Common use of Additional Rent Clause in Contracts

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Rent Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.See Paragraph 54

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums and deductibles relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Rent Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, . Tenant shall pay to Landlord monthly, in advance, Tenant's prorata pro rata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a1) Tenant's ’s proportionate share of all utilities relating to the Complex as set forth in Paragraph 11, and (2) Tenant’s proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b3) Tenant's ’s proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, including reasonable deductibles and the pre-payment of premiums for coverage of up to one year. The amount of earthquake insurance deductibles actually paid shall be amortized ( including interest at the rate of 8% per year on the unamortized cost) over a period of ten (10) years and only the amortized portion during the Term of this Lease shall be included as Additional Rent; and (c4) Tenant's ’s proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d5) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' ’ fees and legal expenses, that may accrue thereto in the event of Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's ’s part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata ’s proportionate share of an amount estimated by Landlord to be Landlord's ’s approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's ’s actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's ’s actual expenditures for said Additional Rent items. Tenant’s payment for such estimated Additional Rent for the Early Access Period as well as in the first twelve (12) months of this Lease shall be $22,600.00 per month. Prior to execution and delivery of this Lease by both parties, Landlord shall provide to Tenant complete and accurate figures setting forth the Additional Rent for each of the two (2) full calendar years preceding the calendar year in which the Lease Commencement Date occurs. The respective obligations of Landlord and Tenant under this paragraph Paragraph 4 shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with Notwithstanding the commencement date provisions of the term of this Original Lease, Tenant this Amended and Restated Lease Agreement is structured as a “triple net” lease. Accordingly, the provisions for Additional Rent based on Operating Expenses and Taxes are rewritten as follows. LESSEE shall also pay to Landlord in addition to the Basic Rent and LESSOR, as Additional Rent following:under the Lease, the following amounts based on LESSEE’S allocable percentage (which is 8.3441%, the ‘‘Allocable Percentage”): (a) Tenant's proportionate share A. Operating Expenses: LESSEE shall be responsible for payment of all Taxes relating Additional Rent attributable to the Complex as set forth in Paragraph 12Operating Expenses for the Building and site, and (b) Tenant's proportionate share of all insurance premiums relating to the Complexbased on LESSEE’S Allocable Percentage. Operating Expenses, as set forth in Paragraph 15Exhibit B hereto, and are the unaudited actuals for calendar year 2006 (c) Tenant's proportionate share of and will be subject to change based on actual costs and expenses incurred for the operation, management, maintenance and repair each of the Building categorized Exhibit B costs and expenses in 2007 and each subsequent year during the Extended Term). “Operating Expenses” shall not include the following: the costs of LESSEE’S improvements and services for which LESSEE or any tenant specifically and directly reimburses LESSOR, or pays third persons at LESSOR’S directions; income or franchise taxes of the LESSOR; the costs incurred in any rehabilitation, reconstruction or other work occasioned by any insured casualty (including common areas i.e. as to which LESSOR is required to carry insurance hereunder), or by the exercise of the right of eminent domain (except to the extent of any so-called “deductible” amount under policies of insurance or any costs actually incurred for which any insurance company does not reimburse or compensate LESSOR or Owner); depreciation of the Building) and common Areas ; general corporate overhead of the Complex LESSOR entity; legal expenses incurred in any direct dispute with any particular tenant (other than those incurred which are of benefit to or protect the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto rights of other tenants in the event Building, generally); costs of Tenant's failure renovations to pay such amounts, other tenants’ spaces; costs of capital improvements; brokerage and all damages, reasonable advertising costs in seeking new tenants; and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part penalties incurred due to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance LESSOR’S willful violation of any direct violation of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedgovernment order.

Additional Rent. Beginning with Prior to the commencement date of each Lease Year --------------- (except the Base Services Year) during the term hereof, Landlord shall furnish Tenant a written statement of the Estimated Costs Allocable to the Premises for such Lease Year and a calculation of the portion of Estimated Costs Allocable to the Premises payable by Tenant as Additional Rent in accordance with this Section. In advance of or before the first day of each month during the term hereof commencing on the first day of this Leasethe first Lease Year following the Base Services Year, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent following: for each month during each such Lease Year: one-twelfth (a1/12th) Tenant's proportionate share of all Taxes relating the amount, if any, by which the Estimated Costs Allocable to the Complex as set forth in Paragraph 12Premises exceed the Base Amount. If at any time or times during any such Lease Year, and (b) Tenant's proportionate share of all insurance premiums relating it appears to Landlord that the Estimated Costs Allocable to the ComplexPremises will vary from Landlord's estimate by more than five percent (5%) on an annualized basis, as set forth in Paragraph 15Landlord may, and (c) by written notice to Tenant's proportionate share of expenses , reasonably revise its estimate for such Lease Year and the operation, management, maintenance and repair portion of the Building Estimated Costs Allocable to the Premises payable by Tenant as Additional Rent as provided herein for such Lease Year shall be accordingly adjusted based on such revised estimate. Notwithstanding the foregoing, Landlord hereby abates and forgives the payment of Additional Rent pursuant to this ARTICLE 9 during the first twelve (including common areas 12) months of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedLease Term.

Additional Rent. Beginning with Commencing on the commencement date of Lease Commencement Date (as determined pursuant Article 2 above) and continuing throughout the term of this LeaseLease Term, in addition to the Base Monthly Rent and to the extent not required by Landlord to be contracted for and paid directly by Tenant, Tenant shall pay to Landlord in addition to as additional rent (the Basic Rent and as “Additional Rent followingRent”) the following amounts: (a) An amount equal to all Property Operating Expenses (as defined in Paragraph 13.12) incurred by Landlord. Payment shall be made by whichever of the following methods (or combination of methods) are from time to time designated by Landlord: (i) Landlord may forward invoices or bills for such Property Operating Expenses to Tenant's proportionate share , and Tenant shall, no later than fifteen (15) days following receipt of all Taxes relating such invoices or bills from Landlord, pay such invoices or bills and deliver satisfactory evidence of such payment to Landlord, and/or (ii) Landlord may b▇▇▇ to Tenant, on a periodic basis not more frequently than monthly, the amount of such Property Operating Expenses (or group of Property Operating Expenses) as paid or incurred by Landlord, and Tenant shall pay to Landlord the amount of such Property Operating Expenses within fifteen (15) days after receipt of a written b▇▇▇ therefor from Landlord, and/or (iii) Except for any Property Operating Expenses which Tenant does not pay for directly in accordance with this Lease, Landlord may deliver to Tenant Landlord’s reasonable estimate of any given Property Operating Expenses (such as Landlord’s Insurance Costs or Real Property Taxes), or group of Property Operating Expenses, which it reasonably estimates will be paid or incurred for the ensuing calendar or fiscal year, in an amount as Landlord may reasonably determine, and Tenant shall pay to Landlord an amount equal to the Complex as estimated amount of such expenses for such year in equal monthly installments during such year with the installments of Base Monthly Rent. Landlord reserves the right to change from one of the three options set forth in this Paragraph 123.2(a) to another, andfrom time to time, the methods of billing Tenant for any given expense or group of expenses or the periodic basis on which such expenses are billed. Landlord shall give Tenant reasonable prior written notice of any such change. (b) Tenant's proportionate Landlord’s share of all insurance premiums relating to the Complex, consideration received by Tenant upon certain assignments and sublettings as set forth in Paragraph 15, andrequired by Article 7. (c) Tenant's proportionate share of expenses for the operation, management, maintenance Any legal fees and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, costs that Tenant is obligated to pay or reimburse to Landlord pursuant to Article 13; and (d) All charges, costs and expenses, which Any other charges or reimbursements due Landlord from Tenant is required pursuant to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In Tenant shall pay the event Real Property Taxes directly to the applicable taxing authority. Tenant shall make such payments and deliver satisfactory evidence of nonpayment by Tenant of Additional Rentpayment to Landlord no later than ten (10) days before such Real Property Taxes become delinquent. Notwithstanding the foregoing, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment right to contest the amount or validity of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthlyany Real Property Taxes, in advancewhole or in part, Tenant's prorata share of an amount estimated by Landlord appropriate administrative and legal proceedings, and to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects instruct Tenant to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance postpone payment of any such contested Real Property Taxes pending the prosecution of the terms, covenants such proceedings and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedappeals.

Additional Rent. Beginning with the commencement date In addition to Base Rent, Subtenant shall also pay to Wind River, all Subtenant's Proportionate Share (as defined below) of Property Taxes and Operating Expenses (as those terms are defined in Paragraph 4 of the term Master Lease) and all other costs incurred by Wind River in performing to its obligations under the Master Lease as they relate to the Sublease Premises, other than costs due to Sublandlord's gross negligence or willful misconduct or violation of the Master Lease (except if such violation is caused by Subtenant) ("Additional Rent"). Notwithstanding the foregoing or anything to the contrary in this Sublease, any Additional Rent that is (i) payable as a result of a default by Subtenant or as a result of the negligence or willful misconduct of Subtenant or any of its agents, employees or contractors, or (ii) incurred for the sole benefit of Subtenant or the Sublease Premises shall not be pro rated between Wind River and Subtenant and shall be the sole responsibility of Subtenant. Additional Rent shall be payable by Subtenant following three (3) days prior notice by Wind River, and otherwise no less than five (5) business days prior to the date Wind River must pay such amounts to Master Landlord. As used herein, Subtenant's Proportionate Share shall be equal to a fraction, the numerator of which is the rentable square footage of the Sublease Premises, the denominator is which is 44,000. Upon Subtenant's request, Sublandlord shall exercise Sublandlord's right to audit the Master Landlord's determination of Property Taxes and Operating Expenses in accordance with Paragraph 4 of the Master Lease, Tenant ; provided that (i) Subtenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair costs of such audit (unless Master Landlord is liable therefor in accordance with Paragraph 4 of the Building (including common areas of the BuildingMaster Lease) and common Areas of the Complex (ii) any overcharge or undercharge determined from such audit will be allocated to Subtenant in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of TenantSubtenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this LeaseProportionate Share. In the event Sublandlord independently decides to audit Master Land▇▇▇▇'▇ ▇etermination of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights Property Taxes and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) Operating Expenses at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demandits expense, any amount of actual expenses expended by Landlord in excess of said estimated amount, overcharge or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be undercharge determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If from such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall will be credited allocated to TenantSubtenant in Subtenant's account within thirty (30) days after the audit is concludedProportionate Share.

Additional Rent. Beginning with 28.1 Tenant hereby covenants and agrees to pay as additional rent the commencement date amounts as set forth hereinbelow. 28.2 Tenant's Proportionate Share of the term total annual real estate taxes, assessments, (including special assessment), personal property tax, sewer rents, rates and charges (hereinafter referred to as the "Real Estate Taxes") which shall be levied, imposed or assessed upon the Real Property. Taxes are paid quarterly by the Landlord and appropriate billing will be submitted to the Tenant quarterly, setting forth the amount of the taxes paid or to be paid, at which time the Tenant will be required to pay said amount to the Landlord as additional rent hereunder. 28.3 During the Term of this Lease, Tenant shall pay to Landlord its Proportionate Share of the Landlord's Operating Expenses. 28.4 The "Landlord's Operating Costs" shall be the cost and expense of operating and maintaining the Building and the Real Property, including the Common Facilities, in addition a manner deemed by Landlord to be reasonable and appropriate and for the Basic Rent best interests of the Entire Premises, including, without limitation, all reasonable costs and reasonable expenses of operating, maintaining, managing, repairing, replacement, lighting, cleaning, painting, stripping, insuring, policing and securing (including the cost of uniforms, equipment and all employmant taxes), heating, ventilating and air-conditioning the Common Facilities or the Entire Premises as Additional Rent following: (a) Tenant's proportionate share a whole; each and every expense incurred in connection with the ownership, administration, management, operation and maintenance of all Taxes the Entire Premises, including, but not limited to, wages, salaries and fees paid to persons either employed by Landlord or engaged as independent contractors in the operation of the Entire Premises and such other typical items of expense as indicated below; operating and maintaining any sprinkler system serving the Entire Premises, as a whole or the Common Facilities; any electrical, gas, water and sewer costs and charges relating to the Complex Common Facilities or the Entire Premises as set forth a whole (except to the extent separately charged to Tenants); taxes, insurance, including liability insurance for personal injury, death and property damage, flood insurance (if required by mortgagee), insurance against fire, extended coverage and such other casualty insurance as Landlord shall deem appropriate, rental insurance, boiler and machinery insurance, insurance against liability for defamation (except to the extent separately charged to Tenants); plate glass insurance for glass exclusively serving the area in Paragraph 12which the Common facilities are from time to time located or the Entire Premises as a whole: cleaning costs, and (b) Tenant's proportionate share including, but not limited to, window cleaning, general office cleaning, cleaning of all insurance premiums common areas; service contracts, including but not limited to; contracts for elevator service, HVAC service, rubbish removal, carting, janitorial and watchman services and snow removal; costs of landscaping; cost of insurances fees and/or salaries of superintendents, engineers, custodians; towel service for common lavatories; removal of snow, ice and debris; regulation of traffic; costs and expenses of inspection and personal property taxes and other charges incurred in connection with such equipment; costs and expenses of replacement of paving, curbs, walkways, landscaping, drainage, pipes, ducts, conduits, lighting facilities and similar items; costs and expenses of repairing and other structural repairs relating to the ComplexEntire Premises; or if reimbursed to Landlord within the scope of fire or other casualty insurance coverage; costs and expense of planting, as set forth in Paragraph 15replanting and replacing flowers, and (c) Tenant's proportionate share shrubbery and planters; services, if any, furnished by Landlord for non-exclusive use of expenses for all Lessees on a non-profit basis, including parcel pick-up and delivery services and shuttle bus services. Provided, however, to the operation, management, maintenance and repair of the Building (including extent that any common areas of such as waiting or reception areas are limited to some but not all Tenants, then only those Tenants to whom the Building) and common Areas of the Complex facility is limited shall share pro rata in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply accordance with the terms of this Leaseaforementioned formula. In the event of nonpayment by Tenant of Additional RentLandlord shall, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. in writing, designate those limited Common Facilities. 28.5 The Additional Rent due charges required hereunder shall be paid to by Tenant in monthly installments with monthly installments of Annual Basic Rent in such amounts as are estimated by Landlord, together with such additional amounts and credits invoiced by Landlord or as and when Landlord's agent (i) within five days Operating Costs for taxes and insurance and any accounting year of Landlord have been determined, within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent itemsstatement therefor. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Upon Tenant's sole expensereasonable notice, to auditLandlord shall make available for Tenant's inspection, at a mutually convenient time at Landlord's officeduring normal business hours, Landlord's records relating to Landlord's Operating Costs for the foregoing expensesperiod covered by any invoice. Such audit must be conducted by Failure of Landlord to provide the statement called for hereunder, within the time prescribed, shall not discharge Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basisfrom its obligation hereunder. If In the event of any overpayment, such audit reveals that Landlord has overcharged Tenant, the amount overcharged overpayment shall be credited refunded to Tenant's account within thirty (30) days after . In the audit is concludedevent Landlord or any mortgagee should require any particular Operating Cost to be escrowed, such escrow items shall be paid by Tenant.

