the audit. 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 percent (95%) of the rentable area during such year. Lessee agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay Lessee agrees to pay, as additional rent Tenantrent, Lessee's pro rata share (as determined by the formula set forth in Section 2.02 above) of the operating expenses of Landlord Lessor's Operating Expenses for the BuildingBuilding without deduction or set-off of any kind except as otherwise set forth herein. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseOperating Expenses. Within six (6) four months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Section, the accounting such amount shall be accompanied by evidence credited against the next required payment of a credit to Tenant's accountbase rent. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Section, the accounting 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 Tenant Lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant Provided Lessee is not in default of any terms of this Lease, Lessee shall have the right, at its own expense, to audit Lessor's books relevant to the additional rent payable under this Section. With respect to such audit, Lessee 1) may review Lessor's books during office hours, 2) must perform such audit at the location of Lessor's books, 3) must request such audit within six (6) months of receipt of its annual reconciliation of Operating Expenses, 4) must deliver to Lessor a copy of the results of such audit, 5) may not audit the same calendar year more than one time. If, as a result of such audit, it is determined that the Operating Expenses have been overstated by 3% or more, Lessor shall be required to reimburse Lessee for the costs of such audit. Assignees of Lessee may only audit periods for which they occupy the Leased Premises and subtenants of Lessee shall have no audit rights. Lessee 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also If Lessxx'x xperating Expenses per net rentable square foot for the Property, in any calendar year during the term of this Lease exceeds the Operating Expense Base, Lessxx xxxees to pay as additional rent TenantLessxx'x xhare of such excess operating expenses. As used herein, the term "Lessee's pro rata share of such excess Operating Expenses" means the operating expenses of Landlord for amount by which Lessxx'x Xperating Expenses per net rentable square foot exceed the BuildingOperating Expense Base, multiplied by the net rentable square feet comprising the Leased Premises. Landlord Lessor may invoice Tenant Lessee monthly for Tenant's pro rata share Lessxx'x xhare of the estimated excess operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six one-hundred twenty (6120) months days following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event Failure of Lessor to give Lessxx xxxd notice within said time period shall not be a waiver of Lessxx'x xight to collect said additional rent. If the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of the additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any event If the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which the Lease terminates, Lessor, by March 31 of the following year after the termination date, shall have the option to invoice Lessee for Lessxx'x xhare 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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.the

Operating Expenses. (i) Commencing with the first Operational Year and accruing from the Commencement Date, Tenant shall also pay to Landlord, as additional rent Additional Rent, Tenant's pro rata share Projected Share of the operating expenses Cost of Landlord Operation and Maintenance for the Building. Landlord may invoice Tenant monthly for Building and Property and Tenant's pro rata share Proportionate Share of the Cost of Operation and Maintenance for Project Common Areas, the Common Area Spine and Parking Areas that are allocable to tenants of the Building pursuant to the terms of this Lease during such Operational Year. During the month of December preceding each Operational Year, Landlord shall furnish Tenant by Notice a written statement, itemized in reasonable detail, of the estimated operating expenses Cost of Operation and Maintenance for each calendar yearsuch year setting forth Tenant's Projected Share of the Cost of Operation and Maintenance for the Building and Property and of the Costs of Operation and Maintenance for Project Common Areas, which amount the Common Area Spine and Parking Areas that are allocable to tenants of the Building pursuant to the terms of this Lease during such Operational Year and Tenant shall pay same to Landlord as Additional Rent. Tenant's Projected Share shall be adjusted from time-to-time divided by Landlord based upon reasonably anticipated operating expense. Within six (6) months following 12 and shall be payable on the close first day of each calendar yearmonth, Landlord shall provide Tenant an accounting showing in reasonable detail beginning on the computations first day 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 rentsuch ensuing Operational Year. 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 said statement is furnished to Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from after the commencement of the calendar year such Operational Year, Tenant shall nonetheless be obligated to and including such 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. Following development and construction of a second building on the propertypay, as described in Subsection 1.4 abovepart of its next installment of Monthly Rent and Additional Rent, Tenant's pro rata share set forth in Section 1.9 shall, subject Projected Share for the period which shall have elapsed prior to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area first day of the Premises as set forth calendar month next succeeding the calendar month in Article 1 and the denominator of which shall be the net rentable area of both the said Statement is furnished to Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Subject to Section 2.5 hereof, Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable 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 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 the operating expenses based upon the previous year's operating expenses and 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Tenant Pursuant to Section 6 of the Original Lease, as amended by Section 8 of the First Amendment, in addition to the Base Rent Subtenant shall also be obligated to pay as additional rent Tenant's pro rata its proportionate share of any Net Operating Expenses; provided, however, that for purposes of determining Subtenant’s share of such expenses “Base Year” shall be the operating expenses of Landlord 2020 calendar year such that Subtenant shall only be responsible for increases above the Buildingactual Net Operating Expenses incurred during the 2020 calendar year. Landlord may invoice Tenant monthly for Tenant's pro rata share Sublandlord agrees to provide timely notice to Subtenant of the estimated operating expenses Net Operating Expenses for each calendar year, which amount shall any year during the Sublease Term as furnished by Master Landlord in accordance with Section 6.4 of the Original Lease. Any amounts due by Subtenant under this Section 5 will be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following due and payable to Sublandlord on the close first of each calendar yearmonth. During the Sublease Term, Landlord upon the receipt of a Reconciliation Statement pursuant to Section 6.5 of the Original Lease, Sublandlord shall provide Tenant an accounting showing in reasonable detail to Subtenant written notice of the computations amount of additional rent due under this Sectionany over- or under-payment with respect to Subtenant’s share of Net Operating Expenses. In the event of an underpayment, Subtenant shall pay Sublandlord for any deficiency within thirty (30) calendar days after receipt of such notice. In the accounting shows that the total event of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Sectionan overpayment, the accounting Subtenant shall be accompanied by evidence entitled to offset the excess against the next payment(s) due to Sublandlord on account of a credit to Tenant's account. In any event the accounting shows that the total Subtenant’s share of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting Net Operating Expenses or such excess amounts shall be accompanied paid by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day Sublandlord to Subtenant if no further payments 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 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 Net Operating Expenses are due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant In addition to Base Rent, Subtenant shall also pay to Sublandlord the Pro Rata share of all Operating Expenses and Taxes (as those terms are defined in the Master Lease), and all other additional rent Tenant's pro rata share and other charges, however described, payable under the Master Lease by Sublandlord, as tenant under the Master Lease, with respect to the Subleased Premises or Subtenant’s use and occupancy thereof . Subtenant shall pay such amount within fifteen (15) days of receipt of an invoice therefore from Sublandlord. Sublandlord shall provide Subtenant with copies of Master Landlord’s statement as to Operating Costs and Taxes. With respect to any portion of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. If this Lease shall terminate Sublease Term not ending on a day other than the last day of a calendar year or fiscal year, the amount of any additional rent the Operating Costs and/or the Taxes payable by Tenant applicable to Subtenant shall be pro rated based on a 365 day year. Upon written request of Sublandlord, Subtenant shall make monthly payments equal to the year in Pro Rata share of one-twelfth of Master Landlord’s estimate of the Operating Costs and Taxes which will be payable for the termination shall occur current year. Such payments shall be prorated on made monthly in advance together with the ratio that the number of days from the commencement payments of the calendar year to and including such termination date bears to 365Base Rent due hereunder. 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which Any surplus shall be promptly refunded to Subtenant and any deficiency shall be promptly paid by Subtenant to Sublandlord once actual Operating Costs and Taxes for the net rentable area of both the Tenant's Building applicable period are finally determined. Subtenant responsibility for Operating Costs and the second buildingTaxes shall commence on September 1, as the same may change from time to time2002.

Operating Expenses. 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 additional rent Tenant's pro rata share Rent, without notice, demand, offset, or deduction, one-twelfth of the operating expenses of Landlord all Operating Expenses for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of calendar year in which the estimated operating expenses Lease Commencement Date occurs, and for each calendar yearyear thereafter during the Term, which amount shall be adjusted from time-to-time as estimated by Landlord based upon reasonably anticipated operating expensein the most recently-delivered Estimated Statement (as defined below). Within six Landlord shall 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 (6“Estimated Statement”) months following setting forth Landlord’s estimate of the close Operating Expenses allocable 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 estimate of the Operating Expenses in accordance with Lxxxxxxx’s most current estimate. No later than one hundred twenty (120) days after the end of each calendar yearyear during the Term, Landlord shall deliver to Tenant a written statement (“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, in writing, 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 Statement, except in the event Tenant is later able to prove fraud or intentional misrepresentation. Following Landlord’s receipt of 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 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 year as reflected in an accounting showing Actual Statement, then such excess will be credited against Txxxxx’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 reasonable detail the computations which event either (i) such excess shall be credited against any monetary default or outstanding obligation of additional rent due Tenant under this Section. In 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 event the accounting shows that the total expiration or termination of the Term. If the sum of Tenant’s monthly payments made of Operating Expenses actually paid by Txxxxx during any calendar year is less than Tenant’s Proportionate Share of the actual Operating Expenses allocable to such year, then Tenant exceeds shall, within thirty (30) days of delivery of the Actual Statement, pay to Landlord the amount of additional rent due by Tenant under such deficiency. The references in this SectionSection to the actual Operating Expenses allocable to a calendar year shall include, if such calendar year is the Last Calendar Year, the accounting shall be accompanied by evidence actual Operating Expenses allocable to the portion of such year prior to the expiration or termination of the Term, calculated on a pro rata basis, without regard to the date of a credit to Tenant's accountparticular expenditure. In any event The provisions of this Section shall survive the accounting shows that termination of this Lease, and even though the total Term has expired, and Tenant has vacated the Premises, when the final determination is made 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 Operating Expenses 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 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 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. Following development and construction of a second building on the propertyLease terminates, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be within one hundred twenty (120) days after the net rentable area end of both such year, Tenant shall promptly pay any increase due over the estimated expenses paid by Tenant pursuant hereto and conversely any overpayment made in Tenant's Building ’s estimated payments shall be promptly rebated by Landlord 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 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 second buildingevent that Landlord shall collect more than one hundred percent (100%), as Landlord shall promptly reimburse to Tenant, Txxxxx’s Proportionate Share of any such excess to the same may change from time to timeextent paid by Txxxxx.