Additional Rent. Beginning with (a) At least five (5) days prior to each date on which any payment on account of Additional Rent is required to be paid by Carlo Pazolini to CIT pursuant to the commencement date terms of the term Sublease or to Landlord pursuant to the terms of this the Lease, Tenant Mesoblast shall pay to Landlord Carlo Pazolini the corresponding amount due to CIT pursuant to this Sub-Sublease. In addition, commencing on January 1, 2015, at least five (5) days prior to each date thereafter on which any payment in addition to the Basic Rent and respect of Taxes (as Additional Rent following: (adefined in Section 3.01(D) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building Lease) (including common areas “CP’s Tax Payment”) and Operating Expenses (as defined in Section 3.03(E) of the BuildingLease), (“CP’s Operating Payment”) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid by Carlo Pazolini to Landlord or Landlord's agent (iCIT pursuant to Section 4(c) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of LandlordSublease, Tenant Mesoblast shall pay to Landlord monthly, in advance, Tenant's prorata share Carlo Pazolini the amounts by which CP’s Tax Payment and CP’s Operating Payment exceed the respective amounts of an amount estimated CP’s Tax Payment and CP’s Operating Payment payable by Landlord Carlo Pazolini to be Landlord's approximate average monthly expenditure CIT for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a 2014 calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty ten (3010) days after receipt of Landlord's reconciliation’s Statement, Tenant Carlo Pazolini shall have furnish to Mesoblast a statement setting forth CP’s Tax Payment payable on June 1 and December 1 of the rightfollowing calendar year and CP’s Operating Payment payable each month for the following calendar year, at which statement shall be based on the corresponding statements or estimates received from Landlord or CIT, as applicable, for such year. In addition, Carlo Pazolini shall furnish to Mesoblast, promptly after receipt thereof by Carlo Pazolini, copies of (i) any Landlord Statements (as defined in the Lease) or Landlord estimates with respect to Tenant's sole expense’s Operating Payments or Tenant’s Tax Payments (each of such terms, to auditas defined in the Lease) received from Landlord or CIT and (ii) any notices, at a mutually convenient time at Landlord's office, Landlord's records estimates or statements received from CIT relating to CP’s Operating Payments and/or CP’s Tax Payments. If Carlo Pazolini shall receive any refund or credit with respect to any overpayment by Carlo Pazolini of CP’s Operating Payments and/or CP’s Tax Payments for any year with respect to which Mesoblast has made payments of Additional Rent for same pursuant to this Paragraph 4(a), Carlo Pazolini shall within ten (10) business days after receipt of such refund pay to Mesoblast or credit against Additional Rent payments next coming due hereunder the foregoing expensesportion of such refund that relates to the respective Additional Rent paid by Mesoblast under this Paragraph 4(a) for such year. (b) Mesoblast shall pay for electricity supplied to the Subleased Premises directly to the utility company providing such electrical service pursuant to Section 33 of the Sublease. Such audit must Mesoblast shall also have usage control over the HVAC package unit located within the Subleased Premises and shall be conducted by Tenant or an independent nationally recognized accounting firm that is entitled to utilize one (1) conduit benefitting the Subleased Premises in accordance with Section 33 of the Sublease. (c) In the case of any of Additional Rent payments which are not being compensated by Tenant or other third party due on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenantregular basis on the first day of the month, Carlo Pazolini shall give Mesoblast notice of the due date and amount overcharged thereof promptly after its receipt of an invoice from CIT or Landlord, and Mesoblast shall be credited make payment to Tenant's account Carlo Pazolini (or if permitted by CIT or Landlord, directly to CIT or Landlord, as applicable) in each case within thirty ten (3010) days after its receipt of such notice together with a copy of the audit related ▇▇▇▇ and/or supporting documentation received from CIT and/or Landlord, as applicable, except where a shorter period is concludedspecified in this Sub-Sublease.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord or to Landlord's designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 9, and (b) All insurance premiums and deductibles relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent, and (d) all prorated costs and expenses related to the Ardenwood Property Owners' Association as set forth in Paragraph 53. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata pro rata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, discretion as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this Lease, . Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums and deductibles relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas area of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five (5) days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional additional Rent and/or (ii) at the option of Landlord, . Tenant shall pay to Landlord monthly, in advance, Tenant's prorata prorate share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent itemsItems, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of for the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. Landlord shall be provided a complete copy of said audit at no expense to Landlord. If such audit reveals that Landlord has overcharged TenantTenant and the audit is not challenged by Landlord, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year pricing such expiration or termination bears to 365.

Additional Rent. Beginning with the commencement date of Commencement Date (with regards to the term of this Lease1020 Space) and beginning with the 1060 Additional Rent Commencement Date (with regards to the 1060 Space), Tenant shall pay to Landlord the following, in addition to the Basic Rent and as Additional Rent, whether or not the same to be designated as such, and Additional Rent followingshall be included in the term “rent” wherever used in this Lease; and, unless another time shall be expressly provided for the payment thereof, all rent and Additional Rent shall be due and payable together with the next succeeding installment of Basic Rent; and Landlord shall have the same remedies for failure to pay the same as for a nonpayment of Basic Rent: (a) Tenant's ’s proportionate share of expenses for the operation, management, maintenance and repair of the building(s) (including common areas of the building(s)) in which the Premises are located and Common Areas of the Complex as set forth in Article 7, and (b) Tenant’s proportionate share of all utilities relating to the building(s) in which the Premises are located as set forth in Article 11, and (c) Tenant’s proportionate share of all Real Property Taxes relating to the Complex as set forth in Paragraph Article 12, and (bd) Tenant's ’s proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph Article 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (de) All charges, costs and expenses, expenses which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses expenses, including attorneys' ’ fees and legal expenses, that may accrue thereto in the event of Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's ’s part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata ’s proportionate share of an amount estimated by Landlord to be Landlord's ’s approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's ’s actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's ’s actual expenditures for said Additional Rent items. If the 1060 Building does not have at least one hundred percent (100%) of the rentable area thereof occupied at all times during any calendar year period during the demised term, then the variable portion of all charges, costs and expenses which Tenant is required to pay herein (including expenses for the operation, management, maintenance and repair of the 1060 Building [including common areas of the 1060 Building] and Common Areas of the Complex, all utilities relating to the 1060 Building and the Complex, and all Real Property Taxes and insurance premiums relating to the Complex) (herein, the “Operating Expenses”) for such period shall be deemed to be equal to the total of the variable portion of such Operating Expenses which would have been incurred by Landlord if one hundred percent (100%) of the rentable area of the 1060 Building had been occupied for the entirety of such calendar year with all tenants paying full rent, as contrasted with free rent, half rent or the like. Tenant’s payment for such Additional Rent as of the commencement of the term of this Lease shall be Twenty Two Thousand Dollars ($22,000.00) per month with respect to the 1020 Space and Eleven Thousand One Hundred Dollars ($11, 100.00) per month with respect to the 1060 Space. The respective obligations of Landlord and Tenant under this paragraph Article shall survive the expiration or other termination of the demised term of this Lease, and if the demised term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the demised term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty Landlord shall endeavor to provide Landlord’s reconciliation statement for the final year of the demised term of this Lease to Tenant no later than one hundred eighty (30180) days after receipt following the expiration of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to last fiscal year of the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludeddemised term of this Lease.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this LeaseCommencement Date, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a1) Tenant's proportionate share ’s Proportionate Share of all utilities relating to the Complex as set forth in Paragraph 11, and (2) Tenant’s Proportionate Share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b3) Tenant's proportionate share ’s Proportionate Share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c4) Tenant's proportionate share ’s Proportionate Share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d5) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' reasonable attorney’s fees and legal expenses, that may accrue thereto in the event of Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord landlord may incur by reason of default of Tenant or failure on Tenant's ’s part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's ’s prorata share of an amount estimated by Landlord to be Landlord's ’s approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's ’s actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's ’s actual expenditures for said Additional Rent items. Landlord shall provide the annual reconciliation by April 1 of the following year. Tenant shall have the right, during Landlord’s regular business hours and on reasonable prior notice, to inspect, at the location of Landlord’s accounting records, Landlord’s books and records regarding Additional Rent for the expense year to which the annual reconciliation relates. The inspection of Landlord’s books and records may be conducted by Tenant’s employee or a reputable certified public accountant (i.e., a member of a reputable, independent, nationally or regionally recognized certified public accounting firm, who has experience reviewing financial operating records of office building landlords; provided that such accountant is not retained by Tenant on a contingency fee basis). If such inspection reveals that the amount of Additional Rent billed to Tenant was incorrect, the appropriate party shall pay to the other party the deficiency or overpayment, as applicable, within thirty (30) days following delivery of the inspection, without interest. All costs and expenses of the inspection shall be paid by Tenant unless the final determination in the arbitration is that Landlord overstated Additional Rent by more than five percent (5%) for the applicable expense year, in which case Landlord shall pay all costs and expenses of the arbitration. Landlord shall maintain its accounting records of Additional Rent for at least three (3) years following the expiration or earlier termination of this Lease. Tenant’s payment for such estimated Additional Rent as of the commencement of the Term of this Lease shall be Twenty Nine Thousand Nine Hundred Fifty Two and 36/100 ($29,952.36) Dollars per month ($1.14 x 26,274 s.f. = $29,952.36). Any payments required to be made by Tenant for Additional Rent shall be made by check or instrument separate from that check or instrument used by Tenant to make any payments for Basic Rent pursuant to paragraph 4 A. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty The following square footages are stated for reference: ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (30Building I) days after receipt 155,489 s.f. ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (Building II) 172,185 s.f. ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ (Building III) 66,426 s.f. Total square footage 394,100 s.f. Tenant’s percentage occupancy is therefore as follows: Percent of Landlord's reconciliationBuilding IIII 26,274 ÷ 66,426 = 39.5538% Percent of Complex 26,274 ÷ 394,100 = 6.6668% In no event shall any re-measurement of the Premises, Tenant shall have Building and/or Complex increase Tenant’s pro-rata share of Additional Rent during the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedterm.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord or to Landlord's designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 9, and (b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, discretion as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) Lease)in which case Landlord shall credit such amount towards cure of Tenant's default and, once default is cured, return any balance to Tenant any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with During the commencement date of the term of this LeaseTerm, Tenant shall pay to Landlord in addition to paying the Basic Monthly Rent specified in Section 3.1 above, Subtenant shall pay Subtenant’s Share of the annual “Operating Cost Share Rent,” “Tax Share Rent,” and “Additional Rent” (all as Additional Rent following: (adefined in Section 2(a) Tenant's proportionate share of all Taxes relating the Master Lease) allocated to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair tenants of the Building under the Master Lease and payable during the Term. “Subtenant’s Share” shall mean Twenty and Forty-Nine Tenths percent (including common areas 20.49%), based upon the ratio of the Building) and common Areas number of rentable square feet of the Complex Sublease Premises to the total number of rentable square feet in which the Premises are located as set forth in Paragraph 7Building (i.e., and (d) All charges, costs and expenses, which Tenant is required to pay hereunder23,191 rentable square feet divided by 113,193 rentable square feet). Such payments by Subtenant, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, any and all damages, reasonable costs and expenses which Landlord may incur other amounts payable by reason of default of Tenant or failure on Tenant's part Subtenant to comply with Sublandlord pursuant to the terms of this Sublease (not including Monthly Rent), are hereinafter referred to as the “Additional Rent.” The calculation, payment and reconciliation of the Additional Rent payments by Subtenant and Sublandlord shall be made in the same manner as between Landlord and Tenant under Section 2(c) of the Master Lease. In Sublandlord shall, at Sublandlord’s option, credit or refund to Subtenant Subtenant’s Share of any Additional Rent overpayments received by Sublandlord under the event Master Lease and shall do so within at least 30 days after receipt of nonpayment by Tenant of overpaid funds from Landlord, and Subtenant shall pay to Sublandlord any Additional Rent underpayments prior to the date due from Sublandlord under the Master Lease. Additionally, the Subtenant shall pay, as Additional Rent, Landlord shall have all its proportionate share (20%) of the rights Sublandlord’s portion of the Building’s engineering and remedies with respect thereto as Landlord has for nonpayment of rentfacility services contract which is billed separately from the Building Operating Cost Share Rent by the Landlord. In 2013 the Subtenant’s proportionate share is Seventeen Hundred and Ninety-One Dollars ($1,791) per month. The contract has escalations of three percent (3%) in years 2014 and 2015. The contract will be re-negotiated in 2016. If any utilities serving the Sublease Premises are separately metered, Subtenant shall pay all costs of the same attributable to the Sublease Premises directly to the providing utility. Subtenant shall also pay Sublandlord for (i) expenses incurred by Sublandlord to the extent that they relate directly to the Sublease Premises and to no other portion of the Property, and (ii) Subtenant’s pro rata share, based on the ratio of the number of rentable square feet of the Sublease Premises to the total number of rentable square feet in the Premises, of other reasonable expenses incurred by Sublandlord during the Term which are directly related to maintaining, operating and repairing the Building, to the extent such expenses are not included in the items set forth in the first paragraph of this Section 3.2. The expenses described in the preceding two sentences shall be included within “Additional Rent due hereunder Rent.” All invoices for such costs shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and by Subtenant within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at receipt of invoice. The expenses described in the option second sentence of Landlordthis paragraph shall not include, Tenant shall pay to Landlord monthlywithout limitation, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days any expenses of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole type and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord kind which are described in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any Section 2(d)(ii) of the termsMaster Lease. Sublandlord shall, covenants and conditions of this Lease) at Sublandlord’s option, credit or refund to Subtenant any amount of estimated payments made overpayments received by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant Sublandlord under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) do so within at least 30 days after receipt of overpaid funds from Landlord's reconciliation, Tenant shall have the right. Subtenant and Sublandlord may enter into a separate agreement, at Tenant's the Sublandlord’s sole expensediscretion, for additional services to audit, be provided by the Sublandlord at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedSubtenant’s additional cost.

Additional Rent. Beginning with Commencing on the commencement date of Lease Commencement Date (as determined pursuant to Paragraph 2.3 above) and continuing throughout the term of this LeaseLease Term, in addition to the Base Monthly Rent and to the extent not required by Landlord to be contracted for and paid directly by Tenant, Tenant shall pay to Landlord as additional rent (the “Additional Rent”), cash or other immediately available good funds in addition to the Basic Rent and as Additional Rent followingfollowing amounts: (a) An amount equal to all Property Operating Expenses (as defined in Article 13) incurred or to be incurred by Landlord. Payment shall be made by whichever of the following methods (or combination of methods) is (are) from time to time designated by Landlord: (i) Landlord may forward invoices or bills for such expenses to Tenant's proportionate share of all Taxes relating , and Tenant shall, no later than ten (10) days prior to the Complex due date, pay such invoices or bills and deliver satisfactory evidence of such payment to Landlord, and/or (ii) Landlord may ▇▇▇▇ to Tenant, on a periodic basis not more frequently than monthly, the amount of such expenses (or group of expenses) as set forth paid or incurred by Landlord, and Tenant shall pay to Landlord the amount of such expenses within ten days after receipt of a written ▇▇▇▇ therefor from Landlord, and/or (iii) Landlord may deliver to Tenant Landlord’s reasonable estimate of any given expense (such as Landlord’s Insurance Costs or Real Property Taxes), or group of expenses, which it anticipates will be paid or incurred for the ensuing calendar or fiscal year, as Landlord may determine, and Tenant shall pay to Landlord an amount equal to the estimated amount of such expenses for such year in Paragraph 12, andequal monthly installments during such year with the installments of Base Monthly Rent. Landlord reserves the right to revise such estimate from time to time. Landlord reserves the right to change from time to time the methods of billing Tenant for any given expense or group of expenses or the periodic basis on which such expenses are billed. (b) Tenant's proportionate Landlord’s share of all insurance premiums relating to the Complex, consideration received by Tenant upon certain assignments and sublettings as set forth in Paragraph 15, andrequired by Article 7. (c) Tenant's proportionate share of expenses for the operation, management, maintenance Any legal fees and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, costs that Tenant is obligated to pay or reimburse to Landlord pursuant to Article 13; and (d) All charges, costs and expenses, which Any other charges or reimbursements due Landlord from Tenant is required pursuant to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. Notwithstanding the foregoing, Landlord may elect by written notice to Tenant to have Tenant pay Real Property Taxes or any portion thereof directly to the applicable taxing authority, in which case Tenant shall make such payments and deliver satisfactory evidence of payment to Landlord no later than ten (10) days before such Real Property Taxes become delinquent. In the event of nonpayment by Tenant of Additional Rentis responsible to pay taxes directly, Landlord shall have all the rights no obligation to make such payments, whether or not Landlord receives evidence of payment from Tenant, and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthlyin all cases be responsible for any fines, in advancepenalties, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure interest and damages for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedlate payment.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord or to Landlord's designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 9, and (b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five (5) days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, discretion as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. Landlord shall be provided a complete copy of said audit at no expense to Landlord. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with A. Any amount required to be paid by Tenant hereunder (in addition to Minimum Annual Rent) and any charges or expenses incurred by Landlord on behalf of Tenant pursuant to the commencement date of the term terms of this LeaseLease shall be considered “Additional Rent” payable in the same manner and upon the same terms and conditions as the Minimum Annual Rent reserved hereunder except as set forth herein to the contrary. Any failure on the part of Tenant to pay such Additional Rent when and as the same shall become due shall entitle Landlord to the remedies available to it for non-payment of Minimum Annual Rent. B. In addition to the Minimum Annual Rent, Tenant shall pay to Landlord in addition to for each calendar year during the Basic Rent and Lease Term, as Additional Rent following: (a) Rent, Tenant's proportionate share ’s Proportionate Share of all costs and expenses incurred by Landlord during the Lease Term for Real Estate Taxes relating (as hereinafter defined), Insurance Premiums (as hereinafter defined) and Operating Expenses (as hereinafter defined) for the Building and Common Areas within the Project. C. For purposes of this Lease, “Operating Expenses” shall mean all of Landlord’s reasonable expenses for operation, repair, replacement, and maintenance to keep the Complex Building and Common Areas in good order, condition and repair pursuant to Section 7.02B hereof, together with an annual management or administrative fee in the amount of two percent (2%) of Landlord’s annual gross rental income from the Building. The Operating Expenses shall include, but not be limited to, utilities serving the Common Areas, insurance deductibles actually paid by Landlord as a result of a casualty claim, but in no event exceeding $25,000 per occurrence; stormwater discharge, license, permit, inspection and other fees, except as otherwise set forth below; fees and assessments imposed by any covenants or owners’ association in Paragraph 12, and effect as of the effective date hereof (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, without amendments that would unreasonably increase such fees and assessments); security services; and maintenance and repair of the Building driveways, parking areas (including common areas snow removal), exterior lighting, landscaped areas, walkways, curbs, drainage strips, storm conveyance systems and sewer lines, exterior walls, roof repairs and gutters. The cost of any Operating Expenses which are of a capital nature shall be amortized over the Building) and common Areas useful life of the Complex in which the Premises are located as set forth in Paragraph 7, and such improvement (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amountsunder generally accepted accounting principles), and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with only the terms annual amortized portion shall be included in Operating Expenses. For purposes of this Lease. In the event of nonpayment , any improvements performed by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended expenditures made by Landlord in excess of said estimated amount$5,000.00 shall be deemed to be of a “capital” nature and the costs thereof shall be amortized as set forth above. Operating Expenses shall exclude expenses due to: (i) intentionally omitted; (ii) intentionally omitted; (iii) painting, redecorating or other work that Landlord refunding to Tenant (providing Tenant is not in default in the performance of performs for any other tenant or prospective tenant of the termsBuilding; (iv) repairs or other work (including rebuilding) occasioned by fire, covenants and conditions of this Lease) any amount of estimated payments made by Tenant windstorm or other casualty in excess of Landlord's actual expenditures deductibles not to exceed $25,000 per occurrence or by condemnation; (v) any costs that are separately charged to and payable by tenants or for said Additional Rent items. The respective obligations which Landlord is compensated by insurance proceeds or warranties; (vi) leasing commissions and expenses of Landlord procuring tenants, including lease concessions and Tenant lease take-over obligations; (vii) depreciation; (viii) interest on and amortization of debt; (ix) taxes of any nature, including Real Estate Taxes and assessments (payment of which is specifically addressed in Section 3.02B above) and interest and penalties for late payment of taxes; (x) rent payable under any lease to which this paragraph shall survive the expiration Lease is subject; (xi) supervisory personnel or property managers , whether on-site or off-site; (xii) costs and expenses of enforcing leases against tenants, including legal fees; (xiii) managing agents’ commissions, fees, or other termination similar compensation howsoever characterized other than as expressly provided herein; (xiv) all administration costs, including, without limitation, personnel, office expenses, and supplies, other than as expressly provided herein; (xv) expenses resulting from any violation by Landlord of the term terms of any lease of space in the Building or of any ground or underlying lease or any mortgage; (xvi) the repair of any part of the Common Areas that was inadequately designed or defectively constructed; (xvii) intentionally omitted; (xviii) insurance (payment of which is specifically addressed in Section 3.02B above); (xix) payments of deductible amounts under insurance policies, except as specifically provided above; (xx) expenses for vacant or vacated space, including utility, security and renovating costs for such space; (xxi) all costs and expenses associated with any environmental clean-up work of Hazardous Materials existing on the Project prior to the Commencement Date of the Lease or occurring thereafter as a result of the actions of Landlord, its agents, employees or contractors, or any third parties to the extent Landlord has recovered such costs from third parties (Landlord agrees to diligently pursue such recovery); (xxii) any costs and expenses associated with Landlord’s compliance with Legal Requirements pursuant to Section 7.04 hereof, except to the extent compliance is required because of amendments, changes, or modifications to the Legal Requirements which become effective after the date of this LeaseLease (subject to being amortized as a capital item as set forth above); (xxiii) seasonal/holiday display items; (xxiv) Landlord’s profit, administrative and overhead costs (including, but not limited to: office space, equipment and utilities whether on-site or off-site; legal, accounting or administrative services; and Landlord’s personnel), other than expressly provided herein, (xxv) stormwater discharge, license, permit, inspection and other fees associated with the initial construction of the Building or the Common Areas; and (xxvi) replacement costs for the foundation, exterior walls, structural frame and roof of the Building, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined driveways and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedparking areas.

Additional Rent. Beginning with the commencement date A. As part of the term consideration for the execution of this LeaseLease Agreement, Tenant shall pay to Landlord and in addition to the Basic Base Rent specified above, Tenant covenants and agrees to pay, for each calendar year during the Term, as additional rent (the “Additional Rent following: Rent”), Tenant’s pro rata share of the Operating Expenses (aas hereinafter defined) for that year. Tenant’s pro rata share shall be a fraction, the numerator of which is the Net Rentable Area in the Manufacturing Space plus the Net Rentable Area of the Interior Mechanical Space and the denominator of which is the Net Rentable Area in the Building, excluding the Net Rentable Area of the Exterior Mechanical Space and any other exterior mechanical space in, on or about the Building, which shall not be included in the calculation of Tenant’s pro rata share of Operating Expenses. Notwithstanding the foregoing sentence, in regards to the Interior Mechanical Space, Tenant’s pro-rata share of Operating Expenses (i) shall not include a component for janitorial services for such space, as janitorial services will not be furnished by Landlord to such space; and (ii) Tenant's proportionate ’s share of all Taxes relating heating, ventilation and air conditioning (“HVAC”) costs for such space will be billed back in accordance with Exhibit H and H-1 of this Lease Agreement and will be equal to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating HVAC costs attributable to the ComplexInterior Mechanical Space. B. All Operating Expenses shall be determined in accordance with generally accepted accounting principles, consistently applied and shall be computed on the accrual basis. The term “Operating Expenses” as set forth used herein shall mean all expenses, costs and disbursements in Paragraph 15connection with the ownership, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building Building, the Land, related pedestrian walkways, landscaping, fountains, roadways and parking facilities (including common areas of the Building) and common Areas of the Complex in which the Premises are located Garage [as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amountsdefined on Exhibit C]), and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part such additional facilities to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of service any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant foregoing in excess of subsequent years as may be necessary or desirable in Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive ’s reasonable discretion (the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar yearBuilding, the actual Additional Rent incurred for Land and said additional facilities being hereinafter sometimes referred to as the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation“Complex”), Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating including but not limited to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.following:

Additional Rent. Beginning with In addition to Monthly Base Rent, commencing on the commencement date Commencement Date and continuing each month thereafter throughout the remainder of the term of this LeaseTerm, Tenant Sublessee shall pay to Landlord in addition to the Basic Rent and Sublessor as Additional Rent following: additional rent under this Sublease (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of “Sublease Additional Rent”), Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlordtime that Sublessee pays Monthly Base Rent or, Tenant shall pay to Landlord monthlyif so notified by Sublessor in writing, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant twenty (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (3020) days after receipt of Landlord's reconciliationSublessor’s invoice therefor, Tenant shall have one hundred percent (100%) (“Sublessee’s Share”) of all “Additional Rent” (as defined in Section 4.05(a) of the rightMaster Lease, at Tenant's sole expense, and hereinafter referred to audit, at a mutually convenient time at Landlord's office, Landlord's records relating as “Master Lease Additional Rent”) with respect to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or Subleased Premises during the Term, including, without limitation, all taxes, assessments, fees and other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenantimpositions payable in accordance with the provisions of Article XI of the Master Lease, insurance in accordance with the provisions of Article VII of the Master Lease, operating charges and Common Area facility use privilege charges with respect to the amenities/athletic facility (in lieu of any separate use charge to employees who use said facility, the amount overcharged baseball and soccer fields), as well as maintenance, repair and replacement costs and expenses, utility charges and other costs and charges allocable to the Common Area and the Common Area facilities and the Outside Areas of the Subleased Premises, all in accordance with the provisions of Article VI of the Master Lease, and any other charges, costs and expenses (including appropriate reserves therefor) which are contemplated or may arise under any provision of the Master Lease during the Term, plus the Management Fee described in Section 4.05 (a) of the Master Lease, payable by Sublessor under the Master Lease during the Term. Pursuant to Section 4.05(b) of the Master Lease, Master Lessor is required to provide a “Lessor’s Statement” of the actual expenses for the Premises as compared to the estimated payments made throughout the applicable calendar period. Following Sublessor’s receipt of such Lessor’s Statement from Master Lessor, Sublessor shall promptly forward a copy to Sublessee, and there shall be credited an adjustment between Sublessor and Sublessee for any over- or under- payment of such Master Lease Additional Rent items for the preceding calendar period, with payment to Tenant's account Sublessor or credit to Sublessee against the next installment of Sublease Additional Rent (or refund following the expiration of the Sublease Term), as the case may require, within thirty (30) days after Sublessor’s delivery of such reconciliation to Sublessee. Attached hereto as Exhibit E is a true and correct copy of the audit most recent reconciliation for the Subleased Premises received by Sublessor from Master Lessor. Pursuant to Section 4.07 of the Master Lease, Sublessor has a right to review supporting data for any Lessor’s Statement. If, within ten (10) days after receipt of the Lessor’s Statement from Sublessor, Sublessee notifies Sublessor that Sublessee desires to review the supporting data and identifies for Sublessor those items it wishes to challenge, Sublessor shall forward to Master Lessor Sublessee’s statement prior to the end of the thirty (30)- day period identified in Section 4.07(1), and Sublessee may exercise the rights set forth in Section 4.07 in strict accordance therewith. If Sublessee does not timely meet the requirements of Section 4.07, or if Master Lessor does not comply with the provisions of Section 4.07, Sublessor shall have no liability to Sublessee with respect thereto other than the obligation set forth in Paragraph 24.A.(iv) below, and Sublessee shall indemnify Sublessor for any liability Sublessor incurs as a result of Sublessee’s failure to comply with the provisions of Section 4.07 of the Master Lease. Except as otherwise provided in this Sublease, Sublessee also shall be responsible for payment of all other monetary obligations of Sublessor to Master Lessor under the terms of the Master Lease, including, without limitation, pursuant to Section 17.04, applicable to the Subleased Premises for the Term, except to the extent such Master Lease Additional Rent is concludedincurred as a result of Sublessor’s default under the Master Lease or this Sublease. Sublessee also shall pay Sublessee’s own telephone, telecommunications, internet and data communications charges. All monies required to be paid by Sublessee under this Sublease (except for Monthly Base Rent, as defined in Paragraph 4.A.) shall be deemed Sublease Additional Rent, and Sublessor shall have all rights and remedies for the non-payment of same as it would have for non-payment of Monthly Base Rent. Monthly Base Rent and Sublease Additional Rent hereinafter collectively shall be referred to as “Rent.” Notwithstanding anything to the contrary contained in this Sublease, if Sublessee elects to occupy the Subleased Premises for purposes of conducting business thereon prior to the Commencement Date, from and after such date Sublessee shall pay to Sublessor the Master Lease Additional Rent applicable to the Subleased Premises.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant Subtenant shall pay to Landlord Sublandlord on the first day of each month during the Term, at the office of Sublandlord or at such other place as Sublandlord may designate, concurrent with Subtenant’s payment of Base Rent (without regard to any abatement of Base Rent above provided), and without demand, offset or deduction, the sum of $10,000.00 per month (the “Additional Rent”), as payment in addition full to Sublandlord of Subtenant’s share of the Basic Rent and as Additional Rent followingfollowing sums payable by Sublandlord under the terms of the Lease: (ai) Tenant's proportionate share all sums payable by Sublandlord on account of its maintenance and repair obligations under Section 7.1(a) of the Lease; provided, however, that (A) if any of such costs are attributable solely to office space within the Demised Premises solely occupied by Sublandlord’s employees, Sublandlord shall pay 100% thereof, and (B) if any of such costs are attributable solely to a portion or portions of the Demised Premises entirely included within the Sublet Premises, Subtenant shall pay 100% thereof; (ii) all sums payable by Sublandlord on account of service contracts maintained by Sublandlord pursuant to Section 7.1(b) of the Lease; (iii) Lessee’s Capital Item Reimbursement Obligation payable pursuant to Section 7.1(d) of the Lease; (iv) Real Property Taxes relating payable pursuant to Section 10.2 of the Lease (Subtenant agrees that it shall have no right to contest Real Property Taxes pursuant to Section 65 of the Addendum attached to the Complex as set forth in Paragraph 12Lease); (v) all sums payable by Sublandlord on account of utilities under Section 11 of the Lease (provided, that (A) if any of such costs are separately submetered and attributable solely to office space within the Demised Premises solely occupied by Sublandlord’s employees, Sublandlord shall pay 100% thereof, and (B) if any of such costs are separately submetered and attributable solely to a portion or portions of the Demised Premises entirely included within the Sublet Premises, Subtenant shall pay 100% thereof); and (bvi) Tenant's proportionate share of all Lessor’s insurance premiums relating payable pursuant to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair Section 8.1 of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this Lease, 3.1 Tenant shall be responsible to pay to Landlord in addition to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of hereunder all Taxes relating to the Complex as set forth in Paragraph 12taxes, and (b) Tenant's proportionate share of all insurance premiums relating to the Complexcosts, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs maintenance, and expenses, which Tenant is required to pay hereunder, operational expenses associated with the Demised Premises together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, penalties that may accrue thereto thereon in the event of the Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which the Landlord may incur by reason of any default of the Tenant or failure on the Tenant's ’s part to comply with the terms of this Lease, except those specifically allocated to Landlord under Article 5 of this Lease. In Therefore, and without limitation, commencing at the event Effective Date, Tenant shall continue to pay to Landlord One Hundred percent (100%) of nonpayment by Tenant the total costs of the following items, herein called “Additional Rent”: A. All real estate taxes on the land, as more fully described on Schedule “B” attached hereto and made a part hereof (the “Land”), site improvements and the Building comprising the Demised Premises. Said real estate taxes shall include all real estate taxes and assessments that are levied upon and/or assessed against the Demised Premises, including any taxes which may be levied on rents, except that as to assessments, Landlord shall elect to pay same over the longest period permitted by law and only the current year’s installment, including interest, shall be added into Tenant’s calculation. In addition, Tenant shall reimburse Landlord for Landlord’s reasonable costs incurred in appealing taxes and/or assessments on Demised Premises, including reasonable legal fees, expert witness fees and other proper costs but Tenant will not be liable to pay a reimbursement in excess of any actual tax savings resulting from such an appeal. If any such appeal is successful, any recovery net of such expenses shall be credited (proportionately) to Tenant’s obligation hereunder. Except during the final three (3) years of the then Term, Tenant shall have the right to appeal tax assessments on the Demised Premises at Tenant’s sole cost and expense; and if any such tax appeal is unsuccessful or if it results in an increase in real estate taxes, Tenant shall bear all such costs, attorneys fees and tax increases during the rights Term. Notwithstanding the foregoing, the foregoing taxes shall specifically exclude income taxes assessed against the Landlord, franchise taxes, estate taxes, sales taxes, corporate income taxes, capital stock taxes, employment benefit taxes, social security taxes, worker’s compensation taxes, capital levy, succession, inheritance, or transfer taxes payable by the Landlord, corporate franchises, capital stock, loans and remedies bonus taxes imposed upon any owner of the Land, any late fees, penalties or interest with respect thereto to the payment of any such taxes, and any income, profits or revenue tax. Landlord hereby agrees to pay all such taxes so as to include and obtain any applicable discount for early payment. B. All premiums and deductible costs paid by Landlord has for nonpayment the Demised Premises only associated with Insurance (as described in Articles 11.3 and 11.4 below). C. All costs incurred by Landlord pursuant to this Lease to maintain, repair and replace exterior walls, structural steel, foundations, roof, landscaped areas, parking and loading areas including driveways, sidewalks and curbs (including snow and ice removal from parking and exterior loading areas and sidewalks) and site drainage facilities and other areas within the Land which are not the responsibility of rentTenant to maintain, repair and replace under this Lease. The There shall also be included any parking charges, utilities surcharges, COAH development fees or any other costs levied, assessed or imposed by, or at the direction of, or resulting from statutes or regulations, or interpretations thereof, promulgated by any governmental authority in connection with the expansion, renovation, use or occupancy of the Demised Premises or the Parking Lot by or on behalf of Tenant (as defined in Article 43 below) from and after the Effective Date. Any and all such replacement costs shall be amortized over the useful economic life of such improvements. D. On or about the Effective Date, Landlord shall submit to Tenant a statement of the anticipated monthly Additional Rent due hereunder for the period between the Effective Date, and the following December 31, and Tenant shall be paid pay this Additional Rent on a monthly basis concurrently with the payment of the Fixed Rent. Tenant shall continue to make said monthly payments until notified by Landlord or Landlord's agent of a change thereof. By March 1 of each calendar year (i) within five days commencing in 2010), Landlord shall use its best efforts to give Tenant a statement showing the total Additional Rent for taxes the Demised Premises for the prior calendar year (an “Operating Expense Statement”). Landlord shall also submit to Tenant by separate invoice not less often than annually a statement documenting any charges relating to the Private Communications Ductbank (described in Section 32.2 below), and insurance and Tenant shall pay its proportionate share thereof within thirty (30) days for all other Additional Rent items after presentation thereof. E. In the event the total of invoice from Landlord or Landlord's agent setting forth the monthly payments which Tenant has made for the prior calendar year be less than the Tenant’s actual share of such Additional Rent and/or (ii) at the option of LandlordRent, then Tenant shall pay to Landlord monthly, the difference in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled a lump sum within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant such statement from Landlord and shall have concurrently pay the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to difference between the foregoing expensestotal previous monthly payments made in the then calendar year and the total of monthly payments calculated as Additional Rent based on the prior year’s experience. Such audit must be conducted Any overpayment by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after towards the audit is concluded.Fixed Rent and/or Additional Rent next coming due. The actual Additional Rent for the prior year shall be used for purposes of calculating the anticipated monthly