Operating Expenses. In the event Landlord's operating expenses for the Building shall, in any calendar year during the Term, exceed the sum of those expenses accrued during the 1997 base year ("Excess Expenses") Tenant shall also pay as additional rent Tenant's pro rata share Proportionate Share of Excess Expenses. In order to provide current payments on account of Excess Expenses Tenant shall, at Landlord's request, pay as additional rent, an amount equal to Tenant's Proportionate Share of the operating expenses of Landlord Excess Expenses due for the Building. ensuing twelve (12) months, as estimated by Landlord may invoice Tenant from time to time, in twelve (12) equal monthly for Tenant's pro rata share installments, commencing on the first day of the estimated operating expenses for each calendar year, month following the month in which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expensenotifies Tenant of the amount. Within six (6) months following Following the close of each calendar year, Landlord shall provide Tenant an accounting with a statement showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total If Tenant's Proportionate Share of the actual Excess Expenses for the preceding calendar year exceeds the aggregate of the estimated monthly payments made by Tenant exceeds for such year, Tenant shall within thirty (30) days of the amount receipt of the statement, pay to Landlord as additional rent due by Tenant under this Sectionan amount equal to such excess. If such aggregate of the estimated monthly payments exceeds Tenant's Proportionate Share of the actual Excess Expenses for such calendar year, Landlord shall credit against Tenant's next ensuing monthly installment or installments of the accounting rent an amount equal to such difference until the credit is exhausted. No interest or penalties shall be accompanied by evidence of a accrue on any amounts which Landlord is obligated to credit to Tenant by reason of this provision. The obligations of Tenant and Landlord to make payments or credits required by this provision shall survive the Termination Date. Notwithstanding any other provisions in this Lease, during the year in which the Lease terminates, Landlord, prior to the Termination Date, shall have the option to invoice Tenant for Tenant's account. In any event the accounting shows that the total Proportionate Share of the monthly payments made by Tenant is less than Excess Expenses based upon the amount of additional rent due by Tenant under this Sectionprevious year's operating expenses; provided, that such invoicing shall not eliminate the accounting shall be accompanied by an invoice need for the additional rentreconciliation and adjustment based on actual expenses for such year, when such expenses are known. If this the Lease shall terminate on a day other than the last day of a the calendar year, the amount of any additional rent payable by Tenant applicable to the year in which such termination Each statement given by Landlord or the termination shall occur Building Manager pursuant to this section shall be prorated on conclusive and binding upon Tenant unless within ninety (90) days after receipt of such statement Tenant shall notify Landlord that it disputes the ratio correctness of the statement, specifying the particular respects in which it is claimed to be incorrect. If such dispute shall not have been settled by agreement, then, pending the legal determination of such dispute, Tenant shall pay additional rent in accordance with such statement and such payment shall be without prejudice to Tenant's position. If the dispute shall be determined in Tenant's favor, Landlord shall forthwith credit to Tenant the amount of Tenant's overpayment of additional rent resulting from compliance with Landlord's statement. Landlord shall keep complete and accurate books and records relating to "Operating Expenses", as defined below, for at least three (3) years after the end of the calendar year in which such Operating Expenses were incurred. Tenant may, at Tenant's initial expense, cause such books and records to be audited by an independent auditor satisfactory to Tenant for the purpose of determining the validity of any claim by Landlord for Excess Expenses, provided that Tenant shall notify Landlord of Tenant's election to conduct such an audit not later than ninety (90) days after the number of days from the commencement end of the calendar year to be examined. If any such audit determines that Landlord's claim for Excess Expenses for any calendar year exceeds the amount to which Landlord was properly entitled, then Landlord shall forthwith refund the excess, and including such termination date bears to 365. Tenant agrees to if the excess is more than three percent (3%) of the amount properly due, then Landlord shall also pay any additional rent due under this Section within ten (10) days following the cost of the audit upon receipt of the invoice or accounting showing additional rent dueappropriate evidence of such cost. Following development and construction If during any calendar year of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fractionthis Lease, the numerator of which is the total area occupancy of the Premises as set forth in Article 1 and Building averages less than one hundred percent (100%), it is agreed that the denominator of which Operating Expenses shall be recomputed as though the net rentable area Building had been 100% occupied for such calendar year. In making such recomputation, no adjustment shall be made in Operating Expenses that typically do not vary based on occupancy, such as but not limited to real property taxes, insurance premiums and costs associated with landscaping and other exterior maintenance. Any dispute between Landlord and Tenant regarding Operating Expenses or Excess Expenses shall be resolved by binding arbitration in accordance with the commercial arbitration rules of both the Tenant's Building American Arbitration Association, and the second building, as the same judgment on any arbitration award may change from time to timebe entered and enforced by any court of competent jurisdiction.

Operating Expenses. Tenant shall also In the event Landlord's Operating Expenses as that term is defined in Section 2.3 herein, for the building and/or project of which the Premises are a part shall, in any calendar year during the Term, exceed the sum of $ per square foot (the "Expense Stop"), Xxxxxx agrees to pay as additional rent TenantAdditional Rent, Xxxxxx's pro rata rate share of the operating expenses of Landlord for the Buildingsuch excess Operating Expenses. Landlord may invoice Tenant monthly for TenantXxxxxx's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseOperating Expenses. Within six (6) nine months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent Additional Rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent Additional Rent due by Tenant under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent Additional Rent due by Tenant under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rentAdditional Rent. Notwithstanding any other provision in this Agreement, during the year in which the Agreement terminates, Landlord, prior to the Expiration Date, shall 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 Agreement 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 such termination shall occur shall be prorated on to the ratio that the number of days from the commencement of the calendar year to and including such termination date the Expiration Date bears to 365. In the event Tenant agrees wishes to pay dispute any additional rent due under this Section annual accounting of Operating Expenses rendered by Landlord, Tenant shall, within ten thirty (1030) days after Landlord's delivery of such accounting, notifying Landlord that Tenant wishes to have performed an audit of Landlord's books relevant to the accounting by any one of the major national accounting firms, or by any other public accounting firm of reasonably comparable quality and stature, and Tenant shall deliver a written copy of such audit to Landlord within thirty (30) days following receipt such notification. If Tenant fails to elect to audit Xxxxxxxx's books within said thirty (30) days following such notification, Tenant shall conclusively be deemed to have accepted the accuracy of the invoice or accounting showing additional rent duedelivered and in such event Tenant shall be deemed to have waived any right thereafter to question the accuracy of such accounting. Following development If Xxxxxx chooses to perform an audit and construction Landlord does not dispute the results of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fractionsuch audit, the numerator results of such audit shall be binding on Landlord and Tenant. If Landlord disputes Xxxxxx's audit and the parties are unable to resolve the dispute, the parties shall select an independent third party accountant to select which is the total area of the Premises as set forth in Article 1 two determinations of Operating Expenses is most nearly correct and if the denominator of which parties are unable to agree on such third party accountant, the third party accountant shall be selected by the net rentable area American Arbitration Association from a list of both the Tenant's Building and the second building, as the same may change from time to time3 candidates submitted by each party.

Operating Expenses. (a) Notwithstanding anything to the contrary in the Lease, as amended hereby, effective as of the Extended Term Commencement, Section 3(e) of the Lease shall be of no further force and effect. Commencing on the Extended Term Commencement Date, Tenant shall also pay Landlord in accordance with the terms and conditions set forth herein, throughout the Extended Term, as additional rent rental, Tenant's pro rata share of the amount by which the amount of operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share (as defined in Section 3(f) of the estimated Lease) with respect to any given calendar year exceed $0.15 per square foot. Prior to or promptly after the beginning of each calendar year during the Extended Term, Landlord shall estimate the total amount of operating expenses for each to be paid by Tenant during such calendar year, which amount and Tenant shall be adjusted from timepay to Landlord one-to-time by Landlord based upon reasonably anticipated operating expensetwelfth (1/12) of such sum on the first day of each calendar month during each such calendar year, or part thereof, during the Extended Term. Within six (6) months following a reasonable time after the close end of each calendar year, Landlord shall provide submit to Tenant an accounting showing a statement of the actual amount of operating expenses for such calendar year, and the actual amount owed by Tenant, and within thirty (30) days after receipt of such statement, Tenant shall pay any deficiency between the actual amount owed and the estimates paid during such calendar year, or in reasonable detail 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 overpayment, Landlord shall either, at Landlord's option, credit the amount of additional rent due such overpayment toward the next installment of operating expenses and/or Base Rental owed by Tenant under this Sectionor refund such overpayment to Tenant; provided, however, any overage due Tenant during the accounting last year of the Extended Term shall be accompanied by evidence of a credit refunded 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. 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.The obligations in

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time once per year by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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 accountnext rental due. 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. Notwithstanding any other provisions in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall invoice Tenant for Tenant's pro rata share of the then current estimate for operating expenses. 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 Commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development 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 construction records as they pertain to operating expenses for the immediate preceding calendar year, in Landlord's office and with reasonable notice. If Tenant does not provide notice to Landlord within ninety (90) days of a second building on its intent to audit, Tenant shall automatically waive and release its right to audit for the propertypreceding 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 five percent (5%), in which case the reasonable expense of the audit shall be borne by Landlord. If the audit reveals that Landlord's actual statement was incorrect in any amount, the resulting excess or deficiency shall be paid by or reimbursed to Tenant as described in Subsection 1.4 above, the case may be. Tenant's pro rata share set forth in Section 1.9 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 net rentable area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and completed portions of the second buildingbuilding (i.e., the fifth floor will be excluded from this computation until completed), as the same may change from time to time.

Operating Expenses. Tenant Landlord shall also pay as additional rent determine or estimate th Operating Expenses for the calendar year in which the Occupancy Date occurs. Beginni of the amount estimated by Landlord to be Tenant's pro rata share Percentage Share of Operating Expe Landlord, as Additional Rent, on the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close first day of each calendar year, Landlord shall provide month remaining in th estimate such increases to Tenant's Percentage Share of Operating Expenses as of the Tenant an accounting showing in reasonable detail the computations to pay one-twelfth (1/12) of additional rent due under this Sectionsuch estimated amount as Additional Rent hereunde month. In the event that during the accounting shows course of any calendar year Operating Expenses have i the amount of Operating Expenses estimated by Landlord at the commencement of that the total ca amount of the monthly estimated payments made to be paid by Tenant exceeds in order to take into a from Landlord of any such increase, Tenant shall pay the full amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence recalcula remainder of a credit to Tenant's accountthe subject calendar year. In making the aforesaid recalculation, Landl Landlord for any event the accounting shows increased Operating Expenses applicable to that the total portion of the monthly payments made by subje of Landlord's notice. Not later than ninety (90) days following any calendar year (including the year fo terminates), Landlord shall furnish Tenant is less than with a true and correct accounting of the amount of additional rent due by Tenant under this Section, in the accounting 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 preceding calendar year, and within thirty (30) days of Landlord's delivery of the amount of any additional rent payable underpayment 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shallPercentage Share of Operating Ex by Landlord to give such accounting shall not constitute a waiver by Landlord of its Operating Expenses or any underpayment by Tenant thereof. Landlord shall credit the next estimated installment(s) of Tenant's Percentage Share of Operating Expenses or, subject to reasonable adjustment by Landlord, be equal terminated (other than due to a percentage based default by Tenant), shall refund the amount of overpa obligation upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change Tenant to demand such refund from time to timeLandlord.

Operating Expenses. This Lease contemplates a transaction commonly described as a "triple-net lease" whereby the parties intend that Tenant shall also pay as additional rent Tenant's pro rata share bear all of the operating expenses of costs incurred by Landlord for in connection with the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share operation, repair, maintenance, management, restoration and replacement of the estimated operating expenses for each calendar yearBuilding or any portion thereof, which amount except as otherwise expressly set forth in this Lease (collectively, "Operating Expenses"). In addition to the Base Rent, Tenant shall pay to Landlord during the Term of this Lease 100% of the annual Operating Expenses attributable to the Building as defined in this Section 3.3. Payments of annual Operating Expenses shall be adjusted from time-to-time estimated by Landlord based upon reasonably anticipated operating expenseand shall be due and payable monthly on the same date as the Base Rent. Operating Expenses payable by Tenant may be adjusted by Landlord on a quarterly basis should the actual Operating Expenses exceed the then current estimates. Within six sixty (660) months following days after the close expiration of each calendar year, Landlord shall provide Tenant an accounting with a reasonably detailed statement showing in reasonable detail the computations actual amount of additional rent due under this SectionOperating Expenses for the prior calendar year. In If the event the accounting shows that the total estimated payments of the monthly payments Operating Expenses made by Tenant exceeds for such prior year pursuant to this paragraph are less than or exceed the amount actual Operating Expenses for such prior year as shown in any such statement of additional rent due by Tenant under this Sectionactual Operating Expenses, the accounting shall be accompanied by evidence of a credit to then Tenant's accountaccount will be adjusted to reflect the amounts due. In any event the accounting shows that the total All deficiencies are payable upon receipt of the monthly payments invoice and all overpayments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied applied as a credit by an invoice for Landlord to the additional rentnext installment of Operating Expense reimbursement. If Concurrently, with the remittance of the prior year statement, or as soon thereafter as is reasonably possible, Landlord shall advise Tenant of the then current year's estimate of Operating Expenses as well as the monthly payment due thereon. Any deficiencies in monthly billing that may have accrued from either the Commencement Date of 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.the

Operating Expenses. Tenant In the event that Lessor's Operating Expenses for the Building and/or Project of which the Leased Premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of the calendar year 1999 operating expenses per rentable square foot, Lessee shall also pay pay, as additional rent Tenantrent, Lessee's pro rata prorata share of the operating expenses of Landlord for the Buildingsuch excess Operating Expenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata prorata share of the estimated operating expenses incurred Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time each year by Landlord Lessor based upon reasonably reasonable anticipated operating expenseOperating Expenses. Within six five (65) months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee with an accounting showing in reasonable detail the all computations of additional rent due under this SectionSection 2.03. In the event the that Lessor's accounting shows that the total of the monthly estimated payments made by Tenant Lessee exceeds the actual amount of additional rent due by Tenant Lessee under this SectionSection 2.03, the accounting then so long as Lessee is not in default hereunder, Lessee's account shall be accompanied by evidence of a credit to Tenant's accountcredited with such amount. In any the event the that Lessor's accounting shows that the total of the monthly estimated payments made by Tenant Lessee is less than the actual amount of additional rent due by Tenant Lessee under this SectionSection 2.03, then the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Expiration Date or sooner termination of the Lease occurs, Lessor shall have the option to invoice Lessee for Lessee's prorata 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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this Section 2.03 Lessee may, upon not less than thirty (30) days prior written notice to Lessor, inspect Lessor's records for all Operating Expenses incurred during the preceding year at Lessor's general offices at such other location reasonably designated by Lessor at any time during reasonable business hours within six (6) months after the end of said year. If said inspection reveals an overpayment of Operating Expenses, Lessor shall reimburse Lessee its proportionate share of any such overpayment within thirty (30) days after receipt of proper billing. If said inspection reveals that Lessor misstated Operation Expenses and insurance expenses by more than five percent (5%), Lessor shall reimburse Lessee for all costs reasonably incurred in making such inspection within thirty (30) days after receipt of notice of determination, and of the amount, of any such misstatement. Lessor's Operating Expenses for any year shall be deemed correct if Lessee does not give Lessor written notice of discrepancy within ninety (90) days of receipt of operating expense notice. Lessee agrees to pay any additional rent due under this Section 2.03 within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development The Operating Expenses that vary with occupancy and construction that are attributable to any part of a second building on the property, as described term in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, which less than one hundred percent (100%) of the numerator of which is the total rentable area of the Premises as set forth in Article 1 and Building is occupied by lessees will be adjusted by Lessor to the denominator amount Lessor reasonably believes such expenses would have been ninety-five percent (95%) of which shall be the net rentable area of both the Tenant's Building and had been occupied. For purposes of determining Operating Expenses for the second calendar year 1999, the real estate taxes will be those imposed on the first year in which the building is fully assessed as a completed building, as the same may change from time to time.