Additional Rent. Beginning with (1) Tenant shall pay Landlord as “Additional Rent” for each calendar year or portion thereof during the commencement date Term Tenant’s Share of the term sum of this Lease(x) the amount (if any) by which Operating Costs for such period exceed Base Operating Costs, and (y) the amount (if any) by which Taxes for such period exceed Base Taxes. (2) As soon as reasonably practical, at the end of the Base Year and each calendar year thereafter, Landlord shall notify Tenant of Landlord’s estimate of Operating Costs, Taxes and Tenant’s Additional Rent for the upcoming calendar year. Commencing on the first day of January of each calendar year and continuing on the first day of every month thereafter in such year, Tenant shall pay to Landlord in addition one-twelfth (1/12th) of the estimated Additional Rent. If Landlord thereafter estimates that Operating Costs or Taxes for such year will vary from Landlord’s prior estimate, Landlord may, by notice to Tenant, revise the Basic Rent estimate for such year (and as Additional Rent following:shall thereafter be payable based on the revised estimate). (a3) Tenant's proportionate share No later than one hundred fifty (150) days after the end of all the Base Year and each calendar year thereafter, Landlord shall furnish Tenant a statement with respect to such year, showing Operating Costs, Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses and Additional Rent for the operationyear, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which total payments made by Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's respect thereto. Landlord’s failure to pay deliver the annual statement within such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason 150-day period shall not be deemed a waiver of default Landlord’s rights on account of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment any underpayment by Tenant of Operating Costs, Taxes or Additional RentRent (and Landlord’s rights shall continue in full force and effect). Unless Tenant raises any objections in writing to Landlord’s statement within one year after Tenant’s receipt of the same, such statement shall conclusively be deemed correct and Tenant shall have no right thereafter to dispute such statement or any item therein or the computation of Additional Rent based thereon. If Tenant does object to such statement, then Landlord shall provide Tenant with the opportunity to inspect and audit Landlord’s books and records in order to verify the figures shown on the statement. Any such audit must be performed by a Certified Public Accountant pursuant to an hourly or flat fee arrangement not contingent on any savings realized as a result of the audit. Upon receipt of Tenant’s audit, Landlord shall have all the rights right, but not the obligation, to review the audit or have the audit reviewed by a certified public accounting firm selected by Landlord and remedies with respect thereto as Landlord has for nonpayment of rentat Landlord’s cost. The parties shall negotiate in good faith to resolve any disputes. Any objection of Tenant to Landlord’s statement and resolution of any dispute shall not postpone the time for payment of any amounts due Landlord based on Landlord’s statement. If it is finally determined that Landlord overcharged Tenant by more than five percent (5%) of what the actual charges should have been, then Landlord shall reimburse Tenant for the actual, reasonable costs of the audit, not to exceed Five Thousand Dollars ($5,000.00). Landlord shall not be deemed to be in default under this Lease as a result of Landlord’s overcharging Operating Costs or Taxes, but Landlord shall refund the amount of any overpayment by Tenant and, if applicable, pay the costs of Tenant’s audit, subject to the terms and conditions more particularly set forth above. The provisions of this Section shall survive the expiration or earlier termination of this Lease. (4) If Tenant’s Additional Rent due hereunder as finally determined for any calendar year exceeds the total payments made by Tenant on account thereof, Tenant shall be paid to pay Landlord or Landlord's agent (i) within five days for taxes and insurance and the deficiency within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option Tenant’s receipt of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of ’s statement. If the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated total payments made by Tenant in excess of Landlord's actual expenditures for said on account thereof exceed Tenant’s Additional Rent itemsas finally determined for such year, Tenant’s excess payment shall be credited toward the Rent next due from Tenant under this Lease. For any partial calendar year at the beginning or end of the Tern, Additional Rent shall be prorated on the basis of a 360-day year by computing Tenant’s Share of the increases in Operating Costs and Taxes for the entire year and then prorating such amount for the number of days during such year included in the Term. The respective obligations of Landlord to refund any overpayment of Additional Rent and of Tenant under this paragraph to pay any Additional Rent not previously paid shall survive the expiration or other termination of the term of this Lease, and if the term hereof . Landlord shall expire pay to Tenant or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have pay to Landlord, as the rightcase may be, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after Tenant’s receipt of Landlord’s final statement for the audit is concludedcalendar year in which this Lease terminates, the difference between Tenant’s Additional Rent for that year, as finally determined by Landlord, and the total amount previously paid by Tenant on account thereof.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums and deductibles relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent itemsItems, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. Landlord shall be provided a complete copy of said audit at no expense to Landlord. If such audit reveals that Landlord has overcharged TenantTenant and the audit is not challenged by Landlord, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date Commencement Date of the term Term of this Lease, Tenant shall pay to Landlord or to Landlord’s designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's ’s proportionate share of all Taxes relating to the Complex and Premises as set forth in Paragraph 1213, and (b) Tenant's ’s proportionate share of all insurance premiums and deductibles relating to the ComplexComplex and Premises, as set forth in Paragraph 15, 17. and (c) Tenant's ’s proportionate share of expenses for the operation, management, maintenance maintenance, and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' ’ fees and legal expenses, that may accrue thereto in the event of Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's ’s part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rentRent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's Landlords agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's ’s agent setting forth such Additional Rent (notwithstanding anything to the contrary herein, Landlord shall not be required to submit ongoing monthly statements to Tenant reflecting amounts owed as Additional Rent) and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's ’s prorata share of an amount estimated by Landlord to be Landlord's ’s approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 one hundred twenty (120) days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's ’s sole and absolute discretion, discretion as compared to Landlord's ’s actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in Landlord may withhold any amount thereof required to cure Tenant’s default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's ’s actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365Items. Within thirty (30) days after receipt of Landlord's ’s reconciliation, Tenant shall have the right, at Tenant's ’s sole expense, to audit, at a mutually convenient time at Landlord's ’s office, Landlord's ’s records relating specifically limited to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If Tenant shall submit to Landlord a complete copy of said audit at no expense to Landlord and a written notice stating the results of said audit, and if such notice by Tenant and the respective audit reveals that Landlord has overcharged Tenant, and the audit is not challenged by Landlord, the amount overcharged shall be credited to Tenant's ’s account within thirty (30) days after the audit is concludedcompletion of Landlord’s review and approval of said audit.

Additional Rent. Beginning with If and to the commencement date extent that Sublandlord is obligated to pay Operating Expenses and/or Additional Rent under the Master Sublease, Subtenant shall pay to Sublandlord, fifty-eight percent (58%) of all such amounts payable during the term of this LeaseSublease (the "Sublease Share"). Notwithstanding the foregoing, Tenant the Sublease Share shall be equitably adjusted by the parties for any item of Operating Expenses or Additional 4 Rent that relates to or benefits the Sublease Premises disproportionately as compared to the balance of the Premises, or that arises as the result of the negligence or willful misconduct of Sublandlord or Subtenant or any of their employees, agents or invitees or a breach of this Sublease by Sublandlord or Subtenant. As an example but not in limitation of the generality of the foregoing, the Sublease Share payable by Subtenant would be 100% with respect to any cost to repair the building located on the Sublease Premises that is payable as an Operating Expense or Additional Rent under the Master Sublease. Similarly, and again as an example only, the Sublease Share payable by Subtenant would be 0% with respect to any cost to repair the building at 1565 Charleston so long as such building is a part of the Premises but not part of the Sublease Premises. Any reasonably adjustment in the Sublease Share by Sublandlord shall be rebuttably presumed to be correct. In addition, Subtenant shall pay to Landlord in addition additional rent payable under the Master Sublease to the Basic Rent and extent payable as Additional Rent following: (a) Tenant's proportionate share a result of all Taxes relating services requested or consumed by Subtenant on the Sublease Premises. The Sublease Share is calculated by dividing the rentable area of the Sublease Premises by the rentable area of the Premises leased by Master Sublandlord to Sublandlord pursuant to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this LeaseMaster Sublease. In the event the rentable area of nonpayment by Tenant the Premises or the area of the premises leased pursuant to the Master Sublease shall be changed during the Term, then the Sublease Share shall be recalculated. All payments under this Section 4.2 shall be due from Subtenant to Sublandlord no fewer than five (5) days prior to the date upon which Sublandlord's payment of Operating Expenses and/or Additional RentRent is due to the Master Sublandlord, Landlord provided that Subtenant shall have all the rights and remedies with respect thereto as Landlord has for nonpayment been billed therefor at least ten (10) days prior to such due date (which bill ▇▇▇ll be accompanied by a copy of rentMaster Sublandlord's bill ▇▇▇ other material furnished to Sublandlord in connection therewith). The Sublandlord shall refund to Subtenant any overpayment by Subtenant of Operating Expenses and/or Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days extent of the end Sublease Share of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended reimbursement received by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in Sublandlord under the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedMaster Sublease.