Operating Expenses. In addition to Base Rent payable under paragraph 3.1 above, Tenant shall also agrees to pay as additional rent Tenant's pro Additional Rent its pro-rata share of the operating expenses "Operating Expenses" (hereinafter defined) for the Building and, to the extent applicable, to the Property. The pro-rata share of Landlord Operating Expenses ("Share") to be paid by Tenant shall be 11.55% (198,144 divided by 1,715,000) of the Operating Expenses. Tenant's Share of Operating Expenses shall include no less than $.40 per square foot per year (which amount consists of $.23 per square foot for Real Property Taxes [as herein defined], $.07 per square foot for insurance and $.10 per square foot for common area maintenance charges) and an additional amount for Tenant's use of the telephone system in the Building. Landlord may invoice shall deliver monthly invoices to Tenant monthly for Tenant's pro rata share Share of the estimated operating expenses for each calendar yearOperating Expenses, which amount and such invoices shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent and 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 termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of receipt. From time to time during the Term, Landlord shall send a statement of Operating Expenses to Tenant for any portion of the Term that has expired providing in reasonable detail a statement of all Operating Expenses incurred in the operation of the Property along with the amount representing Tenant's Share thereof. Tenant shall be given a credit against its Share of future Operating Expenses payable for any overpayment of Operating Expense that have been paid up to the time of said statement. If Tenant has underpaid, then the balance due shall be paid to Landlord by Tenant within thirty (30) days of the date of said statement unless the statement is rendered at the end of the Term in which case any overage due the Landlord will be paid by check at the time the Leased Premises are delivered to Landlord by Tenant. Concurrent with the invoice or accounting showing described above, Landlord shall also provide an estimate of the Operating Expenses and a statement of the estimated monthly Operating Expense payable by Tenant as additional rent dueunder the terms of this Lease. Following development and construction Tenant's liability for its Share of a second building Operating Expenses shall commence on the property, as described in Subsection 1.4 above, date of Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area actual occupancy of the Premises as set forth in Article 1 and Leased Premises, without regard to the denominator date the payment of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBase Rent commences.

Operating Expenses. In addition to Base Rent and other sums payable by Tenant under this Lease, Tenant shall pay to Landlord, as Additional Rent, amounts for the Operating Expenses (defined below) for the Premises. Upon the Commencement Date, and thereafter prior to the commencement of each calendar year occurring wholly or partially within the Term or as soon as practical thereafter, Landlord shall estimate the annual amount of Operating Expenses payable by Tenant pursuant to this provision, and Tenant shall pay to Landlord on the first day of each month in advance, one twelfth (l/12th) of such estimated amount. In the event that during any calendar year of the Term, Landlord determines that the actual amount of Operating Expenses for such year will exceed the estimate, Landlord may revise such estimate by written notice to Tenant, and Tenant shall pay to Landlord, concurrently with the regular monthly rent payment next due following the receipt of the revised estimate, an amount equal to the difference between the initial monthly estimate and the revised monthly estimate multiplied by the number of months expired during such calendar year and shall also pay as additional rent Tenant's pro rata share an amount equal to the revised monthly estimate for the month of such payment. Subsequent installments shall be payable concurrently with the regular monthly Base Rent due for the balance of the operating expenses of Landlord for calendar year and shall continue until the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each next calendar year’s estimate is rendered or Landlord next revises such estimate, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expensewhichever occurs sooner. Within six one hundred twenty (6120) months days following the close end of each calendar yearyear or a reasonable time thereafter, Landlord shall provide Tenant with a written statement of the actual total Operating Expenses for such year and there shall be an accounting showing adjustment made to account for any difference between the amounts paid by Tenant and the actual amount of such Operating Expenses. If Tenant has overpaid, Landlord shall, provided Tenant is not in reasonable detail default hereunder, credit such overpayment to Tenant’s account. If Tenant has underpaid, Tenant shall pay the computations total amount of additional rent such deficiency to Landlord as Additional Rent with the next payment of Base Rent due under this Section. In the event the accounting shows that the total Lease following delivery of the monthly payments made by Tenant exceeds the amount written notice of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit said deficiency from Landlord to Tenant's account. In Unless Tenant objects in writing regarding specific discrepancies in the Operating Expenses calculations for any event the accounting shows that the total calendar year within ninety (90) days after receipt 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 Landlord’s final calculations for the additional rent. If this Lease shall terminate on a day other than the last day of a such 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 deemed to have approved the ratio that same and to have waived the number of days from the commencement of the calendar year right to and including object to such termination date bears to 365calculations. Tenant agrees to pay any additional rent due under this Section within ten “Operating Expenses” means Real Property Taxes (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the propertydefined below), as described in Subsection 1.4 above, Tenant's pro rata share Landlord’s insurance premiums set forth in Section 1.9 shall, subject to reasonable adjustment by 7.1 and Landlord, be equal to a percentage based upon a fraction, the numerator of which is the ’s total area of the Premises costs for roof replacement as set forth in Article 1 Section 8.1 to the extent the cost of such roof replacement is amortized over the useful life of such capital item, in each case with interest on the unamortized balance at a rate of ten percent (10%) per annum. As part of Operating Expenses Tenant shall also pay a monthly property management fee equal to four percent (4%) of monthly Operating Expenses and Base Rent (during the denominator of which Abated Rent Period, such fee shall be the net rentable area equal to four percent (4%) of both the Tenant's Building monthly Base Rent as though Base Rent was Twenty Thousand and the second building, as the same may change from time to timeNo/100 Dollars ($20,000.00) per month).

Operating Expenses. Tenant shall also pay as additional rent commencing on the Commencement Date, Tenant's ’s pro rata share of the operating expenses of Landlord for the BuildingBuilding and/or project of which the Premises are a part. Landlord may invoice Tenant monthly for Tenant's ’s pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord upon no less than thirty (30) days notice to Tenant based upon reasonably anticipated operating expenseexpenses. Within six ninety (690) months days following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all 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 ’s account. In any the 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. Notwithstanding any other provision 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 the 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 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 termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's ’s pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, 1.8 shall be equal to a percentage based upon a fraction, fraction the numerator of which is the total area of the Premises as set forth in Article 1 1, subject to adjustment as provided in this Lease, and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBuilding.

Operating Expenses. Commencing on February 1, 1988 and ------------------ thereafter during the term of this Lease, Tenant shall also pay as additional rent Additional Rent, the sum of (i) Tenant's pro rata share Share of Operating Expenses (as hereinafter defined), plus (ii) management fees equal to two and one-half percent (2-1/2%) of the operating expenses sum of Landlord (x) _________________________________________ Additional Rent payable under this Section 3.04 for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share any period of the estimated operating expenses for each calendar year, which amount less than one month shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. 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 apportioned on the ratio that basis of the number of days from in such month. During December of each calendar year during the commencement term of this Lease, or as soon thereafter as practicable, Landlord shall give Tenant written notice of its estimate of Additional Rent payable under this Section 3.04 for the ensuing calendar year; provided, however, Additional Rent during calendar year 1988 shall be calculated on the basis of an estimate of Additional Rent in the amount of _____________________ of rentable area in the Leased Premises. On or before the first day of each month during the ensuing calendar year, Tenant shall pay to Landlord one-twelfth (1/12) of such estimated amounts together with the Annual Rent, provided that if such notice is not given in December, Tenant shall continue to pay during the ensuing calendar year on the basis of the amount payable during the calendar year just ended, until the month after such notice is given. If at any time or times it appears to and including such termination date bears to 365. Tenant agrees to pay any additional rent due Landlord that the Additional Rent payable under this Section within ten 3.04 for the current calendar year will vary from Landlord's estimate by more than five percent (10) days following receipt of the invoice or accounting showing additional rent due. Following development 5%), Landlord shall revise, by notice to Tenant, its estimate for such year, and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment subsequent payments by Landlord, Tenant for such year shall be equal to a percentage based upon such revised estimate. Failure to make a fraction, revision contemplated by the numerator immediately preceding sentence shall not prejudice Landlord's right to collect the full amounts of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeAdditional Rent.

Operating Expenses. In addition to Base Rental, Tenant shall also pay as Tenant's Prorata Share of the amount, if any, by which Operating Expenses during any calendar year of the Lease Term after the Base Year of 2002 exceed the Operating Expenses of the Base Year; provided, however, that Tenant shall not pay additional rent for excess Operating Expenses for the calendar year 2003. Notwithstanding anything to the contrary, Tenant's pro rata share of the operating expenses of Landlord obligation for the Buildingpayment of Controllable Operating Expenses shall be capped so as not to exceed an annual increase from the immediately preceding year in excess of 8% per annum cumulatively; provided that such increase for the year 2004 shall be based on an increase over the Base Year. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar yearshall, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six within nine (69) months following the close of each any calendar year, Landlord shall year provide a statement to Tenant an accounting showing in reasonable detail the computations of the additional rent due under this Section. In for Operating Expenses, if any (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"Statement"), the accounting which shall be accompanied by evidence due thirty (30) days after the receipt 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 rentsuch Statement. If this Lease shall terminate on a day other than the last day of a the calendar year, the amount of any additional rent rental payable by Tenant applicable to the year in which the such termination shall occur shall be prorated based on the ratio that the number of days from the commencement of the such calendar year to and including such termination date bears to 365. If at any time after calendar year 2003, Landlord has reason to believe the per square foot Operating Expenses for the calendar year will exceed the Operating Expenses for the Base Year, Landlord may by invoice direct Tenant agrees to pay any prepay monthly one-twelfth of an amount equal to (i) an estimate of the additional rent due under this Section paragraph for the current year, or (ii) the amount paid in the previous calendar year. If the Statement shows an amount owing by Tenant that is less than the sum of the monthly payments made by Tenant in the previous calendar year, the Statement shall be accompanied by a refund of the excess from Landlord to Tenant (or, at Landlord's option, Landlord may apply such overpayment against rentals due hereunder). During the year in which this Lease terminates, Landlord shall have the option to invoice Tenant for Tenant's Prorata Share of the excess Operating Expenses based upon the previous year's excess Operating Expenses; Landlord shall invoice Tenant under this option either prior to the termination of this Lease or within ten thirty (1030) days following thereafter. Landlord shall refund to Tenant, within thirty (30) days after the termination of this Lease, any excess amounts paid by Tenant during the final year or partial year of the Lease Term, as the case may be. Initials: SK ------ Audit Rights. Tenant, at any time within one (1) year after receipt of any Statement, and upon no less than thirty (30) days prior written notice to Landlord, may cause an audit to be made of Landlord's books and records relating to Operating Expenses. Landlord shall make available for the invoice or accounting showing additional rent dueaudit at Landlord's office in Dallas, Texas, all applicable books and records. Following development and construction If the audit discloses an overcharge of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment Operating Expenses by Landlord, be equal Landlord shall within thirty (30) days pay to a percentage based upon a fraction, Tenant the numerator of which is the total area amount of the Premises as set forth overpayment. If the audit discloses an overpayment in Article 1 excess of five percent (5%) of the Operating Expenses actually paid by Tenant, then Landlord shall also immediately pay to Tenant all reasonable costs and expenses incurred in the denominator audit. If the audit discloses an underpayment of which shall be Operating Expenses actually paid by Tenant, then Tenant shall, within thirty (30) days after the net rentable area conclusion of both such audit, pay to Landlord the Tenant's Building and the second building, as the same may change from time to timeamount of such underpayment.

Operating Expenses. Tenant shall also pay as additional rent Tenantcommencing on the Commencement Date, Xxxxxx's pro rata share of the operating expenses of 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, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six nine (69) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all 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 TenantXxxxxx's account. In any the 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. Notwithstanding any other provision 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 the 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 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 Including such termination date bears to 365. Tenant Xxxxxx 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, 1.8 shall be equal to a percentage based upon a fraction, fraction the numerator of which is the total area of the Premises as set forth in Article 1 1, subject to adjustment as provided in this Lease, and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBuilding.

Operating Expenses. In the event Landlord's Operating Expenses as that term is defined in Section 2.3 herein, for the building and/or project of which the Premises are a part shall, in any calendar year during the Term, exceed the sum of $ per square foot (the "Expense Stop"), Tenant shall also agrees to pay as additional rent Additional Rent, Tenant's pro rata rate share of the operating expenses of Landlord for the Buildingsuch excess Operating Expenses. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseOperating Expenses. Within six (6) nine months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent Additional Rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent Additional Rent due by Tenant under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent Additional Rent due by Tenant under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rentAdditional Rent. Notwithstanding any other provision in this Agreement, during the year in which the Agreement terminates, Landlord, prior to the Expiration Date, shall 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 Agreement 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 such termination shall occur shall be prorated on to the ratio that the number of days from the commencement of the calendar year to and including such termination date the Expiration Date bears to 365. In the event Tenant agrees wishes to pay dispute any additional rent due under this Section annual accounting of Operating Expenses rendered by Landlord, Tenant shall, within ten thirty (1030) days after Landlord's delivery of such accounting, notifying Landlord that Tenant wishes to have performed an audit of Landlord's books relevant to the accounting by any one of the major national accounting firms, or by any other public accounting firm of reasonably comparable quality and stature, and Tenant shall deliver a written copy of such audit to Landlord within thirty (30) days following receipt such notification. If Tenant fails to elect to audit Landlord's books within said thirty (30) days following such notification, Tenant shall conclusively be deemed to have accepted the accuracy of the invoice or accounting showing additional rent duedelivered and in such event Tenant shall be deemed to have waived any right thereafter to question the accuracy of such accounting. Following development If Tenant chooses to perform an audit and construction Landlord does not dispute the results of a second building such audit, the results of such audit shall be binding on the property, as described in Subsection 1.4 above, Landlord and Tenant. If Landlord disputes Tenant's pro rata share set forth in Section 1.9 shall, subject audit and the parties are unable to reasonable adjustment by Landlord, be equal to a percentage based upon a fractionresolve the dispute, the numerator of parties shall select an independent third party accountant to select which is the total area of the Premises as set forth in Article 1 two determinations of Operating Expenses is most nearly correct and if the denominator of which parties are unable to agree on such third party accountant, the third party accountant shall be selected by the net rentable area American Arbitration Association from a list of both the Tenant's Building and the second building, as the same may change from time to time3 candidates submitted by each party.

Operating Expenses. If Landlord's Operating Expenses for the Property divided by the total number of square feet in the Building ("Landiord's Operating Expenses per square foot"), in any calendar year during the term of this Lease, exceed the Operating Expense Base, Tenant shall also agrees to pay as additional rent Additional Rent Tenant's pro rata share of such excess Operating Expenses. As used herein, the operating expenses term "Tenant's share of Landlord for such excess Operating Expenses" means (a) the Buildingamount by which Landlord's Operating Expenses per square foot exceed the Operating Expense Base, multiplied by (b) the square feet comprising the Leased Premises. Notwithstanding any contrary provision, if the Building is not fully occupied during any calendar year, Operating Expenses and Tenant's Additional Rent based thereon shall be determined as if the Building had been 95% occupied during such year. Landlord may invoice may, by so notifying Tenant, require Tenant to pay monthly for Tenant's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseOperating Expenses. Within six (6) months following Following the close of each calendar year, Landlord shall provide Tenant an accounting itemized statement showing in reasonable detail the all computations of additional rent Additional Rent due under this SectionArticle. In If the event the accounting itemized statement shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent Additional Rent due by Tenant under this SectionArticle, the accounting itemized statement shall be accompanied by evidence of a credit to Tenant's account. In any event If the accounting itemized statement shows that the total of the monthly payments made by Tenant is less than the amount of additional rent Additional Rent due by Tenant under this SectionArticle, Tenant shall pay to Landlord with next rental payment the accounting amount shown on the itemized statement as owing to Landlord. Notwithstanding any other provisions in this Lease, Landlord shall have the right, which can be accompanied by an exercised at any time within sixteen months after the termination date, to invoice Tenant, with respect to the year in which the Lease terminates, for Tenant's share of the additional rentexcess Operating Expenses over the Operating Expense Base. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent Additional Rent payable by Tenant applicable to the year in which the 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 such the termination date bears to 365. Tenant agrees to pay any additional rent Additional Rent due under this Section within ten (10) days Article with the next rental payment following receipt of the invoice or accounting itemized statement showing additional rent Additional Rent due. Following development and construction In no event shall the Base Rent or other sums due under this Lease ever be reduced due to the operation of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 this Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time2.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $________________ THE ACTUAL OPERATING EXPENSE per square foot FOR THE CALENDAR YEAR 1994, INCLUDING COMMON AREA MAINTENANCE (CAM), Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses expensed for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) four months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows the total of the monthly payments made by Lessee exceeds the amount of additional rent due by Lessee under this section, the accounting shall be accompanied by a refund. In the event the accounting shows that the total of the monthly payments are 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 Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operating expenses. If this Lease lease shall terminate on a the day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's ’s pro rata share of the operating expenses of Landlord for the BuildingProject of which the Premises is a part. The operating expenses are initially estimated to be $2.33 per square foot ($8,733.00 per month), subject to adjustment as hereafter provided, Landlord may invoice Tenant monthly for Tenant's ’s pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses, provided no more than one (1) adjustment shall be permitted in each calendar year. Within six nine (69) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all 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 ’s account. In any the 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. Notwithstanding any other provision 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 the 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 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's ’s pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, 1.7 shall be equal to a percentage based upon a fraction, fraction the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeProject.

Operating Expenses. Tenant shall also In the event, Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $1.18 per square foot, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) months ninety days following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's accounting expenses. 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 Lessee applicable to the year in which the such termination shall occur shall be prorated pro rated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right, at its own expenses and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten twenty (1020) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Commencing as of the Commencement Date and continuing throughout the term of this Lease, Tenant shall also pay pay, as additional rent ("additional rent"), Tenant's pro rata share (as defined in Section 1.7 above) of the operating expenses of Landlord for the BuildingBuilding (the "operating expenses"). Landlord may shall invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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 If 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. 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 the operating expenses based upon the previous calendar year's operating expenses. 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 pro rated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting (together with reasonable supporting documentation) showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 Section 1.2 above and the denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.. Landlord shall maintain books and records showing, in reasonable detail, actual operating expenses in accordance with generally accepted accounting principles. All such books and records shall be made available to Tenant for inspection upon reasonable prior notice. Notwithstanding anything contained herein to the contrary, any capital improvements to the Building over $15,000.00 shall be amortized at 8% interest over its useful life in accordance with generally acceptable accounting principles (GAAP). 41905151-2

Operating Expenses. If Landlord's Operating Expenses per net rentable square foot for the Property, in any calendar year during the Term of this Lease exceed the Operating Expense Base, Tenant shall also agrees to pay as additional rent Tenant's pro rata share of such excess operating expenses. As used herein, the operating expenses term "Tenant's share of Landlord for such excess Operating Expenses" means the Buildingamount by which Landlord's Operating Expenses per net rentable square foot exceed the Operating Expense Base, multiplied by the net rentable square feet comprising the Leased Premises. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six one hundred twenty (6120) months days following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event If 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 accountrefund. In any event If 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. Notwithstanding any other provisions in this Lease, during the year in which the Lease terminates, Landlord, within one (1) year following the termination date, shall have the option to invoice Tenant for Tenant's 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 any additional rent payable by Tenant applicable to the year in which the 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 such the termination date bears to 365. Tenant agrees shall have the right, at its own expense and within a reasonable time, to pay any audit during Landlord's regular business hours Landlord's books relevant to the additional rent due payable under this Section. Notwithstanding anything to the contrary contained in this Lease, if the Building is not fully occupied during any calendar year, Tenant's additional rent under this Section within ten thirty (1030) days following receipt of the invoice Invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. In the event Landlord's operating expenses for the Building shall, in any calendar year during the Term, exceed the sum of those expenses accrued during the 1999 base year ("Excess Expenses") Tenant shall also pay as additional rent Tenant's pro rata Proportionate Share of Excess Expenses. In order to provide current payments on account of Excess Expenses Tenant shall, at Landlord's request, pay as additional rent, an amount equal to Tenant's Proportionate share of the operating expenses of Landlord Excess Expenses due for the Building. ensuing twelve (12) months, as estimated by Landlord may invoice Tenant from time to time, in twelve (12) equal monthly for Tenant's pro rata share installments, commencing on the first day of the estimated operating expenses for each calendar year, month following the month in which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expensenotifies Tenant of the amount. Within six (6) months following Following the close of each calendar year, Landlord shall provide Tenant an accounting with a statement showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total If Tenant's Proportionate Share of the actual Excess Expenses for the preceding calendar year exceeds the aggregate of the estimated monthly payments made by Tenant exceeds for such year, Tenant shall within ten (10) days of the amount receipt of the statement, pay to Landlord as additional rent due by Tenant under this Sectionan amount equal to such excess. If such aggregate of the estimated monthly payments exceeds Tenant's Proportionate share of the actual Excess Expenses for such calendar year, Landlord shall credit against Tenant's next ensuing monthly installment or installments of the accounting rent an amount equal to such difference until the credit is exhausted. No interest or penalties shall be accompanied by evidence of a accrue on any amounts which Landlord is obligated to credit to Tenant by reason of this provision. The obligations of Tenant and Landlord to make payments or credits required by this provision shall survive the Termination Date. Notwithstanding any other provisions in this Lease, during the year in which the Lease terminates, Landlord, prior to the Termination Date, shall have the option to invoice Tenant for Tenant's account. In any event the accounting shows that the total Proportionate share of the monthly payments made by Tenant is less than Excess Expenses based upon the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rentprevious year's operating expenses. If this the Lease shall terminate on a day other than the last day of a the calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the such termination shall occur shall be prorated pro rated on the ratio that the number of days from the commencement of the calendar year to and including such termination date the Termination Date bears to 365. Each annual statement given by Landlord or the Building Manager pursuant to this section shall be conclusive and binding upon Tenant agrees unless within ninety (90) days after receipt of such statement Tenant shall notify Landlord that it disputes the correctness of the statement, specifying the particular respects in which it is claimed to be incorrect. If such dispute shall not have been settled by agreement, then, pending the legal determination of such dispute by a later agreement or litigation, Tenant shall pay any additional rent due under in accordance with such statement and such payment shall be without prejudice to Tenant's position. If the dispute shall be determined in Tenant's favor, Landlord shall forthwith credit to Tenant the amount of Tenant's overpayment of additional rent resulting from compliance with Landlord's statement. Landlord shall grant Tenant, at Tenant's expense, reasonable access to Landlord's books and records for the purpose of verifying the Excess Expenses. If during any calendar year of this Section within ten (10) days following receipt Lease, the occupancy of the invoice or accounting showing additional rent dueBuilding averages less than one hundred percent (100%), it is agreed that the Operating Expenses that vary depending upon occupancy shall be computed as though the Building had been 95% occupied for such calendar year. Following development and construction If Landlord recovers in excess of a second building on the property100% of its Operating Expenses that vary depending upon occupancy during any calendar year of this Lease, as described in Subsection 1.4 above, Landlord shall credit against Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be next ensuing monthly installment or installments of the rent an amount equal to a percentage based upon a fractionTenant's Proportionate Share of such excess until the credit is exhausted, or if the numerator of which is the total area term of the Premises as set forth in Article 1 and Lease has expired refund to the denominator of which shall be the net rentable area of both Tenant the Tenant's Building and the second building, as the same may change from time to timeProportionate Share of such excess.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of the actual operating expenses per square foot including common area maintenance for calendar year 1993, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the express 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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of the actual 1995 Base Year Operating Expenses (the "Base Year Expense Stop"), Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant the Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee'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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such the termination date bears and its relationship to three hundred sixty-five (365) days. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. In the event Landlord's Operating Expenses ------------------ shall, in any calendar year during the Term, exceed the sum of the actual operating costs for the base year 1992 (the "Expense Stop"), Tenant shall also agrees to pay as additional rent Additional Rent Tenant's pro rata share of such excess Operating Expenses. Tenant's pro rata share of excess Operating Expenses shall be 4.061%, said percentage determined by dividing the operating expenses total square footage of Landlord for the Premises by the total square footage of the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses excess Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexcess Operating Expenses. Within six (6) months following the close of each calendar year, Landlord shall use reasonable efforts to provide Tenant an accounting showing in reasonable detail the all computations of additional rent Additional Rent due under this Sectionsection within one hundred twenty (120) days of the close of each calendar year; provided, however, Landlord's failure to so provide an accounting within one hundred twenty (120) days shall in no way bar Landlord from providing Tenant any such accounting at a later date, nor limit Tenant's liability for its pro rata share of excess Operating Expenses. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent Additional Rent due by Tenant under this Sectionsection, Landlord shall credit any such amount against the accounting shall be accompanied by evidence of a credit to Tenant's accountBase Rent payment next coming due. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent Additional Rent due by Tenant under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rentAdditional Rent. Notwithstanding any other provision in this Agreement, during the year in which the Agreement terminates, Landlord, prior to the Expiration Date, shall 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 Agreement commences on a day other than the first day of a calendar year, the amount of any such excess Operating Expenses payable by Tenant applicable to the year in which the Terms commences shall be prorated on the ratio that the number of days from the Commencement Date to the end of the calendar year bears to 365. If this Agreement shall terminate on a day other than the last day of a calendar year, the amount of any additional rent such excess Operating Expenses payable by Tenant applicable to the year in which the 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 such termination date the Expiration Date bears to 365. Tenant agrees to pay any additional rent an Additional Rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent Additional Rent due. Following development and construction The provisions of a second building on this Agreement concerning the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, payment of Additional Rent shall survive the numerator expiration of which is the total area earlier termination of the Premises as set forth Term. Notwithstanding anything to the contrary contained herein, in Article 1 and the denominator of which event the Building is not at least ninety-five percent (95%) occupied at all times during any calendar year, appropriate adjustments shall be made by Landlord so as to determine excess Operating Expenses as though the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timehad been ninety-five percent (95%) occupied at all times in such calendar year.