Additional Rent. Beginning with (1) Tenant shall pay Landlord as "ADDITIONAL RENT" for each calendar year or portion thereof during the commencement date Term, Tenant's Share of the term sum of this Lease(x) the amount (if any) by which Operating Costs for the period exceed Base Operating Costs, and (y) the amount (if any) by which Taxes for such period exceed Base Taxes. (2) Prior to the end of the Base Year and each calendar year thereafter, Landlord shall notify Tenant of Landlord's estimate of Operating Costs, Taxes and Tenant's Additional Rent for the following calendar year. Commencing on the first day of January of each calendar year and continuing on the first day of every month thereafter in such year, Tenant shall pay to Landlord in addition to one-twelfth (1/12th) of the Basic Rent estimated Additional Rent. If Landlord thereafter estimates that Operating Costs or Taxes for such year, will vary From Landlord's prior estimate, Landlord may revise the estimate for such year and as notify Tenant only once during the July month of such year of the revised estimate (and Additional Rent following:shall thereafter be payable based on the revised estimate). (a3) Tenant's proportionate share of all Taxes relating to As soon as reasonably practicable after the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair end of the Building (including common areas of the Building) Base Year and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Renteach calendar year thereafter, Landlord shall have all the rights and remedies furnish Tenant a statement with respect thereto as Landlord has for nonpayment of rent. The to such year, showing Operating Costs, Taxes and Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes the year, and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated total payments made by Tenant in excess of with respect thereto. Unless Tenant raises any objections to Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within within thirty (30) days after receipt of the same, such statement shall conclusively be deemed correct and Tenant shall have no right thereafter to dispute such statement or any item therein or the computation of Additional Rent based thereon. If Tenant does object to such statement, Landlord shall provide Tenant with reasonable verification of the figures shown on the statement and the parties shall negotiate in good faith to resolve any disputes. If the parties are unable to resolve such dispute in good faith within thirty (30) days, then either party may submit the matter to binding arbitration pursuant to Sections 1280 et seq. of the California Code of Civil Procedure. Any objection of Tenant to Landlord's reconciliationstatement and resolution of any dispute shall not postpone the time for payment of any amounts due Tenant or Landlord based on Landlord's statement, nor shall any failure of Landlord to deliver Landlord's statement in a timely manner relieve Tenant of Tenant's obligation to pay any amounts due Landlord based on Landlord's statement. (4) If Tenant's Additional Rent as finally determined for the year exceeds the total payments made by Tenant on account thereof, Tenant shall have pay Landlord the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account deficiency within thirty (30) days of Tenant's receipt of Landlord's statement. If the total payments made by Tenant on account thereof exceed Tenant's Additional Rent as finally determined for the year, Tenant's excess payment shall be credited toward the rent next due from Tenant under this Lease. For any partial calendar year at the beginning or end of the Term, Additional Rent shall be prorated on the basis of a 365-day year by computing Tenant's Share of the increases in Operating Costs and Taxes for the entire year and then prorating such amount for the number of days during such year included in the Term. Notwithstanding the termination of this Lease, Landlord shall pay to Tenant or Tenant shall pay to Landlord, as the case may be, within ten (10) days after Tenant's receipt of Landlord's final statement for the audit calendar year in which this Lease terminates, the difference between Tenant's Additional Rent for that year, as finally determined by Landlord, and the total amount previously paid by Tenant on account thereof. If for any reason Base Taxes or Taxes for any year during the Term are reduced, refunded or otherwise changed, Tenant's Additional Rent shall be adjusted accordingly. The obligations of Landlord to refund any overpayment of Additional Rent and of Tenant to pay any Additional Rent not previously paid shall survive the expiration of the Term. Notwithstanding anything to the contrary in this Lease, if there is concludedat any time a decrease in Taxes below the amount of the Taxes for the Base Year, then for purposes of calculating Additional Rent for the year in which such decrease occurs and all subsequent periods, Base Taxes shall be reduced to equal the Taxes for the year in which the decrease occurs.

Additional Rent. Beginning with Commencing on the commencement date of Lease Commencement Date (as determined pursuant to Paragraph 2.3 above) and continuing throughout the term of this LeaseLease Term, in addition to the Base Monthly Rent and to the extent not required by Landlord to be contracted for and paid directly by Tenant, Tenant shall pay to Landlord in addition to as additional rent (the Basic Rent and as “Additional Rent followingRent”) the following amounts: (a) An amount equal to all Property Operating Expenses (as defined in Article 13) incurred by Landlord. Payment shall be made by whichever of the following methods (or combination of methods) is (are) from time to time designated by Landlord: (i) Landlord may forward invoices or bills for such expenses to Tenant's proportionate share of all Taxes relating , and Tenant shall, no later than ten (10) days prior to the Complex due date, pay such invoices or bills and deliver satisfactory evidence of such payment to Landlord, and/or (ii) Landlord may ▇▇▇▇ to Tenant, on a periodic basis not more frequently than monthly, the amount of such expenses (or group of expenses) as set forth paid or incurred by Landlord, and Tenant shall pay to Landlord the amount of such expenses within ten days after receipt of a written ▇▇▇▇ therefor from Landlord, and/or (iii) Landlord may deliver to Tenant Landlord’s reasonable estimate of any given expense (such as Landlord’s Insurance Costs or Real Property Taxes), or group of expenses, which it anticipates will be paid or incurred for the ensuing calendar or fiscal year, as Landlord may determine, and Tenant shall pay to Landlord an amount equal to the estimated amount of such expenses for such year in Paragraph 12, andequal monthly installments during such year with the installments of Base Monthly Rent. Landlord reserves the right to change from time to time the methods of billing Tenant for any given expense or group of expenses or the periodic basis on which such expenses are billed. (b) Tenant's proportionate Landlord’s share of all insurance premiums relating to the Complex, consideration received by Tenant upon certain assignments and sublettings as set forth in Paragraph 15, andrequired by Article 7. (c) Tenant's proportionate share of expenses for the operation, management, maintenance Any legal fees and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, costs that Tenant is obligated to pay or reimburse to Landlord pursuant to Article 13; and (d) All charges, costs and expenses, which Any other charges or reimbursements due Landlord from Tenant is required pursuant to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In Notwithstanding the event of nonpayment by Tenant of Additional Rentforegoing, Landlord may elect by written notice to Tenant to have Tenant pay Real Property Taxes or any portion thereof directly to the applicable taxing authority, in which case Tenant shall have all the rights make such payments and remedies with respect thereto as Landlord has for nonpayment deliver satisfactory evidence of rent. The Additional Rent due hereunder shall be paid payment to Landlord or Landlord's agent no later than ten (i) within five days for taxes and insurance and within thirty (3010) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth before such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedReal Property Taxes become delinquent.

Additional Rent. Beginning with (a) Tenant shall pay Landlord as “Additional Rent” for each calendar year following the commencement date Base Year or each portion thereof during the Term Tenant’s Share of the term sum of this Lease(x) the amount (if any) by which Operating Costs for such period exceed Base Operating Costs, and (y) the amount (if any) by which Taxes for such period exceed Base Taxes. (b) Prior to the end of the Base Year and each calendar year thereafter, Landlord shall notify Tenant of Landlord’s estimate of Operating Costs, Taxes and Tenant’s Additional Rent for the following calendar year. Commencing on the first day of January of each calendar year following the Base Year and continuing on the first day of every month thereafter in such year, Tenant shall pay to Landlord in addition one-twelfth (1/12th) of the estimated Additional Rent. If Landlord thereafter estimates that Operating Costs or Taxes for such year will vary from Landlord’s prior estimate, Landlord may, by notice to Tenant, revise the Basic Rent estimate for such year (and as Additional Rent following: shall thereafter be payable based on the revised estimate). Notwithstanding the foregoing, Landlord shall not revise such estimate more than two (a2) Tenant's proportionate share times per calendar year during the Term of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, andthis Lease. (c) Tenant's proportionate share of expenses for As soon as reasonably practicable after the operation, management, maintenance and repair end of the Building (including common areas of the Building) Base Year and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Renteach calendar year thereafter, Landlord shall have all the rights and remedies furnish Tenant a statement with respect thereto as Landlord has for nonpayment of rent. The to such year, showing Operating Costs, Taxes and Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes the year, and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated total payments made by Tenant in excess of with respect thereto (“Expense Statement”). Unless Tenant raises any objections to Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty ’s Expense Statement within ninety (3090) days after receipt of Landlord's reconciliationthe same by delivering written notice to Landlord (a “Review Notice” ), such Expense Statement shall conclusively be deemed correct and Tenant shall have no right thereafter to dispute such Expense Statement or any item therein or the rightcomputation of Additional Rent based thereon. Within a reasonable time after receipt of the Review Notice, at Tenant's sole expense, Landlord shall make all pertinent records available for inspection that are reasonably necessary for Tenant to audit, conduct its review. If any records are maintained at a mutually convenient time location other than the management office for the Building, Tenant may either inspect the records at such other location or pay for the reasonable cost of copying and shipping the records. If Tenant retains an agent to review Landlord's office’s records, the agent must be with a CPA firm licensed to do business in the state or commonwealth where the Project is located. Notwithstanding the foregoing, Landlord agrees that Tenant may retain a third party agent to review Landlord's ’s books and records relating which is not a CPA firm, so long as the third party agent retained by Tenant shall have expertise in and familiarity with general industry practice with respect to the foregoing expenses. Such operation of and accounting for a first class office building; provided, however, that with respect to the second (2nd) such audit must be conducted and any audit thereafter performed by a non-CPA firm whose compensation is contingent upon or correspondent to the financial impact on Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If resulting from such review, if the result of such audit reveals that Operating Costs, Taxes or Additional Rent for the Building for the year in question was not less than stated by more than five percent (5%), Tenant shall reimburse Landlord has overcharged Tenantfor any actual, the amount overcharged out-of-pocket costs incurred by Landlord in connection with such audit. Tenant shall be credited to Tenant's account solely responsible for all costs, expenses and fees incurred for the audit. However, notwithstanding the foregoing, if Landlord and Tenant determine that Operating Costs, Taxes or Additional Rent for the Building for the year in question were less than stated by more than five percent (5%), Landlord, within thirty (30) days after its receipt of paid invoices therefor from Tenant, shall reimburse Tenant for the audit reasonable amounts paid by Tenant to third parties in connection with such review by Tenant. If Tenant does object to such Expense Statement, Tenant shall have the right to give Landlord, within ninety (90) days following the date of the Review Notice, written notice (an “Objection Notice” ) stating in reasonable detail any objection to Landlord’s Expense Statement for that year. If Tenant fails to give Landlord an Objection Notice within the ninety (90) day period described above, Tenant shall be deemed to have approved Landlord’s Expense Statement and shall be barred from raising any claims regarding the Operating Costs, Taxes and Additional Rent for that year. If Tenant provides Landlord with a timely Objection Notice, Landlord and Tenant shall work together in good faith to resolve any issues raised in Tenant’s Objection Notice. If Landlord and Tenant determine that Operating Costs, Taxes or Additional Rent for the calendar year are less than reported, Landlord shall provide Tenant with a credit against the next installment of Rent in the amount of the overpayment by Tenant. Likewise, if Landlord and Tenant determine that Operating Costs, Taxes or Additional Rent for the calendar year are greater than reported, Tenant shall pay Landlord the amount of any underpayment within 30 days. The records obtained by Tenant shall be treated as confidential. In no event shall Tenant be permitted to examine Landlord’s records or to dispute any Expense Statement unless Tenant is concludedcurrent in its payment of Rent to Landlord. (d) Any objection of Tenant to Landlord’s Expense Statement and resolution of any dispute shall not postpone the time for payment of any amounts due Tenant or Landlord based on Landlord’s Expense Statement, nor shall any failure of Landlord to deliver Landlord’s Expense Statement in a timely manner relieve Tenant of Tenant’s obligation to pay any amounts due Landlord based on Landlord’s Expense Statement. (e) If Tenant’s Additional Rent as finally determined for any calendar year exceeds the total payments made by Tenant on account thereof, Tenant shall pay Landlord the deficiency within thirty (30) days of Tenant’s receipt of Landlord’s Expense Statement. If the total payments made by Tenant on account thereof exceed Tenant’s Additional Rent as finally determined for such year, Tenant’s excess payment shall be credited toward the Rent next due from Tenant under this Lease. For any partial calendar year at the beginning or end of the Term, Additional Rent shall be prorated on the basis of a 365-day year by computing Tenant’s Share of the increases in Operating Costs and Taxes for the entire year and then prorating such amount for the number of days during such year included in the Term. Notwithstanding the termination of this Lease, Landlord shall pay to Tenant or Tenant shall pay to Landlord, as the case may be, within thirty (30) days after Tenant’s receipt of Landlord’s final Expense Statement for the calendar year in which this Lease terminates, the difference between Tenant’s Additional Rent for that year, as finally determined, and the total amount previously paid by Tenant on account thereof. If for any reason Base Taxes or Taxes for any year during the Term are reduced, refunded or otherwise changed, Tenant’s Additional Rent shall be adjusted accordingly. Notwithstanding the first sentence of this paragraph, if Taxes are temporarily reduced as a result of space in the Project being leased to a tenant that is entitled to an exemption from property taxes or other taxes, then for purposes of determining Additional Rent for each year in which Taxes are reduced by any such exemption, Taxes for such year shall be calculated on the basis of the amount the Taxes for the year would have been in the absence of the exemption. The obligations of Landlord to refund any overpayment of Additional Rent and of Tenant to pay any Additional Rent not previously paid shall survive the expiration of the Term. Notwithstanding anything to the contrary in this Lease, if there is at any time a decrease in Taxes below the amount of the Taxes for the Base Year, in no event shall Tenant be entitled to a credit for the amount of such decrease.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's ’s proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's ’s proportionate share of all insurance premiums and deductibles relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's ’s proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' ’ fees and legal expenses, that may accrue thereto in the event of Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's ’s part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Rent Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's ’s agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's ’s agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's ’s prorata share of an any amount estimated by Landlord to be Landlord's ’s approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole ’s sold and absolute discretion, as compared to Landlord's ’s actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount amounts of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's ’s actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this LeaseCommencement Date, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent followingthe following additional amounts: (a1) Tenant's proportionate share of all Taxes relating to Operating Expenses in the Complex as amounts set forth in Paragraph 12Paragraphs 1.E and 9, and (b2) Tenant's proportionate share of all insurance premiums relating to Utility Costs in the Complex, as amounts set forth in Paragraph 15Paragraphs 1.F and 13, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d3) All charges, costs and expenses, which expenses that Tenant is required to pay hereunderunder this Lease, together with all interest and penalties, costs and expenses including without limitation attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rentBasic Rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) agent, at the option of Landlord, Tenant shall pay directly to Landlord monthlythe designated recipient thereof, as and when such amounts are due, in advance, accordance with statements or invoices presented to Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph Paragraph shall survive the expiration or other termination of this Lease. In the term event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of Basic Rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent, at the option of Landlord, directly to the designated recipient thereof, as and when such amounts are due, in accordance with statements or invoices presented to Tenant. The obligations of Tenant under this Paragraph shall survive the expiration or other termination of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date Commencement Date of the term Term of this Lease, Tenant shall pay to Landlord or to Landlord’s designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share ’s Proportionate Share of all Taxes relating to the Complex and Premises as set forth in Paragraph 1213, and (b) Tenant's proportionate share ’s Proportionate Share of all insurance premiums and deductibles relating to the ComplexComplex and Premises, as set forth in Paragraph 1517, and (c) Tenant's proportionate share ’s Proportionate Share of expenses for the operation, management, maintenance maintenance, and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All prorated costs and expenses related to the Ardenwood Property Owners’ Association as set forth in Paragraph 47 (“Association Dues”). (e) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' ’ fees and legal expenses, that may accrue thereto in the event of Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's ’s part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedRent.

Additional Rent. Beginning a) It is the purpose and intent of the Sublandlord and Sublessee that the rent payable hereunder shall be absolutely net to the Sublandlord so that this Sublease shall yield, net to the Sublandlord, the Base Rent due with the commencement date of respect to each year or fraction thereof during the term of this LeaseSublease. For purposes of this Sublease, Tenant it is agreed that the Subleased Property comprises one hundred percent (100%) ("Sublessee's Pro Rata Share") of the Prime Lease Property. b) The Sublessee shall pay to Landlord in addition be responsible for the payment of Sublessee's Pro Rata Share of all property taxes for the Prime Lease Property during the term hereof, including the building and all other improvements thereon. Sublandlord represents and warrants that there are no other taxes or other assessments affecting the Subleased Property, other than those of a normal and recurring nature on property substantially similar to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share Subleased Property, at the time of all Taxes relating the execution of this Sublease. All such other taxes or assessments affecting the Subleased Property accruing after the Commencement Date but prior to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share termination of all insurance premiums relating to this Sublease shall be the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair responsibility of the Building (including common areas of Sublessee. If the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant Termination Date or failure on Tenant's part to comply with the terms sooner termination of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord Sublease shall have all the rights and remedies not coincide with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year a Real Estate Tax Year, then in computing the amount payable under this Section 5 for the period between the commencement of the applicable Real Estate Tax Year in question and the Termination Date or more frequently sooner termination of this Sublease, the amount that would have been due from Sublessee for the full year, if Landlord so elects to do so at Landlord's sole and absolute discretionSublessee had been a tenant for the entire Real Estate Tax Year, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount shall be prorated over the portion of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant the Real Estate Tax Year that Sublessee is not in default a tenant in the performance of any Subleased Property. Sublessee's obligation to pay increased Real Estate Taxes under this Section 5 for the final period of the terms, covenants and conditions Sublease (as well as for any earlier period not paid as of this Leasethe expiration or sooner termination of the Sublease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other sooner termination of this Sublease. c) During the term terms of this Leasethe Sublease, Sublessee agrees to arrange for and if pay all services and charges for any and all utilities used on the term hereof Subleased Property, including, but not limited to water and sewer, electricity, gas, waste disposal, telephone and security related services, which may be charged or assessed by a utility or service company or political or utility subdivision. In no event shall expire Sublandlord be liable for any interruption or shall otherwise terminate on a day other than failure in the last day supply of a calendar yearany utilities or services to the Subleased Property, unless caused by the actual Additional Rent incurred willful acts or misconduct of the Sublandlord. To the extent utilities are not separately metered for the calendar year in which Subleased Property, Sublessee shall pay Sublessee's Pro Rata Share for such utilities furnished to the term hereof expires or otherwise terminates shall be determined and settled on the basis Subleased Property (all of the statement of actual Additional Rent for such calendar year foregoing, together with any and all penalties, fines and/or interest thereon, being hereinafter sometimes collectively referred to as "Impositions"). d) Sublandlord shall furnish or cause to be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears furnished to 365. Within thirty (30) days Sublessee, promptly after receipt of Landlord's reconciliationsame, Tenant shall have the rightcopies of any notices, at Tenant's sole expense, statements or invoices with respect to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedany Impositions.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses expenses; including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata pro rata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated pro rated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with Upon the commencement date of the term of this LeaseSublease Commencement Date, Tenant shall pay to Landlord in addition to Base Rent, Sublandlord shall invoice Subtenant, and Subtenant shall pay, on a monthly basis, [*] (“Subtenant’s Share”) of the Basic Direct Expenses (as defined in the Master Lease to include Operating Expenses and Tax Expenses) paid by Sublandlord to Master Landlord pursuant to the terms of the Master Lease (“Additional Rent”). Additional Rent shall be remitted with Base Rent. The term “Rent” shall mean Base Rent and as Additional Rent. Should Master Landlord continue its practice of sending a separate invoice for each of Building B and Building C, Subtenant will be responsible for [*] of the Additional Rent following: attributable to Building B. Within a reasonable time after receipt, Sublandlord shall provide Subtenant with copies of each Statement (aas defined in the Master Lease) Tenant's proportionate share Sublandlord receives from Master Lessor pursuant to Section 4.4.1 of all Taxes relating the Master Lease. With respect to the Complex as audit right set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair Section 4.6 of the Building Master Lease (including common areas the “Audit Right”), if Subtenant reasonably believes, after review of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expensesa Statement, that may accrue thereto in the event of Tenant's failure to pay such amountsStatement is incorrect, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord then Subtenant shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) so notify Sublandlord within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliationthe Statement, Tenant and Sublandlord shall have exercise the rightAudit Right on Subtenant’s behalf, but at Tenant's Subtenant’s sole cost and expense. Subtenant shall reimburse Sublandlord for Sublandlord’s actual costs incurred in exercising the Audit Right, to auditif any, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after receipt of Sublandlord’s invoice therefor (including reasonable documentation). Sublandlord shall not be responsible for the result of any audit is concludedundertaken at Subtenant’s request. Subtenant acknowledges that Master Landlord has historically invoiced Additional Rent by Building (i.e., one invoice for Building B and another invoice for Building C).

Additional Rent. Beginning with the commencement date (a) Commencing as of the term of this LeaseJanuary 1, Tenant 2004, Subtenant shall pay to Landlord pay, in addition to Base Rent, its proportionate share of the Basic Rent and as Additional Rent following: (a) Tenantthe Operating Costs (as defined in the Prime Lease) which are in excess of the Operating Costs in the Operating Cost Base Year, and (b) the Taxes (as defined in the Prime Lease) which are in excess of the Taxes in the Tax Base Year (both of which payments, in addition to those payments set forth in Section 7(b) and any other amounts due hereunder, are referred to as "ADDITIONAL RENT"). For purposes of calculating such excess amounts, the term "Operating Cost Base Year" shall be calendar year 2003, and "Tax Base Year" shall be fiscal tax year 2003 (which payments, in addition to those payments set forth in Section 7(b) and any other amounts due hereunder, are referred to as "ADDITIONAL RENT"). All payments due by Subtenant under this Section 7(a) shall be made on the same day as comparable payments are due by Sublandlord under the Prime Lease. Subtenant's obligations hereunder, to the extent accrued prior to the Sublease expiration date, shall survive the expiration of the Sublease. Subtenant's proportionate share of all Taxes relating with respect to the Complex as Demised Premises is set forth in Paragraph 12the Prime Lease. Subtenant shall have no independent right to request an audit of Prime Landlord's books and records, andbut in the event that Sublandlord audits the books and records of the Prime Landlord with respect to any payment of Additional Rent, Sublandlord agrees to provide Subtenant with copies of any such books and records, provided that Subtenant agrees to sign any reasonable confidentiality agreement required by Prime Landlord; and provided further, that Sublandlord shall, upon the reasonable written request of Subtenant and consistent with the rights accorded to Sublandlord under the Prime Lease, request an audit of Prime Landlord's books and records. (b) Tenant's proportionate share of Subtenant shall also pay, as Additional Rent, all insurance premiums relating electricity charges with respect to the ComplexDemised Premises, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair Article 8 of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Prime Lease, and if the term hereof shall expire or shall otherwise terminate on a day any other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating utility charges to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, extent required under the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedPrime Lease.

Additional Rent. Beginning with the commencement date ▇▇▇▇ of the term of this Lease, Tenant shall Shall pay to Landlord landlord in addition to the Basic basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, . as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) ); and common Common Areas of the Complex in which the Premises are located as set se' forth in Paragraph 7, and (d) All charges, costs and expenses, expenses which Tenant is required to pay hereunder, hereunder together with all interest and penalties, penalties costs and expenses expends including attorneys' attorneys fees and legal expenses, expense that may accrue thereto in the event of Tenant's failure to pay such amounts, amounts and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part pan to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days after for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Landlord Tenant shall pay to Landlord landlord monthly, in advance, Tenant's prorata pro rata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year year, or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, demand any amount of actual expenses expended by Landlord in excess of said estimated amount, amount or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's Landlord s actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with In addition to paying Base Rent, beginning on the commencement date of the term of this LeaseCommencement Date, Tenant Subtenant shall pay to Landlord Sublandlord, as additional rent, Subtenant’s Share of Rent Adjustment on a monthly basis throughout the Sublease Term in addition accordance with Section 4.1 of the Master Lease. As used in this Sublease, “Subtenant’s Share of Rent Adjustment” means an amount which equals the ratio that the rentable square footage of the Subleased Premises bears to the Basic rentable square footage of the Master Premises, multiplied by Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating Adjustment attributable to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share Master Premises payable by Sublandlord to Master Landlord pursuant to Article 4 of the Master Lease. Sublandlord shall promptly forward to Subtenant all insurance premiums relating Landlord’s Statements for the Master Premises that Sublandlord receives from Master Landlord. If Sublandlord receives a credit for overpayment of Rent Adjustment attributable to the Complex, as set forth in Paragraph 15, and Master Premises (c“Direct Expense Credit”) Tenant's proportionate share of expenses for the operation, management, maintenance and repair pursuant to Section 4.2 of the Building (including common areas Master Lease, Subtenant shall receive a credit against the next installment of Rent due under this Sublease in an amount equal to the ratio that the rentable square footage of the Building) and common Areas Subleased Premises bears to the rentable square footage of the Complex in which Master Premises at the Premises are located as set forth in Paragraph 7time that the overpayment was made multiplied by the total Direct Expense Credit or, and (d) All chargesif the Sublease Term has ended, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to Sublandlord shall pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part amount to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and Subtenant within thirty (30) days for all other Additional of Sublandlord’s receipt of the Direct Expense Credit. If Sublandlord needs to make a payment to Master Landlord due to an underpayment of Rent items after presentation Adjustment attributable to the Master Premises (“Direct Expense Shortfall”) pursuant to Section 4.2 of the Master Lease, Sublandlord shall submit to Subtenant an invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) therefor and Subtenant shall pay Sublandlord an amount equal to the ratio that the rentable square footage of the Subleased Premises bears to the rentable square footage of the Master Premises at the option time the underpayment was made multiplied by the total Direct Expense Shortfall together with the next installment of LandlordRent due or, Tenant if the Sublease Term has ended, Subtenant shall pay such amount to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account Sublandlord within thirty (30) days after of Subtenant’s receipt of an invoice therefor. Notwithstanding anything in this Sublease to the audit is concludedcontrary, Subtenant shall pay to Sublandlord, together with its payment of Subtenant’s Share of Rent Adjustment, 100% of the cost of: (a) any charges that apply solely to the Subleased Premises (e.g., real estate taxes on leasehold improvements therein), (b) late fees or penalties assessed against Sublandlord or Master Landlord as a result of Subtenant’s acts or omissions, (c) charges incurred as a result of excess or additional services requested by Subtenant for the Subleased Premises, and (d) the cost of utilities and janitorial services consumed by Subtenant in accordance with Section 6.2 of the Master Lease. Sublandlord shall pass through to Subtenant all abatements, credits, set-offs, offsets, and refunds received by Sublandlord under the Master Lease to the extent such abatements, credits, set-offs, and offsets directly relate to the Subleased Premises.

Additional Rent. Beginning with In addition to the commencement date of the term of this Leaserental payable pursuant to Section 3.1 hereof, Tenant shall pay to Landlord in addition Landlord, as additional rent, within twenty (20) days upon demand, one hundred percent (100%) of the cost of operating and maintaining the Leased Premises, including without limitation, all parking areas (including re-striping and re-surfacing as necessary), access roads, sidewalks, landscaped space, exterior and interior sprinkler systems. Operating and maintaining such areas and facilities shall include, without limitation, repairs to the Basic Rent roof (but not roof replacement), electrical, heating, air conditioning systems, roof mounted mechanical equipment, furnishing exterior and as Additional Rent following: (a) Tenant's proportionate share of parking area lighting and all Taxes relating charges pertaining to the Complex as set forth in Paragraph 12said lighting, and (b) Tenant's proportionate share cleaning, snow removal, care of grass, shrubs and plants, interior and exterior sprinkler systems and all insurance premiums relating charges pertaining to the Complexsprinkler systems, as set forth in Paragraph 15payment of water, and (c) Tenant's proportionate share sewerage and storm drainage charges, trash removal, lighting fixtures, plumbing fixtures, boilers and heating apparatus, pipes and conduits, fire alarm systems, and general maintenance of expenses the Leased Premises. Landlord shall enter into a preventative maintenance agreement for the operation, management, HVAC units located on the Leased Premises providing for maintenance at least once each calendar quarter and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located Tenant shall pay for such preventative maintenance agreement as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of additional rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthlymonthly installments each of which shall be equal to one-twelfth (1/12) of the estimated annual charges for the matters set forth in this Section (the “Operating Expense Escrow Account”), in advance, Tenant's prorata share of an amount estimated to be held by Landlord and disbursed by Landlord to pay the said costs before any penalty or interest shall accrue thereon. Estimates are to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount made solely by Landlord and payments shall be reconciled within 120 days made on the first day of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended month. No interest shall be payable by Landlord in excess of said estimated amounton the Operating Expense Escrow Account unless, and then only to the extent that, applicable law shall otherwise require. All overpayments to the Operating Expense Escrow Account shall be applied to reduce future payments to the Operating Expense Escrow Account, if any, or Landlord refunding shall be returned to Tenant (providing Tenant is not in default in Tenant, at the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations sole discretion of Landlord and Tenant under this paragraph shall survive the expiration or unless otherwise required by other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedapplicable law.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a1) Tenant's ’s proportionate share of all utilities relating to the Complex as set forth in Paragraph 11, and (2) Tenant’s proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b3) Tenant's ’s proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c4) Tenant's ’s proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d5) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' attorney’s fees and legal expenses, that may accrue thereto in the event of Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord landlord may incur by reason of default of Tenant or failure on Tenant's ’s part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's ’s prorata share of an amount estimated by Landlord to be Landlord's ’s approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's ’s actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's ’s actual expenditures for said Additional Rent items. Tenant’s payment for such Additional Rent as of the commencement of the Term of this Lease shall be Twenty Thousand Eight Hundred Forty Two and 56/100 ($20,842.56) Dollars per month ($0.96 x 21,711 s.f. = $20,842.56). Any payments required to be made by Tenant for Additional Rent shall be made by check or instrument separate from that check or instrument used by Tenant to make any payments for Basic Rent pursuant to paragraph 4 A. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a1) Tenant's proportionate share of all utilities relating to the Complex as set forth in Paragraph 11, and (2) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b3) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c4) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d5) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. Landlord shall provide Tenant reasonably adequate supportive documentation to the reconciliation. Tenant's payment for such Additional Rent as of the commencement of the term of this lease shall be Seven Thousand Two Hundred and 00/000 ($7,200.00) Dollars per month. Any payments required to be made by Tenant for Additional Rent shall be made by check or instrument separate from that check or instrument used by Tenant to make any payments for Basic Rent, pursuant to paragraph 4 A. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that Paragraph 4D is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedcontinued below.)