Operating Expenses. In the event Landlord's Operating Expenses for the Property of which the Leased Premises are a part shall, in any calendar year during the term of this Lease, exceed the Expense Stop set forth in Section 1.07 of this Lease. Tenant shall also agrees to pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Buildingsuch excess Operating Expenses. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseOperating Expenses. Within six (6) nine months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. 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 Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountagainst the next monthly rental payment. In any the 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 Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Landlord, prior to the termination date, shall 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 any additional rent payable by Tenant applicable to the year in which the such termination shall occur shall be prorated based on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Provided Tenant is not in default of the Lease, Tenant shall have the right, at its own expense and within a reasonable time, to audit Landlord's books relevant to the additional rent payable under this section. Tenant agrees that any information or agreements related to such audit shall be held by Tenant, its employees, agents and contractors in strictest confidence. Tenant shall indemnify and hold harmless Landlord from and against any claims, damages, costs or liabilities incurred by Landlord in connection with any breach of this confidentiality clause by Tenant, its employees, agents or contractors. As a precondition to any audit by Tenant hereunder, Landlord may require any Tenant-related auditor or other agent to sign a confidentiality agreement on Landlord's form. Tenant agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development Landlord's failure to timely meet any requirements of this Paragraph 2.02 shall in no way constitute a waiver of its rights to collect such Operating Expenses from Tenant and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which Tenant shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time bound to timeperform its obligations hereunder in any event.

Operating Expenses. Tenant shall also In the event Lessor’s operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $ 2003 BASE YEAR per square foot, Lessee agrees to pay as additional rent Tenant's without demand, offset or deduction Lessee’s pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly or notify Lessee in writing the amount of the additional rent to be added to the monthly Base Rent for Tenant's Lessee’s pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows show that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows show that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee’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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such their termination date bears to 365. Tenant Provided Lessee is not in default of any terms of this Lease, Lessee shall have the right, at its own expense, to 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) must perform such audit at the location of Lessor’s books, (iii) must request such audit within thirty (30) days of receipt of its annual reconciliation of operating expenses, (iv) must deliver to Lessor a copy of the results of such audit, (v) may not audit the same calendar year more than one time and (vi) may only audit Lessor’s books should Lessee’s share of operating expenses increase from the previous calendar year. Assignees of Lessee may only audit periods for which they occupy the Leased Premises and subtenants of Lessee shall have no audit rights. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are in part shall, in any calendar year during the term of this Lease, exceed the sum of $*1.30 per square foot, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord may Lessor nay invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based each year band upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Section, section the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee'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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property*OR BASE YEAR 1996, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.WHICHEVER IS HIGHER

Operating Expenses. In addition to the Base Rent payable by Tenant, Tenant shall also will pay to Landlord, as additional rent rent, an amount equal to the increase in operating expenses, as hereinafter defined, for each of the lease years over the operating expenses, for the first lease year (October 1, 1997, through September 30, 1998, hereinafter referred to as the Base Lease Year) times 45% (Tenant's pro rata share Proportionate Share). Lease Year shall mean the period beginning October 1 of each year and ending on September 30 of the operating expenses following year. The additional rent due pursuant to this section is hereinafter referred to as Operating Rent. During September of each year, or as soon after September as practicable, Landlord will give Tenant notice of Landlord's estimate of any Operating Rent due for the Buildingnext Lease Year. Landlord may invoice The Tenant monthly for Tenant's pro rata share will pay 1/12th of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-Operating Rent at the time by Landlord based upon reasonably anticipated operating expenseBase Rent is payable. Within six (6) months following the close The estimated Operating Rent payments will begin October 1 of each calendar year and continue through September 30 of the following year. As soon as practicable after the end of each Lease Year, Landlord shall provide will deliver to Tenant an accounting showing in reasonable detail a statement of the computations of additional rent due under this Sectionactual Operating Rent for that Lease Year. In the event the accounting If Landlord's statement shows that Tenant owes an amount that is less than the total of the monthly estimated Operating Rent payments made by Tenant exceeds the amount of additional rent due for such Lease Year, Landlord will credit such excess first against any sums then owed by Tenant under this Section, to Landlord and then against the accounting shall be accompanied by evidence next payments of a credit to Tenantrental. If Landlord's account. In any event the accounting statement shows that Tenant owes more than the total of the monthly estimated Operating Rent payments made by Tenant is less than for such Lease Year, Tenant will pay the amount deficiency to Landlord within thirty (30) days after delivery of additional rent due by the statement. The termination of this Lease will not affect the obligations of Landlord and Tenant under pursuant to this Sectionsection be performed after termination. "Operating expenses" are defined as all direct expenses of operating and maintaining the land, building, and Premises in a manner deemed reasonable and appropriate and for the best interest of the tenants in the building, including, but not limited to, the accounting 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 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.following:

Operating Expenses. If the Operating Expenses for the Property, in any calendar year during the Term, exceed the Operating Expenses for the Base Year, Tenant shall also agrees to pay as additional monthly rent Tenant's pro rata share the Proportionate Share of such excess Operating Expenses, as estimated by Landlord from time to time. During any partial calendar year of the operating expenses Term (such as the year in which the Commencement Date occurs and the year in which the Terminates), Tenant’s Proportionate Share of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount Operating Expenses shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expensethe actual number of days contained within the Term during such partial calendar year. Within six (6) months following the close By April 30th of each calendar year, Landlord shall will provide Tenant an accounting itemized statement (“Additional Rent Statement”) showing in reasonable detail the computations of all additional rent due (or any overpayments made) under this SectionSection and Tenant (or Landlord, as the case may be) shall pay such amount within thirty (30) days after receipt of such statement; 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. Each Additional Rent Statement furnished by Landlord to Tenant shall be conclusive and binding upon Tenant unless, within sixty (60) days after receipt of such Additional Rent Statement (“Dispute Period”), Tenant shall notify Landlord in writing that it disputes the correctness of such statement, stating the reason for such dispute. Pending the determination of such dispute, Tenant shall timely pay the full amount of the Additional Rent payable by Tenant in accordance with each such statement that Tenant is disputing. 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 gives timely notice of a credit dispute within the Dispute Period, Tenant, or its authorized agent, at Tenant’s expense, shall have the right, upon reasonable advance notice and during normal business hours, to Tenant's account. In any event inspect the accounting shows that books and records of Landlord applicable to the total determination 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. If this Lease shall terminate on a day other than the last day of a calendar year, the amount statement of any additional rent payable by Tenant applicable for the purpose of verifying in good faith the information contained in such Additional Rent Statement for a period of up to one year after the receipt of such statement by Tenant. Landlord shall maintain at its office or the office of its managing agent full, complete and accurate books and records prepared in accordance with prudent building management practices with respect to Operating Expenses, and shall retain such records with respect to each calendar year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement for a period not less than two (2) years following delivery of the annual statement for such year. Upon completion of the audit and/or inspection, if the calculation of Tenant’s Proportionate Share of Operating Expenses, indicates that Tenant overpaid, or underpaid, rent for any audited calendar year to and including such termination date bears to 365. year, Landlord shall pay Tenant, or Tenant agrees to shall pay any additional rent due under this Section within ten Landlord, as applicable, upon thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the propertyprior written notice, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be an amount equal to such overpayment or underpayment. In no event shall the form of such payment be as a percentage based credit against rent next due or, upon a fraction, the numerator expiration of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timethis Lease.

Operating Expenses. Tenant Beginning on the first anniversary of the Commencement Date, Sublessee shall also pay as additional rent Tenant's pro rata to Sublessor its proportionate share of any increase in “Operating Payments” (as such term is defined in Section 2.05 of the operating expenses of Landlord for Lease), provided the BuildingBase Operating Year shall be calendar year 2007. Landlord may invoice Tenant monthly for Tenant's pro rata In addition, Sublessee shall pay to Sublessor its proportionate share of Tax Payments (as such term is defined in Section 2.04 of the estimated operating expenses for each calendar yearLease), which amount provided the Base Tax Year shall be adjusted from time-to-time fiscal year 2007/2008. Sublessee’s proportionate share shall be calculated by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that multiplying the total of the monthly payments made any increase in Operating Payments and Tax Payments 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. 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, fraction the numerator of which is shall be the total area square footage of the Subleased Premises as set forth in Article 1 and the denominator of which shall be the net rentable area square footage of both the Tenant's Building Premises under the Lease (as such Premises may be expanded pursuant to Sublessor’s exercise of its rights under the Lease); it being understood that Sublessee’s proportionate share of Taxes and Operating Payments shall not exceed the second buildingproportionate share of Taxes and Operating Payments which would have been payable by Sublessee if Sublessee had a direct lease with Landlord taking into account the changes in the Base Operating Year and Tax Year set forth above. In addition, Sublessee shall reimburse Sublessor for the electrical costs consumed in the Subleased Premises as determined by a submeter measuring only the electrical consumption in the Subleased Premises within fifteen (15) days of receipt of an invoice therefore. Sublessor shall promptly provide to Sublessee copies of all operating expense statements, including back-up detail, received by Sublessor from Landlord. In the event of any reconciliations, refunds or additional payments of operating expenses applicable to the Subleased Premises during the term of this Sublease, Sublessee shall be responsible for paying its proportionate share or receiving a proportionate credit, as the same may change from time to timeapplicable.