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord or to Landlord's designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 9, and (b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with Commencing on the commencement date of Lease Commencement Date (as determined pursuant Article 2 above) and continuing throughout the term of this LeaseLease Term, in addition to the Base Monthly Rent and to the extent not required by Landlord to be contracted for and paid directly by Tenant, Tenant shall pay to Landlord in addition to as additional rent (the Basic Rent and as “Additional Rent followingRent”) the following amounts: (a) An amount equal to all Property Operating Expenses (as defined in Paragraph 13.12) incurred by Landlord. Payment shall be made by whichever of the following methods (or combination of methods) are from time to time designated by Landlord: (i) Landlord may forward invoices or bills for such Property Operating Expenses to Tenant's proportionate share , and Tenant shall, no later than fifteen (15) days following receipt of all Taxes relating such invoices or bills from Landlord, pay such invoices or bills and deliver satisfactory evidence of such payment to Landlord, and/or (ii) Landlord may b▇▇▇ to Tenant, on a periodic basis not more frequently than monthly, the amount of such Property Operating Expenses (or group of Property Operating Expenses) as paid or incurred by Landlord, and Tenant shall pay to Landlord the amount of such Property Operating Expenses within fifteen (15) days after receipt of a written b▇▇▇ therefor from Landlord, and/or (iii) Except for any Property Operating Expenses which Tenant does not pay for directly in accordance with this Lease, Landlord may deliver to Tenant Landlord’s reasonable estimate of any given Property Operating Expenses (such as Landlord’s Insurance Costs or Real Property Taxes), or group of Property Operating Expenses, which it reasonably estimates will be paid or incurred for the ensuing calendar or fiscal year, in an amount as Landlord may reasonably determine, and Tenant shall pay to Landlord an amount equal to the Complex as estimated amount of such expenses for such year in equal monthly installments during such year with the installments of Base Monthly Rent. Landlord reserves the right to change from one of the three options set forth in this Paragraph 123.2(a) to another, andfrom time to time, the methods of billing Tenant for any given expense or group of expenses or the periodic basis on which such expenses are billed. Landlord shall give Tenant reasonable prior written notice of any such change. (b) Tenant's proportionate Landlord’s share of all insurance premiums relating to the Complex, consideration received by Tenant upon certain assignments and sublettings as set forth in Paragraph 15, andrequired by Article 7. (c) Tenant's proportionate share of expenses for the operation, management, maintenance Any legal fees and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, andcosts that Tenant is obligated to pay or reimburse to Landlord pursuant to Article 13;and (d) All charges, costs and expenses, which Any other charges or reimbursements due Landlord from Tenant is required pursuant to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In Tenant shall pay the event Real Property Taxes directly to the applicable taxing authority. Tenant shall make such payments and deliver satisfactory evidence of nonpayment by Tenant of Additional Rentpayment to Landlord no later than ten (10) days before such Real Property Taxes become delinquent. Notwithstanding the foregoing, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment right to contest the amount or validity of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthlyany Real Property Taxes, in advancewhole or in part, Tenant's prorata share of an amount estimated by Landlord appropriate administrative and legal proceedings, and to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects instruct Tenant to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance postpone payment of any such contested Real Property Taxes pending the prosecution of the terms, covenants such proceedings and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedappeals.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord or to Landlord's designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 9, and (b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent, and (d) all prorated costs and expenses related to the Ardenwood Property Owners' Associations as set forth in Paragraph 49. The Additional additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata prorated share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. Upon request, by Tenant, Landlord shall provide reasonable detail supporting such invoices. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.term

Additional Rent. Beginning with Lessee shall pay, as additional rent above the commencement date Rent set forth in Section 4.1 (the "Additional Rent"), Lessee's pro rata share for all common area maintenance of the term Building attributable to the operation and maintenance of the Building, including snow removal, real estate taxes, levies and special assessments assessed by any governmental authority with respect to the Building, water and sewer charges, the usual and necessary maintenance, repair and replacement (provided such is not a capital improvement or investment, but rather the item is beyond repair in the exercise of reasonable judgment and requires replacement) of the roof, structure, plumbing, electrical and gas components of the Building, the parking area and landscaping adjacent to the Building (collectively "CAM Charges"). CAM Charges do not include replacement of capital improvement or investment items, specific costs billed to specific tenants, management fees, Lessor's responsibilities detailed in Section 6 of this Lease, Tenant shall pay mortgage obligations, including interest now or to Landlord in addition to be paid on the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating to Building or the Complex as set forth in Paragraph 12realty on which the Building is located, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair depreciation of the Building or equipment therein, any interest, net income, franchise, capital stock, gift, inheritance, transfer or estate taxes payable by Lessor, executive salaries, or real estate brokers' commissions. Lessee's pro rata share is forty-five percent (including common areas 45%). Any upgrades, replacements involving capital improvements or investments or similar modifications (collectively "Upgrades") to the Building shall not be deemed CAM Charges, and shall be Lessor's sole responsibility and expense; provided, if Lessor believes an Upgrade falls within the CAM Charges, Lessor shall provide 20 days prior written notice with the details of the Building) Upgrade to Lessee, which the parties will use their best efforts to mutually resolve as to the Upgrade and common Areas the division of responsibilities for its implementation and costs. In the absence of any such resolution, Lessor and Lessee agree to arbitrate the matter in accordance with Section 20 of this Lease. Similarly, if Lessee believes any action taken or charges incurred by Lessor is not within usual and necessary maintenance and should not be included in the CAM Charges, the Lessee shall provide Lessor with 20 days written notice with the details of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amountsmatter, and all damagesLessor and Lessee shall use their best efforts to mutually resolve the matter, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part if not, proceed to comply arbitration in accordance with the terms Section 20 of this Lease. In the event of nonpayment by Tenant order to provide for current monthly payments of Additional Rent, Landlord Lessor shall have all submit to Lessee a written statement of Lessor's estimate of the rights CAM Charges for that lease year, which estimate shall be reasonably based upon last year's CAM charges and remedies with respect thereto as Landlord has for nonpayment of rent. The reasonably based on current cost increases ("Estimated Additional Rent"); and based on the Estimated Additional Rent, Lessee shall pay the Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at in monthly installments with the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365Rent. Within thirty (30) days after receipt of Landlord's reconciliationthe end of each lease year (the "Applicable Year") during the Term, Tenant Lessor shall have provide Lessee with the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to actual CAM Charges (the foregoing expenses. Such audit must be conducted "Actual CAM Charges") which shall then become the CAM Charges for the immediately succeeding year; and if the Additional Rent paid by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenantthe Lessee for the Applicable Year exceeded the Actual CAM Charges, the amount overcharged excess shall be credited toward payment of the next installment of Additional Rent to Tenant's account within thirty (30) days after be paid by Lessee, and if the audit is concludedAdditional Rent was less than the Actual CAM Charges for the Applicable Year, the deficiency will be paid by Lessee to Lessor with the next Rent payment.

Additional Rent. Beginning with (a) Tenant shall pay Landlord as “Additional Rent” for each calendar year following the commencement date Base Year or each portion thereof during the Term Tenant’s Share of the term sum of this Lease(x) the amount (if any) by which Operating Costs for such period exceed Base Operating Costs, and (y) the amount (if any) by which Taxes for such period exceed Base Taxes. (b) Prior to the end of the Base Year and each calendar year thereafter, Landlord shall notify Tenant of Landlord’s estimate of Operating Costs, Taxes and Tenant’s Additional Rent for the following calendar year. Commencing on the first day of January of each calendar year following the Base Year and continuing on the first day of every month thereafter in such year, Tenant shall pay to Landlord in addition one-twelfth (1/12th) of the estimated Additional Rent. If Landlord thereafter estimates that Operating Costs or Taxes for such year will vary from Landlord’s prior estimate, Landlord may, by notice to Tenant, revise the Basic Rent estimate for such year (and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating to shall thereafter be payable based on the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, andrevised estimate). (c) Landlord shall endeavor to furnish Tenant's proportionate share , not more than ninety (90) days after the end of expenses the Base Year and each calendar year thereafter, a statement with respect to such year, showing Operating Costs, Taxes and Additional Rent for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amountsyear, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment total payments made by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as (“Expense Statement”). Every Expense Statement given by Landlord has for nonpayment of rent. The Additional Rent due hereunder pursuant to this Section 3.2.2(c) shall be paid to Landlord or Landlord's agent conclusive and binding upon Tenant unless (i) within five days for taxes and insurance and within thirty ninety (3090) days for all other Additional Rent items after presentation the receipt of invoice from such statement Tenant shall notify Landlord or Landlord's agent setting forth such Additional Rent and/or that it disputes the correctness thereof, specifying the particular respects in which the statement is claimed to be incorrect, and (ii) at the option of Landlordif such dispute shall not have been settled by agreement, Tenant shall pay submit the dispute to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled arbitration within 120 ninety (90) days after receipt of the end Expense Statement. Pending the determination of each calendar year such dispute by agreement or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretionarbitration as aforesaid, as compared to Landlord's actual expenditure for said Additional Rent itemsTenant shall, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within within thirty (30) days after receipt of such Expense Statement, pay all sums due hereunder in accordance with Landlord's reconciliation’s Expense 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 pay Tenant the amount of Tenant’s overpayment resulting from compliance with Landlord’s statement. (d) Provided that Tenant notifies Landlord in accordance with the terms of Section 3.2.2(c) above, that Tenant disputes an Expense Statement received from Landlord, Tenant or its CPA (as defined below) shall have the right, at Tenant's ’s sole cost and expense, provided that Tenant utilizes a Certified Public Accountant (the “CPA”), upon at least thirty (30) days’ prior notice to Landlord at any time during regular business hours to audit, to review and photocopy Landlord’s records pertaining to Operating Costs, Taxes and Additional Rent for the immediately previous calendar year and the Base Year only. Tenant shall retain a CPA who calculates its fees based upon hours actually worked (as opposed to any incentive, contingency or fee arrangement). Tenant shall complete the audit and present any disputed charges to Landlord, in writing, within six months of receipt of Landlord’s statement pursuant to Section 3.2.2(c) above. If, following Landlord’s receipt of the audit and any disputed charges (the “Report Date”), Landlord disputes the findings contained therein, and Landlord and Tenant are not able to resolve their differences within thirty (30) days following the Report Date, the dispute shall be resolved by binding arbitration as follows: Landlord and Tenant shall each designate an independent certified public accountant, which shall in turn jointly select a third independent Certified Public Accountant (the “Third CPA”). The Third CPA, within thirty (30) days of selection, shall, at Tenant’s sole expense, audit the relevant records and certify the proper amount within. That certification shall be final and conclusive. If the Third CPA determines that the amount of Expenses billed to auditTenant was incorrect, at a mutually convenient time at Landlord's office, Landlord's records relating the appropriate party shall pay to the foregoing expensesother party the deficiency or overpayment, as applicable, within thirty (30) days following delivery of the Third CPA’s decision, without interest. Such audit must be conducted Tenant agrees to keep all information thereby obtained by Tenant or an independent nationally recognized accounting firm that is not being compensated confidential and to obtain the agreement of its CPA and the Third CPA to keep all such information confidential. Tenant shall provide a copy of such CPA agreements to Landlord promptly upon request. Notwithstanding anything herein to the contrary, if such refund owing exceeds the aggregate amount properly payable by Tenant pursuant to the terms of this Lease by five percent (5%) or other third party more, then Landlord shall pay at such time any reasonable out-of-pocket audit expenses. (e) If Tenant’s Additional Rent as finally determined for any calendar year exceeds the total payments made by Tenant on a contingency fee basisaccount thereof, Tenant shall pay Landlord the deficiency within thirty (30) days of Tenant’s receipt of Landlord’s Expense Statement. If the total payments made by Tenant on account thereof exceed Tenant’s Additional Rent as finally determined for such audit reveals that Landlord has overcharged year, Tenant, the amount overcharged ’s excess payment shall be credited toward the rent next due from Tenant under this Lease. For any partial calendar year at the beginning or end of the Term, Additional Rent shall be prorated on the basis of a 365-day year by computing Tenant’s Share of the increases in Operating Costs and Taxes for the entire year and then prorating such amount for the number of days during such year included in the Term. Notwithstanding the termination of this Lease, Landlord shall promptly pay to Tenant's account Tenant or Tenant shall promptly pay to Landlord, as the case may be, within thirty (30) days after Tenant’s receipt of Landlord’s final Expense Statement for the audit calendar year in which this Lease terminates, the difference between Tenant’s Additional Rent for that year and the total amount previously paid by Tenant on account thereof subject to Section 3.2.2(c) above. Landlord shall provide prompt notice to Tenant of any tax refund notwithstanding the termination of this Lease. If for any reason Base Taxes or Taxes for any year during the Term are reduced, refunded or otherwise changed, Tenant’s Additional Rent shall be adjusted accordingly. Notwithstanding the first sentence of this paragraph, if Taxes are temporarily reduced as a result of space in the Project being leased to a tenant that is concludedentitled to an exemption from property taxes or other taxes, then for purposes of determining Additional Rent for each year in which Taxes are reduced by any such exemption, Taxes for such year shall be calculated on the basis of the amount the Taxes for the year would have been in the absence of the exemption. The obligations of Landlord to refund any overpayment of Additional Rent and of Tenant to pay any Additional Rent not previously paid shall survive the expiration of the Term. Notwithstanding anything to the contrary in this Lease, if there is at any time a decrease in Taxes below the amount of the Taxes for the Base Year, then for purposes of calculating Additional Rent for the year in which such decrease occurs, Base Taxes shall be reduced to equal the Taxes for the year in which the decrease occurs.

Additional Rent. Beginning (a) Commencing on the first (1st) anniversary of the Commencement Date, Subtenant shall also pay to Sublandlord (together with the commencement date payment of each monthly installment of Base Rent payable under this Sublease), as additional rent hereunder, Subtenant’s Proportionate Share (as hereinafter defined) of “Tenant’s Share” of “Operating Expenses,” “Office Maintenance Costs” and “Real Estate Taxes” (as each such term is defined in the Prime Lease) payable by Sublandlord in excess of those paid under the Prime Lease by Sublandlord for the Base Year (as hereinafter defined)(the “Additional Sublease Rent”). Subtenant shall pay the Additional Sublease Rent in monthly installments, based on estimates provided by the Landlord, all in accordance with Section 5 of the Prime Lease. If less than ninety-five percent (95%) of the rentable area of the Building is occupied during any calendar year period (including the Base Year), then the variable portion of Additional Sublease Rent for such period shall be deemed to be equal to the total of the variable portion of Additional Sublease Rent which would have been incurred by Sublandlord if ninety-five percent (95%) of the rentable area of the Building had been occupied for the entirety of such calendar year with all tenants paying full rent, as contrasted with free rent, half rent or the like; provided, however, that in no event shall Sublandlord be entitled to recover from Subtenant as Additional Sublease Rent more than 100% of the increase in Operating Expenses, Office Maintenance Costs, and Real Estate Taxes allocable to the Premises and actually paid by Sublandlord under the Prime Lease (plus the Excess Consumption Rent, if applicable). As used herein, “Subtenant’s Proportionate Share” shall be 8.78%, and the “Base Year” shall be calendar year 2011. Notwithstanding anything to the contrary contained in this Sublease, Sublandlord may elect, at Sublandlord’s cost, to have Subtenant’s electrical consumption at the Premises monitored by a separate meter. If Sublandlord determines at any time that Subtenant’s actual electrical consumption exceeds five (5) ▇▇▇▇▇ per rentable square foot in the Premises (“Excess Consumption”), then the Additional Sublease Rent payable hereunder for the then-current Sublease Year and all remaining Sublease Years during the Term shall be increased to include the actual cost of the Excess Consumption (the “Excess Consumption Rent”). Subtenant covenants and agrees that at all times during the term of this LeaseSublease, Tenant Subtenant’s electrical consumption shall pay to Landlord in addition never exceed that capacity of the mains, feeders, ducts, conduits, and wires bringing the same to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedPremises.