Operating Expenses. Operating Expenses shall be defined as the sum of (i) Operating Costs, as defined in Article V, Section 1 of the Prime Lease, (ii) Real Estate Taxes, as defined in Article V, Section 4 of the Prime Lease, and (iii) the costs of Sublandlord's Maintenance Obligations, as defined in Section 10 hereof. If, with respect to any calendar year during the Sublease Term after the Operating Expenses Base Year (which shall be defined as calendar year 1995); the aggregate amount of Operating Expenses exceeds the Operating Expenses for the Operating Expenses Base Year; Tenant shall also pay to Landlord, as additional rent Additional Rent, the entire amount of such excess. Tenant's pro rata share obligation under this Section 4(b) shall be prorated for partial calendar years at the beginning or end of the operating expenses Term. After the end of Landlord each calendar year included in the Sublease Term, Sublandlord shall send Subtenant a statement showing Operating Expenses (i) for the Buildingcalendar year just ended ("Actual Expenses"), which statement shall be based in part upon information supplied by Sublandlord, and (ii) an estimate of Operating Expenses for the then-current calendar year ("Estimated Expenses"). Landlord may invoice Tenant monthly for Tenant's pro rata share Subtenant shall pay Sublandlord on the first day of each month, in advance, as Additional Rent, an amount equal to 1/12th of the estimated operating expenses amount, if any, by which the Estimated Expenses for each the then current calendar year exceed the Operating Expenses for the Operating Expenses Base Year. Such payments shall not bear interest and may be commingled by Sublandlord with any other funds of Sublandlord. If the total amount paid by Subtenant in accordance with (ii) above on account of Operating Expenses for any calendar year during the Sublease Term (i) exceeds the amount due therefor as shown on Sublandlord's statement delivered after the end of such calendar year, which amount such excess shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of credited against the monthly payments made by Tenant exceeds installments of Additional Rent next due (or refunded to Subtenant if the amount of additional rent due by Tenant under this SectionSublease Term has expired), 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 or (ii) is less than the amount due therefor as shown on Sublandlord's statement delivered after the end of additional rent due by Tenant under this Section, the accounting 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 such calendar year, then Subtenant shall pay the amount difference to Sublandlord within 30 days after receipt 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 such statement from the commencement of the calendar year to Sublandlord. Subtenant's rights and including such termination date bears to 365. Tenant agrees to pay any additional rent due obligations under this Section within ten 4(b) with respect to the last calendar year (10or portion thereof) days following receipt included in the Sublease Term shall survive the expiration or termination of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timethis Sublease.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the BuildingBuilding and/or project of which the Premises are a part. Landlord may shall invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six three (63) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all 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 accountaccount or accompanied by a check from Landlord for such excess for the last calendar year of this Lease. In any the 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. Notwithstanding any other provision 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 the 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 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, 1.8 shall be equal to a percentage based upon a fraction, fraction the numerator of which is the total area of the Premises as set forth in Article 1 I and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBuilding.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $ 2000 BASE YEAR per square foot, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting show that the total of the monthly payments made by Lessee exceeds the amount of additional rent due by Lessee 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 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 Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee'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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such their termination date bears to 365. Tenant Lessee shall have the right at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development Notwithstanding anything to the contrary herein, Lessor's right to recover increases in controllable expenses being expenses other than taxes, insurance, and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which utilities shall be the net rentable area of both the Tenant's Building limited to five percent (5%) per annum on a cumulative basis. There shall be no limitation on taxes, insurance, and the second building, as the same may change from time to timeutilities.

Operating Expenses. If the Operating Expenses for any Comparative Year shall be greater than the Operating Expenses for the Base Year, Tenant shall also pay to Owner, as additional rent Tenant's pro rata share Additional Rent for such Comparative Year, in the manner hereinafter provided, an amount equal to the Percentage of the operating expenses excess (the “Expense Payment”). Following the expiration of Landlord each Comparative Year, Owner shall submit to Tenant a statement setting forth the Operating Expenses for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of preceding Comparative Year, the estimated operating expenses for each calendar yearthe Base Year, which amount shall be adjusted and the Expense Payment, if any, due to Owner from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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 rentsuch Comparative Year. If this Lease such statement shows an Expense Payment due from Tenant to Owner with respect to the preceding Comparative Year then (i) Tenant shall terminate on a day other than the last day of a calendar year, the amount make payment 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 termination date bears to 365. Tenant agrees to pay any additional rent due under this Section unpaid portion within ten (10) days following after receipt of the invoice or accounting showing additional rent due. Following development such statement; and construction of a second building on the property(ii) Tenant shall also pay to Owner, as described in Subsection 1.4 aboveAdditional Rent, Tenant's pro rata share set forth in Section 1.9 shallwithin ten (10) days after receipt of such statement, subject to reasonable adjustment by Landlord, be an amount equal to a percentage based upon the product obtained by multiplying the total Expense Payment for the preceding Comparative Year by a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building twelve (12) and the second buildingnumerator of which shall be the number of months of the current Comparative Year which shall have elapsed prior to the first day of the month immediately following the rendition of such statement; and (iii) Tenant shall also pay to Owner, as Additional Rent, commencing as of the same may change first day of the month immediately following the rendition of such statement and on the first day of each month thereafter until a new statement is rendered, 1/12th of the total Expense Payment for the preceding Comparative Year. The payments required to be made under (ii) and (iii) above shall be credited toward the Expense Payment due from time Tenant for the then current Comparative Year, subject to timeadjustment as and when the statement for such current Comparative Year is rendered by Owner.

Operating Expenses. Tenant shall also Xxxxxx agrees to pay as additional rent rental Tenant's pro rata share ’s “Pro Rata Share” of the operating expenses increase in the Operating Expenses incurred by Landlord during any calendar year during the Term of this Lease over the same Operating Expenses incurred by Landlord for during the BuildingBase Year 2019. For purposes hereof, Tenant’s Pro Rata Share shall mean 11% (which is calculated by dividing the rentable square footage of the Leased Premises by the rentable square footage of the Building (5,119/46,277 = 11.06%). Landlord may invoice Tenant monthly for Tenant's pro rata share represents and warrants that the total “Pro Rata Shares” of all tenants of the estimated operating expenses for each calendar yearBuilding does not exceed 100%. For purposes of this calculation, which amount “Base Year 2019” means those Operating Expenses incurred between January 1, 2019 and December 31, 2019, except real estate taxes and special assessments shall mean those incurred in tax year 2018. Increases in Operating Expenses shall be adjusted capped at 3% annually, non-cumulative; provided however, increases in Uncontrollable Operating Expenses (collectively, taxes, insurance, special assessments from time-to-time by governmental authorities, utility costs and snow removal charges) shall be charged in full and not capped. Landlord based upon reasonably anticipated operating expense. Within may, within six (6) months following the close of each any calendar yearyear for which additional rental is due under this paragraph, Landlord invoice Tenant for Tenant’s Pro Rata Share of any such increases to the Operating Expenses. The invoice shall provide Tenant an accounting showing include in reasonable detail the all computations of the additional rent due under this Section. In rental (for both the event applicable calendar year and the accounting shows that the total Base Year 2019), and Xxxxxx agrees to make payment 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 rental 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. 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 termination date bears to 365. Tenant agrees to pay any additional rent due under this Section Landlord within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent dueand computations. Following development and construction of a second building on In the propertyyear in which this Lease terminates, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal in lieu of waiting until the close of the calendar year in order to a percentage determine Operating Expenses, has the option to invoice Tenant for Tenant’s Pro Rata Share of the Operating Expenses based upon a fraction, the numerator of which is the total area previous year’s Operating Expenses and then bill or refund Tenant for any difference after close of the Premises as set forth calendar year in Article 1 the manner described above; Landlord shall invoice Tenant under this option within thirty (30) days prior to the termination of this Lease. Landlord may at any time during the Term of this Lease increase the Monthly Rent to an amount which reflects Xxxxxx’s Pro Rata Share of the Operating Expenses based upon the previous year’s excess Operating Expenses after giving Tenant thirty (30) days’ written notice. The Monthly Rent and any additional rental for Tenant’s Pro Rata Share of the denominator excess Operating Expenses, and all other amounts owed from Tenant to Landlord under the terms of which shall be the net rentable area of both the Tenant's Building and the second buildingthis Lease, are collectively referred to in this Lease as the same may change from time to time“Rent.”

Operating Expenses. Tenant shall also pay In addition to Base Rent and other sums due under the Lease, the triple net Operating Expenses per rentable square foot per annum are estimated as additional rent Tenant's pro rata share follows: Taxes, Insurance and Common Area Maintenance $1.63 per rentable square foot per annum (i.e., $6,520.00 monthly) Section 1(b) of Exhibit C of the operating expenses Original Lease is deleted and replaced with the following: “Operating Expenses are comprised of Landlord “Controllable Expenses” and “Non-Controllable Expenses.” Controllable Expenses are those components of Operating Expenses that are not related to taxes, insurance, snow removal, utilities, and/or collectively-bargained union wages. Non-Controllable Expenses are those components of Operating Expenses that are not Controllable Expenses. Notwithstanding any provision of the Lease to the contrary, for the Building. Landlord may invoice Tenant monthly for purpose of calculating Tenant's pro rata share ’s Proportionate Share of Operating Expenses each calendar year through December 31, 2010, the items of Controllable Expenses shall be deemed not to increase more than ten percent (10%) per calendar year (determined on a compounding basis throughout said Term of the estimated operating expenses Lease) from each prior calendar year (calculated on a per square foot basis to take into account deletion of the Give-Back Premises on the Effective Date and annualized to account for each partial years); provided, however, that no item of Operating Expenses other than Controllable Expenses shall be subject to the foregoing limitation; and provided further, that the percentage increase shall be determined on a cumulative basis such that if the average increase for all expired calendar years and the next calendar year is less than ten percent (10%), then the percentage increase for the next calendar year may exceed ten percent (10%) so long as the average increase for all expired calendar years and the next calendar year do not exceed ten percent (10%) per calendar year, which amount . There shall be adjusted from timeno cap on Non-to-time by Landlord based upon reasonably anticipated operating expenseControllable Expenses. Within six (6) months following The above amounts are estimates only and subject to actual costs and expenses. The payments set forth above shall be due and payable in equal monthly installments, each such monthly installment due and payable on the close first day of each calendar yearmonth, Landlord shall provide Tenant an accounting showing in reasonable detail 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 Sectionadvance, 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. 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 without demand and including such 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 without setoff or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timededuction whatsoever.

Operating Expenses. In addition to the payment of Base Rent, during each calendar year of the Term following the calendar year 2019 (“Base Year”) Tenant shall also pay to Landlord as additional rent Tenant's pro rata share ’s Share of any increase in Operating Expenses paid or incurred by Landlord during such calendar year (“Increased Operating Expenses”) which are in excess of the operating expenses of Operating Expenses paid or incurred by Landlord for the BuildingBase 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 Share of the Increased Operating Expenses for such calendar year, and Tenant shall pay to Landlord monthly 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 Share based upon such revised estimate. Landlord shall provide Tenant with an annual Statement (“Statement”) of the actual Increased Operating Expenses incurred or paid by Landlord for each calendar year subsequent to the Base Year within one hundred twenty (120) days after the end of each calendar year, or as soon thereafter as reasonably practical. If Tenant’s Share of Increased Operating Expenses as shown on such Statement is greater or less than the total estimated amounts actually paid by Tenant with respect to the calendar year covered by such Statement, 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 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 for Tenant's and Tenant shall pay its pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. 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 termination date bears to 365. Tenant agrees to pay any additional rent due under this Section Increased Operating Expenses within ten (10) days following receipt of invoice. The obligations of Landlord and Tenant under this Section shall survive the invoice expiration or accounting showing additional rent due. Following development and construction sooner termination of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timethis Lease.

Operating Expenses. If Landlord's Operating Expenses per net rentable square foot for the Property, in any calendar year during the term of this Lease exceed the Operating Expense Base, Tenant shall also agrees to pay as additional rent Tenant's pro rata share of such excess operating expense. As used herein, the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for term "Tenant's pro rata share of such excess Operating Expenses" means the estimated operating expenses amount by which Landlord's Operating Expenses per net rentable square foot exceed the Operating Expense Base, multiplied by the net rentable square feet comprising for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated exceeded operating expenseexpenses. Within six one-hundred twenty (6120) months days following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event If 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 accountrefund. In any event If 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. Notwithstanding any other provisions in this Lease, during the year in which the Lease terminates, Landlord, within one (1) year following the termination date, shall have the option to invoice Tenant for Tenant's 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 any additional rent payable by Tenant applicable to the year in which the 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 such the termination date bears to 365. Tenant shall have the right, at its own expense and within reasonable time, to audit during Landlord's regular business hours Landlord'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 fully occupied during any calendar year, Tenant's additional rent under this Section and the operating expenses shall be determined as if the Building had been fully occupied during such year. Tenant agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject Calendar year 2001 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 denominator of which shall be the net rentable area base for calculation of both the Tenant's Building and the second building, as the same may change from time to timepass through of operating expenses.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of If the operating expenses of Landlord Operating Expenses for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each any calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. If year during 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 term (including the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of this Lease expires or is otherwise terminated), commencing with the calendar year 1996, have increased over the Operating Expenses for the calendar year 1995 (the "Base Year"), then within fifteen (15) days after Landlord furnishes Tenant with an Escalation Statement relating to such calendar year Tenant shall, in the case of an increase, pay to Landlord as additional rent for such calendar year an amount equal to the 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 amount which Landlord estimates will be Tenant's monthly share of any such increase in Operating Expenses for such 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 Share of any such increase in rent payable hereunder as shown on the Escalation Statement is greater or less than the total amounts actually billed to and including paid by Tenant during the year covered by such termination date bears statement, then within thirty (30) days thereafter, Tenant shall pay in cash any sums owed Landlord or, if applicable, Tenant shall receive a credit against any rental next accruing for any sum owed Tenant. Notwithstanding anything to 365. Tenant agrees the contrary in this Section 3.2 of the Lease, if, in any calendar year following the Base Year (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 new item shall be added to pay any the Base Year Operating Expenses for purposes of determining the additional rent due under payable pursuant to this Section within ten (10) days following receipt 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 invoice or accounting showing 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 duepayable pursuant to this Section 3.2 for such Subsequent Year. Following development and construction of a second building on The same amount shall continue to be deleted from the propertyBase Year Operating Expenses for each Subsequent Year thereafter that the item is not included provided, as described however, that if such item is again included in Subsection 1.4 aboveany Subsequent Year, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, then the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which item shall be added back to the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBase Year Operating Expenses.

Operating Expenses. Tenant Lessee shall also pay as additional rent TenantLessee's pro rata share of the operating expenses of Landlord Lessor for the Buildingbuilding and/or project of which the leased premises are a part. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Lessor may invoice Lessee monthly for Lessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted each year based upon anticipated operating expenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates. Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee'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 any additional rent payable by Tenant Lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) [Interlineated text] thirty days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share The amount of the operating expenses Annual Operating Expenses set forth in Section 1(g) above represents Tenant’s Share of Landlord the Operating Expenses for the Buildingcalendar year in which the Term commences as reasonably estimated by Landlord. Landlord may reasonably adjust such amount from time to time if the estimated Annual Operating Expenses increase or decrease in which case Landlord shall send written notice of such increase or decrease to Tenant, together with reasonable documentation supporting such adjustment; Landlord may also invoice Tenant monthly separately from time to time for Tenant's pro rata share ’s Share of any extraordinary or unanticipated Operating Expenses. By April 30th of each year (and as soon as practical after the expiration or termination of this Lease or, at Landlord’s option, after a sale of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar yearProperty), Landlord shall provide Tenant an accounting showing in reasonable detail with a statement of Operating Expenses for the computations of additional rent due under this Sectionpreceding calendar year or part thereof. In the event the accounting shows that the total Within thirty (30) days after delivery 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 statement to Tenant's account. In any event , Landlord or Tenant shall pay to 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. 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 overpayment or deficiency then due from one to the year other or, at Landlord’s option, Landlord may credit Tenant’s account for any overpayment. If Tenant does not give Landlord notice within thirty (30) days after receiving Landlord’s statement that Tenant disagrees with the statement and specifying the items and amounts in which the termination shall occur dispute, Tenant shall be prorated on deemed to have waived the ratio that right to contest the number of days from the commencement of the calendar year to statement. Landlord’s and including such termination date bears to 365. Tenant agrees Tenant’s obligation to pay any additional rent overpayment or deficiency due under the other pursuant to this Section within ten (10) days following receipt shall survive the expiration or termination of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timethis Lease.

Operating Expenses. Tenant shall also pay as additional rent Tenant's ’s pro rata share of the operating expenses Operating Expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's ’s pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time to time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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 ’s account. In any event event, if 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. 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 the Operating Expenses based upon the previous calendar year’s Operating Expenses. 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 pro rated on the ratio that the number of days from the commencement of the calendar year to and including such 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's ’s pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time. Landlord shall maintain books and records showing, in reasonable detail, actual Operating Expenses in accordance with generally accepted accounting principles. All such books and records shall be made available to Tenant for inspection upon reasonable prior notice.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the Building and/or project of which the Leased Premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of BASE YEAR 1998, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee'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 any additional rent payable by Tenant lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction If the additional rent due exceeds $4,500.00, Lessee may pay such amount in two equal payments with the first such payment being due within thirty (30) days after receipt of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building invoice and the second building, as the same may change from time to timepayment due thirty (30) days thereafter.

Operating Expenses. Tenant shall also pay Lessee agrees to pay, as additional rent Tenantrent, Lessee's pro rata share (as determined by the formula set forth in Section 2.02 above) of the operating expenses of Landlord Lessor's Operating Expenses for the BuildingBuilding without deduction or set- off of any kind except as otherwise set forth herein. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated Operating Expenses. As of the date hereof, it is estimated that the Operating Expenses, taxes and insurance for calendar year 2000 will be approximately $2.20 per rentable square foot. Lessor agrees that the Lessee's portion of the Operating Expenses for common area maintenance, less costs of utilities, costs required to meet applicable laws, and capitalized costs of capital improvements and operating expenseefficiency devices, will not exceed seventy- eight cents ($.78) per rentable square foot during the first year of the Term (the "Base Amount"), and will not increase for any year by more than five percent (5%) per year (cumulative) over the Base Amount. Within six (6) four months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Section, the accounting such amount shall be accompanied by evidence credited against the next required payment of a credit to Tenant's accountbase rent. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Section, the accounting 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 Tenant Lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant Provided Lessee is not in default of any terms of this Lease, Lessee shall have the right, at its own expense, to audit Lessor's books relevant to the additional rent payable under this Section. With respect to such audit, Lessee 1) may review Lessor's books during office hours, 2) must perform such audit at the location of Lessor's books, 3) must request such audit within six (6) months of receipt of its annual reconciliation of Operating Expenses, 4) must deliver to Lessor a copy of the results of such audit, 5) may not audit the same calendar year more than one time. If, as a result of such audit, it is determined that the Operating Expenses have been overstated by 3% or more, Lessor shall be required to reimburse Lessee for the costs of such audit. Assignees of Lessee may only audit periods for which they occupy the Leased Premises and subtenants of Lessee shall have no audit rights. Lessee 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. In addition to the Base Rent, Tenant shall also pay a pro rata share of operating expenses of the real estate of which the Premises are part, parking areas, and grounds ("Real Estate"). "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 at the Real Estate, all insurance costs, all costs of labor, material and supplies for maintenance, repair, replacement, and operation of the Real Estate, including but not limited to line painting, lighting, snow removal, landscaping, cleaning, depreciation of machinery and 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 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 additional rent shown in Paragraph 1, by 30,151 square feet. Tenant's pro rata share of the operating expenses of Landlord Operating Expenses shall be determined on an annual basis for each calendar year ending on December 31 and shall be pro rated for the Buildingnumber 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 estimated pro rata share of the Operating Expenses. Landlord may invoice change this amount at any time upon written notice to Tenant. At the end of each year, an analysis of the total year's Operating Expenses shall be presented to Tenant monthly for and Tenant shall pay the amount, if any, by which the Tenant's pro rata share of the Operating Expenses for the year exceeded the amount of the estimated operating expenses for each calendar year, which Operating Expenses paid by Tenant . Said amount shall be adjusted from time-to-time paid by Tenant to Landlord based upon reasonably anticipated operating expense. Within six within thirty (630) months following days after Tenant's receipt of the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Sectionstatement. 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. If this Lease shall terminate on a day terminates at any time other than the last day of a 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, the amount of any additional rent payable by Landlord shall, at its option, provided Tenant applicable to the year is not then 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 termination date bears to 365. Tenant agrees to pay any additional rent due default under this Section within ten (10) days following receipt of Lease, apply the invoice or accounting showing additional rent due. Following development and construction of excess as a second building on the property, as described in Subsection 1.4 above, credit against Tenant's pro rata share set forth other obligations under this Lease or promptly refund such excess to Tenant if the term of this Lease has already expired, in Section 1.9 shall, subject either case without interest 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also In the event, Lessor’s operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $1.18 per square foot, Lessee agrees to pay as additional rent Tenant's Lessee’s pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for Tenant's Lessee’s pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) months ninety days following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee’s pro rata share of the excess operating expenses based upon the previous year’s accounting expenses. 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 Lessee applicable to the year in which the such termination shall occur shall be prorated pro rated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right, at its own expenses and within a reasonable time, to audit Lessor’s books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten twenty (1020) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the actual operating expenses of the building during the calendar year 1996; Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operation expenses. 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 Lessee applicable to the year in which the 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 such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development See Item #2 of Exhibit "B" attached hereto and construction of made a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timepart hereof.

Operating Expenses. (i) ESTIMATED PAYMENTS. Commencing on the Commencement Date and continuing throughout the entire Term, Tenant shall also pay as additional rent Tenant's pro rata share Percentage Share of all Operating Expenses paid or payable by Landlord in each year; provided, however, that Tenant shall pay one hundred percent (100%) of those Operating Expenses arising from Landlord's performance of its obligations under PARAGRAPHS 17.A and Tenant's obligations under PARAGRAPH 17.D. Before commencement of the operating expenses Term and during December of each calendar year or as soon thereafter as practicable, Landlord shall give Tenant notice of its estimate of amounts payable under this PARAGRAPH 5.D.(i) for the Buildingensuing calendar year. Landlord may invoice Tenant monthly for Tenant's pro rata share Such notice shall show in reasonable detail the basis on which the estimate was determined. On or before the first day of each month during the estimated operating expenses for each ensuing calendar year, which amount Tenant shall be adjusted pay to Landlord one twelfth (1/12th) of such estimated amounts, provided that if such notice is not given in December, Tenant shall continue to pay on the basis of the prior year's estimate until the month after such notice is given. If at any time or times it appears to Landlord, in its reasonable judgment, that the amounts payable under this PARAGRAPH 5.D.(i) for the current calendar year will vary from timeits then-to-time current estimate by Landlord based upon reasonably anticipated operating expense. Within six more than five percent (6) months following the close of each calendar year5%),Landlord may, Landlord shall provide Tenant an accounting in its sole discretion, by notice to Tenant, showing in reasonable detail the computations of additional rent due under this Sectionbasis for such variance, revise its estimate for such year, in which case subsequent payments by Tenant for such year shall be based upon such revised estimate. In Landlord's election not to give the event notice described in the accounting shows that foregoing sentence shall not affect Landlord's ability to charge Tenant for, nor Tenant's liability to pay for, any shortfall in the total of the monthly estimated payments for such calendar year previously made by Tenant exceeds the amount of additional rent due by Tenant under this SectionTenant, 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. 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timePARAGRAPH 5.D.(ii).

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 1.8 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Tenant shall also If Lessor's Operating Expenses per net rentable square foot for the Property, in any calendar year during the term of this Lease exceeds the Operating Expense Base, Lessee agrees to pay as additional rent TenantLessee's pro rata share Share of Such Excess Operating Expenses. As used herein, the operating expenses term "Lessee's Share of Landlord Such Excess Operating Expenses" means the amount by which Lessor's Operating Expenses per net rentable square foot for the BuildingProperty exceed the Operating Expense Base, multiplied by the net rentable square feet comprising the Leased Premises. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated increase in operating expenses for each calendar yearyear beginning with calendar year 1997, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six one-hundred twenty (6120) months days following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event 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 accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of the additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any event If the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. If this Lease Lessee shall terminate on have the right at its own expense and within a day other than reasonable time, to audit during Lessor's regular business hours Lessor's books relevant to 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 termination date bears to 365. Tenant under this Section.. Lessee agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay to Landlord, in the manner set forth in Section 8 below, and as additional rent Additional Rent, Tenant's Percentage Share of Operating Expenses attributable to Landlord's operation, management, repair and maintenance of the Building and the portion of Operating Expenses attributable to the operation, management, repair and/or maintenance of the developed Common Facilities of the Project (including, but not limited to, common detention ponds, the central park area, Building and Project roads, Building and Project landscaping, etc.) allocated by Landlord to the Building based upon the Building's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's thereof (as such pro rata share is reasonably determined by Landlord) (collectively, "TENANT'S PERCENTAGE SHARE OF OPERATING EXPENSES"). Landlord shall not allocate to Tenant any portion of Operating Expenses attributable to undeveloped portions of the estimated operating expenses for each calendar yearProject, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total developed portions of the monthly payments made by Tenant exceeds Project held for lease (excluding the amount Building), or developed portions of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Project that are not Common Facilities. Tenant's account. In obligation to pay Tenant's Percentage Share of Operating Expenses during the Term shall survive the expiration or any event the accounting shows earlier termination of this Lease provided that the total of the monthly payments made by Landlord invoices Tenant is less for such amounts no later than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional renttwo (2) years after such expiration or early termination. If this Lease shall commence or terminate on a day other than the first or last day of a calendar year, respectively, the amount of any additional rent Tenant's Percentage Share of Operating Expenses payable by Tenant applicable to the for such calendar year in which the termination shall occur shall be prorated on the ratio that the number basis of days from the commencement a 365 day year and shall be due and payable when rendered notwithstanding termination of this Lease. Tenant's Percentage Share of Operating Expenses allocable to the calendar year in which this Lease commences or terminates shall be deemed to and including have been incurred evenly over the entire twelve (12) month period of such termination date bears to 365calendar year. 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. Following development and construction of "TENANT'S PERCENTAGE SHARE" is a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be percentage equal to a percentage based upon a fraction, the numerator of which is the total area rentable square footage of the Premises divided by the rentable square footage of the Building (as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBasic Lease Information).

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share (a) The amount of the operating expenses Annual Operating Expenses set forth in Section 1 above represents Tenant’s Share of Landlord 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 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 monthly separately from time to time for Tenant's pro rata share ’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) the end of the estimated operating expenses for each calendar yearyear in which the Operating Expenses were incurred, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6ii) months following the close expiration or termination of each calendar yearthis Lease or (iii) at Landlord’s option, a sale of the Building, Landlord shall provide Tenant an accounting showing with a statement of Operating Expenses (“Statement”) for the preceding calendar year or part thereof detailing the actual Operating Expenses incurred by Landlord in reasonable detail the computations of additional rent due under this Sectionsuch preceding calendar year or part thereof. In the event the accounting shows that the total Within thirty (30) days after delivery 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 Statement to Tenant's account. In any event , Landlord or Tenant shall pay to 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. 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 overpayment or deficiency then due from one 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 termination date bears to 365. Tenant agrees to pay other or, at Landlord’s option, if applicable, Landlord may credit Tenant’s account for any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeoverpayment.

Operating Expenses. Within ninety (90) days after each calendar year (hereinafter "Comparison Year") following the Base Year, or within a reasonable time thereafter, Landlord shall furnish to Tenant (i) a statement of actual Operating Expenses for such Comparison Year, and (ii) a notice together with reasonable evidence indicating the increase of Operating Expenses, for such Comparison year, as computed by comparison with the Base Year, and Tenant's Percentage Share of such increase then due. Within 15 days of delivery of said notice to Tenant for such Comparison year, Tenant shall also pay in full the total Percentage Share amount of increase due for such Comparison Year less credit for any estimated increases paid. In addition, said amount of increase shall be used as additional rent Tenant's pro rata share of the operating expenses of Landlord an estimated increase for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar then current year, which and the amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six divided into twelve (612) months equal monthly installments and Tenant shall pay to Landlord, concurrently with the regular monthly rent payment next due following the close delivery to Tenant of each said notice, an amount equal to one (1) monthly installment multiplied by the number of months from January in the calendar yearyear in which said notice is submitted to the month of such payment, Landlord both months inclusive. Subsequent installments shall provide Tenant an accounting showing be payable concurrently with the regular monthly rent payments for the balance of that calendar year and shall continue until the next Comparison Year's notice is delivered. If in reasonable detail any Comparison Year, 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 Tenant's Percentage Share 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 Operating Expenses is less than the amount of additional rent due preceding year, any overpayment made by Tenant under this Section, on the accounting monthly installment basis provided above shall be accompanied by an invoice credited towards the next monthly rent falling due and the estimated monthly installments of Operating Expenses to be paid shall be adjusted to reflect such lower Operating Expenses for the additional rentmost recent Comparison Year. If this Lease shall terminate on a day other than Even though the last day term has expired and Xxxxxx has vacated the premises, when the final determination is made of a calendar year, the amount Tenant's Percentage Share of any additional rent payable by Tenant applicable to Operating Expenses for the year in which this Lease terminates, Tenant shall pay any increase due over the termination shall occur estimated Operating Expenses paid. Any overpayment made in the event said Operating Expenses decrease shall be prorated on the ratio that the number of days from the commencement of the calendar year rebated by Landlord to and including such 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share The amount of the operating expenses Annual Operating Expenses set forth in Section 1(g) above represents Tenant’s Share of Landlord 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 monthly separately from time to time for Tenant's pro rata share ’s Share of any extraordinary or unanticipated Operating Expenses. By March 31st of each year (and as soon as practical after the expiration or termination of this Lease or, at Landlord’s option, after a sale of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar yearProperty), Landlord shall provide Tenant an accounting showing 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 any overpayment or deficiency then due from one to the other. 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 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 detail discretion, determine from time to time the computations method of additional rent due under this Sectioncomputing 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. Tenant shall have the right from time to time, by its accountants or representatives, to inspect and examine all of Landlord’s records relating to the calculation of Operating Expenses payable by Tenant hereunder, as well as to request and receive reasonable invoice support with respect to the same. Landlord shall retain such records for at least 2 years. In the event the accounting shows that the total any such inspection discloses that Tenant has paid an amount in excess of the monthly payments made by Tenant exceeds the amount of additional rent due that payable by Tenant under this Section, the accounting Landlord shall be accompanied by evidence refund such excess to Tenant within 30 days after receipt from Tenant of a credit report substantiating Tenant’s position to Tenant's accountLandlord’s reasonable satisfaction. In addition, in the event that any event the accounting shows such inspection discloses (subject to Landlord’s reasonable satisfaction) that the total Landlord has charged Tenant in excess of the monthly payments made by Tenant is less 3% more than the amount properly chargeable to Tenant, Landlord shall reimburse to Tenant the reasonable costs of additional rent due by such inspection within 30 days after receipt from Tenant under this Section, the accounting shall be accompanied by an invoice of reasonable substantiation 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 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timecosts.

Operating Expenses. Tenant Lessee shall also pay as additional rent TenantLessee's pro rata share of the operating expenses of Landlord Lessor for the Buildingbuilding and/or project of which the leased premises are a part. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six nine (69) months following the close of each calendar year, Landlord Lessor shall provide Tenant an Lessee and accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in the Lease, during the year in which this Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of 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 any additional rent payable by Tenant Lessee 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 termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing the additional rent due. Following development The current estimate of Lessee's share of operating expenses is Two and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area 95/100 Dollars ($2.95) per square foot of the Leased Premises as set forth in Article 1 and the denominator of which shall be paid in addition to and along with base rent. Lessee's prorated share of the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeprojects operating expenses shall be 6.31%.

Operating Expenses. Tenant shall also pay as additional rent to Landlord Tenant's pro rata share ’s Proportionate Share of all of the operating expenses of Landlord Operating Expenses (as hereinafter defined) for the BuildingProperty. Landlord may invoice Tenant shall make such payments in equal monthly installments on the first (1st) day of each month commencing on the Commencement Date. This amount shall be prorated for any partial month, from the Commencement Date and continuing throughout the Term on the first (1st) day of each calendar month during the Term, as Additional Rent, without notice, demand or setoff. The amount of the Operating Expenses represents Tenant's pro rata share ’s Proportionate Share of the estimated operating expenses for Operating Expenses during each calendar year, which amount year on an annualized basis. Landlord anticipates that Tenant’s Proportionate Share of Operating Expenses shall be adjusted from time-to-$2.25 per square foot of the Premises due the first calendar year of the Term. From time by to time Landlord based upon reasonably anticipated operating expensemay adjust such estimated amount if the estimated Operating Expenses increase. Within six (6) months following the close By April 30th of each calendar yearyear (and as soon as practical after the expiration or termination of this Lease in the event of a sale of the Property), Landlord shall endeavor to provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total with a statement of the monthly payments made by Tenant exceeds the actual 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 such Operating Expenses for the additional rentpreceding calendar year or part thereof and Tenant’s Proportionate Share thereof (the “O perating E xpense Statement”). If this Lease Landlord or Tenant shall terminate on a day pay to the other than the last day of a calendar year, the amount of any additional rent payable deficiency or overpayment then due from one to the other within thirty (30) days of Tenant’s receipt of the Operating Expense Statement or, at Landlord’s option, Landlord may credit Tenant’s account for any overpayment. Tenant’s obligation to pay the Operating Expenses pursuant to this Section shall survive the expiration or termination of this Lease. Tenant (or a certified public accountant paid by Tenant applicable but not paid on a contingency basis in whole or in part) shall have the right, but not more than once within any calendar year, to the year in which the termination shall occur examine Landlord's books and records with regard to Operating Expenses, within thirty (30) days after Landlord submits its year-end statement. Tenant's right of examination shall be prorated exercised during reasonable business hours at Landlord's principal office on at least ten (10) business days' notice to Landlord given within thirty (30) days after Landlord submits its year-end statement. As a condition precedent to Tenant's right to audit, Tenant must pay to Landlord all amounts shown as due in the ratio that the number of days from the commencement year-end statement. Tenant shall provide Landlord with a copy of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section auditors report within ten (10) days following after the audit. If the results of Tenant's audit show that Tenant has overpaid Operating Expenses, provided Tenant is not in default in payment Operating Expenses and all other Rent then due under this Lease, the excess will be refunded by Landlord within thirty (30) days after receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth notice specifying the amounts due, unless Landlord in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator good faith disputes Tenant's finding. Nothing contained herein shall permit Tenant any right of which is the total area of the Premises as set forth deduction or set-off. Tenant covenants and agrees that all information obtained from its examination and any agreements with Landlord in Article 1 and the denominator of which connection therewith shall be held in strict confidence by Tenant, its officers, agents, employees and auditors and that no information shall be disclosed to any other parties, including without limitation, other tenants in the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBuilding.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail 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. 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 the 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 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 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. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Operating Expenses shall be defined as the sum of (i) Operating Costs, as defined in Article V, Section 1 of the Prime Lease, (ii) Real Estate Taxes, as defined in Article V, Section 4 of the Prime Lease, and (ii) the costs of Sublandlord's Maintenance Obligations, as defined in Section 10 hereof. If, with respect to any calendar year during the Sublease Term after the Operating Expenses Base Year (Which shall be defined as calendar year 1996), the aggregate amount of Operating Expenses exceeds the Operating Expenses for the Operating Expenses Base Year; Tenant shall also pay to Landlord, as additional rent Additional Rent, the entire amount of such excess. Tenant's pro rata share obligation under this Section 4(b) shall be prorated for partial calendar years at the beginning or end of the operating expenses Term. After the end of Landlord each calendar year included in the Sublease Term, Sublandlord shall send Subtenant a statement showing Operating Expenses (i) for the Buildingcalendar year just ended ("Actual Expenses"), which statement shall be based in part upon information supplied by Sublandlord, and an estimate of Operating Expenses for the then-current calendar year ("Estimated Expenses"). Landlord may invoice Tenant monthly for Tenant's pro rata share Subtenant shall pay Sublandlord on the first day of each month, in advance, as Additional Rent, an amount equal to 1/12th of the estimated operating expenses amount, if any, by which the Estimated Expenses for each the then current calendar year exceed the Operating Expenses for the Operating Expenses Base Year. Such payments shall not bear interest and may be commingled by Sublandlord with any other funds of Sublandlord. If the total amount paid by Subtenant in accordance with (ii) above on account of Operating Expenses for any calendar year during the Sublease Term (i) exceeds the amount due therefor as shown on Sublandlord's statement delivered after the end of such calendar year, which amount such excess shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of credited against the monthly payments made by Tenant exceeds installments of Additional Rent next due (or refunded to Subtenant if the amount of additional rent due by Tenant under this SectionSublease Term has expired, 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 or (ii) is less than the amount due therefor as shown on Sublandlord's statement delivered after the end of additional rent due by Tenant under this Section, the accounting 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 such calendar year, then Subtenant shall pay the amount difference to Sublandlord within 30 days after receipt 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 such statement from the commencement of the calendar year to Sublandlord. Subtenant's rights and including such termination date bears to 365. Tenant agrees to pay any additional rent due obligations under this Section within ten 4(b) with respect to the last calendar year (10or portion thereof) days following receipt included in the Sublease Term shall survive the expiration or termination of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 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 denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timethis Sublease.