Additional Rent. Beginning with the commencement date of the term of this Lease, 4.1 The Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complexfurther pay, as set forth in Paragraph 15additional rent, and (c) Tenant's proportionate share of expenses for the operationall utility charges as required by Section 7 hereof, managementall premiums on insurance policies as required by Section 8 hereof, maintenance all real estate taxes and repair of the Building (including common areas of the Building) assessments as required by Section 9 hereof, all necessary repairs and common Areas of the Complex in which the Premises are located replacements as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amountsby Section 6.2 hereof, and all damagesother expenses and charges, reasonable costs which, during the term hereof, shall arise, be levied, assessed, charged or imposed upon or with respect to the Leased Premises. It is the purpose and intent of the Landlord and the Tenant that the rent described in Section 3 above shall be absolutely net to the Landlord, so that this Lease shall yield, net, to the Landlord the rent specified in Section 3 above during the term hereof. 4.2 The Landlord covenants and agrees that if there shall be any refunds or rebates of any utility charges, insurance premiums, real estate taxes and assessments, and/or any other expenses which and charges paid by the Tenant with respect to the Leased Premises hereunder, such refunds or rebates shall belong to the Tenant. Any refund or rebate received by Landlord may incur by reason of default of Tenant or failure on shall be deemed trust funds received as the Tenant's part agent and on its behalf. Landlord will promptly notify Tenant of the existence of such refunds and rebates and shall take all reasonable actions which may be required to comply with obtain such refunds or rebates. The Landlord will, upon the terms request of this Lease. the Tenant, sign any receipts which may be necessary to secure the payment of any such refunds or rebates, and will immediately (and without charge) pay over to the Tenant any such refunds or rebates as are received by the Landlord. 4.3 In the event of nonpayment that the Tenant fails to pay by Tenant of Additional Rent, Landlord shall have their respective due dates all the rights expenses and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall charges to be paid by it pursuant to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amountterms hereof, or Landlord refunding fails to Tenant (providing Tenant is not in default in maintain and make any required repairs to the performance of Leased Premises as provided herein, or fails to carry insurance as provided herein, or fails to fulfill any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant other obligation under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis any of the statement foregoing failures continue for a period of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty ten (3010) days after receipt of Tenant receives written notice from Landlord's reconciliation, Tenant shall have then the rightLandlord, at Tenant's sole expenseits option, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating may do so and the amount of such expenditure shall immediately become due and payable to the foregoing expenses. Such audit must Landlord and be conducted considered additional rent hereunder, but no such payment or compliance by Landlord shall constitute a waiver of any such failure by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant affect any right or other third party on a contingency fee basis. If such audit reveals that remedy of Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedwith respect thereto.

Additional Rent. Beginning with the commencement date of (a) Tenant shall (i) pay all charges for water, sewer, and electricity used by Tenant during the term of this Lease, Tenant shall Lease and metering therefor; (ii) pay to Landlord all telephone charges; and (iii) be responsible for the prompt and sanitary storage of Tenant’s refuse and rubbish in addition to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, andPremises. (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is Any amounts required to pay hereunder, together with all interest be paid by Tenant hereunder and penalties, costs and any charges or expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which incurred by Landlord may incur by reason of default on behalf of Tenant or failure on Tenant's part to comply with under the terms of this LeaseLease shall be considered additional rent payable in the same manner and upon the same terms and conditions as the rent reserved hereunder. In Any failure on the event part of nonpayment by Tenant of Additional Rent, to pay such additional rental when and as the same shall become due shall entitle Landlord shall have all to the rights and remedies with respect thereto as Landlord has available to it for nonpayment non-payment of rent. The Additional Rent due hereunder shall be paid Tenant’s failure to object to any statement, invoice or billing rendered by the Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation a period of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliationthereof shall constitute Tenant’s acquiescence with respect thereto, and such statement, invoice or billing shall thereafter be deemed to be correct and shall be an account stated between Landlord and Tenant. If Tenant requests that Landlord prepare, review, or execute any document, consent or waiver in connection with this Lease or otherwise, Tenant shall have be obligated to pay to Landlord, as Additional Rent, a fee in the right, at Tenant's sole expenseamount set forth on a fee schedule adopted by Landlord from time to time, to auditcompensate Landlord for the cost of reviewing and processing any such request, at and Landlord shall not be obligated to process any such request of Tenant until Tenant has paid Landlord the applicable processing fee. Landlord will supply Tenant with a mutually convenient time at copy of Landlord's office’s then current processing fee schedule upon Tenant’s request. Nothing herein shall be deemed to require that Landlord consent to, Landlord's records relating execute or approve any document, consent or waiver submitted to Landlord by Tenant notwithstanding Tenant’s payment of the applicable processing fee. (c) Payment by Tenant of a lesser amount than shall be due and shall be deemed to be payment on account, and shall not constitute an accord and satisfaction with respect to the foregoing expensesunderlying obligation. Such audit must The acceptance by Landlord of a check for a lesser amount with an endorsement or statement thereon, or upon any letter accompanying such check, that such lesser amount is payment in full, shall be conducted given no effect, and Landlord may accept such check without prejudice to any other rights or remedies which it may have against the Tenant. In addition to all liens upon and rights of setoff or recoupment against any money or property of Tenant by Tenant or an independent nationally recognized accounting firm that is not being compensated law, Landlord shall have, to the extent permitted by Tenant law, a contractual security interest in and a right of setoff against all deposits, moneys or other third party property of Tenant now or hereafter in the possession of or on a contingency fee basisdeposit with Landlord. If Each such audit reveals that Landlord has overcharged security interest or right of setoff may be exercised without demand upon or notice to Tenant, the amount overcharged . No security interest or right of setoff shall be credited deemed to Tenant's account within thirty (30) days after have been waived by any act or conduct on the audit part of Landlord or by any neglect to exercise such right of setoff or to enforce such setoff and/or security interest or by any delay in so doing. Every right of setoff and/or security interest shall continue in full force and effect until such right of setoff and/or security interest is concludedexpressly waived or released by an instrument in writing executed by Landlord.

Additional Rent. Beginning with Subtenant agrees to pay to Sublandlord, as additional rent under this Sublease, the commencement date amount of any additional rent payable by Sublandlord under the Prime Lease other than Operating Expenses thereunder. It is agreed that any and all amounts payable by the Sublandlord under the Prime Lease which are not specifically attributable to either the Subleased Premises or the remainder of the term Premises of Sublandlord under the Prime Lease, shall be deemed attributable to the Subleased Premises and included in Additional Rent in the same proportion as the rentable area of the Subleased Premises bears to the rentable area of the Premises of Sublandlord under the Prime Lease. The Additional Rent shall be apportioned during the year in which the Term of this LeaseSublease commences and during the year in which such Term shall end, Tenant such that Subtenant shall be obligated to pay to Landlord in addition to the Basic Rent and as Additional Rent following: (a) Tenant's a proportionate share of all Taxes relating such Additional Rental for the Sublease Premises which is attributable to the Complex as set forth number of days of the Term hereof which are included in Paragraph 12, and (b) Tenant's proportionate share the period of which such Additional Rental is payable by Sublandlord under the Prime Lease. Sublandlord shall give Subtenant copies of all insurance premiums relating relevant statements and bills received by Sublandlord pursuant to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair applicable provisions of the Building (including common areas Prime Lease, together with a statement of the Building) and common Areas amount of the Complex in which the Premises are located as set forth in Paragraph 7Additional Rent, and (d) All charges, costs and expensesif any, which Tenant Subtenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to under this section. Subtenant shall pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for of Subtenant’s receipt of this statement. Subtenant shall also pay to Sublandlord, as Additional Rent, all other amounts payable by Sublandlord pursuant to the Prime Lease (other than Monthly Base Rent and Operating Expenses) which are attributable to the Subleased Premises and the Term of this Sublease or attributable to Subtenant or any person claiming by, through or under Subtenant or any of their respective employees, Subtenants, licensees, agents, contractors and invitees (each, a “Subtenant Party”). Such amounts shall include without, limitation, charges for or related to Tenant’s Taxes, Alterations, costs incurred by Prime Landlord in repairing damage to the Building caused by Subtenant or any Subtenant Party, additional rent arising out of Section 6 of the Prime Lease (without limiting any obligations of Subtenant or any rights or remedies of Sublandlord under this Sublease), increased insurance premiums due as a result of Subtenant’s use or occupancy of the Subleased Premises; and amounts expended or incurred by Prime Landlord on account of any default by Subtenant under this Sublease which gives rise to a default under the Prime Lease. Subtenant’s obligation to pay Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other earlier termination of this Sublease. Subtenant agrees that the term Subtenant’s obligation to pay Rent is not dependent upon the condition of the Subleased Premises or the performance by Sublandlord of its duties or obligations hereunder (or the performance by Prime Landlord of its duties or obligations under the Prime Lease). For purposes of this LeaseSublease, “Additional Rent” means any and if all payments required to be made by Subtenant to Sublandlord hereunder during the term hereof shall expire or shall otherwise terminate on a day Term, other than the last day of a calendar yearFixed Rent and “Rent” means, the actual collectively, Fixed Rent and Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedRent.

Additional Rent. Beginning with Commencing on the commencement date of Lease Commencement Date (as determined pursuant to Paragraph 2.3 above) and continuing throughout the term of this LeaseLease Term, in addition to the Base Monthly Rent and to the extent not required by Landlord to be contracted for and paid directly by Tenant, Tenant shall pay to Landlord in addition to as additional rent (the Basic Rent and as “Additional Rent followingRent”) the following amounts: (a) An amount equal to all Property Operating Expenses (as defined in Article 13) incurred by Landlord. Payment shall be made by whichever of the following methods (or combination of methods) is (are) from time to time designated by Landlord: (i) Landlord may forward invoices or bills for such expenses to Tenant's proportionate share of all Taxes relating , and Tenant shall, no later than ten (10) days prior to the Complex due date, pay such invoices or bills and deliver satisfactory evidence of such payment to Landlord, and/or (ii) Landlord may ▇▇▇▇ to Tenant, on a periodic basis not more frequently than monthly, the amount of such expenses (or group of expenses) as set forth paid or incurred by Landlord, and Tenant shall pay to Landlord the amount of such expenses within ten days after receipt of a written ▇▇▇▇ therefor from Landlord, and/or (iii) Landlord may deliver to Tenant Landlord’s reasonable estimate of any given expense (such as Landlord’s Insurance Costs or Real Property Taxes), or group of expenses, which it anticipates will be paid or incurred for the ensuing calendar or fiscal year, as Landlord may determine, and Tenant shall pay to Landlord an amount equal to the estimated amount of such expenses for such year in Paragraph 12, andequal monthly installments during such year with the installments of Base Monthly Rent. Landlord reserves the right to change from time to time the methods of billing Tenant for any given expense or group of expenses or the periodic basis on which such expenses are billed. (b) Tenant's proportionate Landlord’s share of all insurance premiums relating to the Complex, consideration received by Tenant upon certain assignments and sublettings as set forth in Paragraph 15, andrequired by Article 7. (c) Tenant's proportionate share of expenses for the operation, management, maintenance Any legal fees and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, costs that Tenant is obligated to pay or reimburse to Landlord pursuant to Article 13; and (d) All charges, costs and expenses, which Any other charges or reimbursements due Landlord from Tenant is required pursuant to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In Notwithstanding the event of nonpayment by Tenant of Additional Rentforegoing, Landlord may elect by written notice to Tenant to have Tenant pay Real Property Taxes or any portion thereof directly to the applicable taxing authority, in which case Tenant shall have all the rights make such payments and remedies with respect thereto as Landlord has for nonpayment deliver satisfactory evidence of rent. The Additional Rent due hereunder shall be paid payment to Landlord or Landlord's agent no later than five (i) within five days for taxes and insurance and within thirty (305) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth before such Additional Rent and/or (ii) at the option Real Property Taxes become delinquent. Tenant may cause an audit of Landlord, Tenant shall pay ’s books and records using an independent “Big Six” accounting firm to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of determine the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess accuracy of Landlord's actual expenditures ’s ▇▇▇▇▇▇▇▇ for said Additional Rent items. The respective obligations of Landlord and Tenant Property Operating Expenses under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for provided Tenant commences such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty audit within ninety (3090) days after Tenant’s receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to year-end statement described in Paragraph 3.3 above setting forth the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basisannual reconciliation of the Property Operating Expenses. If such audit reveals that Landlord has overcharged Tenant, the actual Property Operating Expenses for any given year were less than the amount overcharged that Tenant paid for Property Operating Expenses for any such year, then Landlord shall be credited credit the excess to Tenant's account ’s next payment of Additional Rent. If such audit reveals that the actual Property Operating Expenses for any given year were more than the amount that Tenant paid for Property Operating Expenses for any such year, Tenant shall pay such amount to Landlord within thirty ninety (3090) days after completion of the audit. In the event the audit is concludedshows that Landlord overcharged Tenant by more than 5% of the actual Property Operating Expenses, Landlord shall pay for the costs of the audit.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord or to Landlord's designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 9, and (b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, discretion as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent itemsItems. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. Landlord shall be provided a complete copy of said audit at no expense to Landlord. If such audit reveals that Landlord has overcharged Tenant and the audit is not challenged by Landlord, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning on the Sublease Commencement Date and thereafter throughout the Term and in accordance with the commencement date Article 3.2 of the term of this Master Lease, Tenant shall Subtenant will pay to Landlord in addition Sublandlord as additional rent (“Additional Rent”) an amount equal to the Basic Rent and as Additional Rent following: sum of (ai) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair ’s Proportionate Share of the Building (including common areas as defined in the Master Lease) for the Property Maintenance Costs (as defined in the Master Lease) incurred by Landlord related solely to the Building; (ii) Tenant’s Proportionate Share of the BuildingBuilding for the Real Property Taxes (as defined in the Master Lease) related solely to the Building and common Areas of the Complex in Parcel 5 Land upon which the Premises are located Building is located; (iii) Tenant’s Proportionate Share of Project (as set forth defined in Paragraph 7, and the Master Lease) for the Operating Expenses (as defined in the Master Lease) related to the Outside Areas (as defined in the Master Lease); and (d) Tenant’s Proportionate Share of the Building for Landlord’s Insurance Costs (as defined in the Master Lease) for the Building as to Insurance Costs covering the Building and Tenant’s Proportionate Share of Project as to Insurance Costs covering the Project or Landlord. All charges, costs and expenses, which Tenant Additional Rent payable by Subtenant will be paid to Sublandlord by Subtenant no later than the time that Sublandlord is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto the same under the Master Lease. Notwithstanding anything herein or in the event of Tenant's failure Master Lease to the contrary, Subtenant will pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes Sublandlord on a direct pass-through basis, subject to Subtenant’s right to review and insurance and within thirty (30) days for trigger an audit of all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (iiin accordance with Section 3.9 of the Master Lease, as further set forth in Section 4(c) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord below. All amounts required to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall paid by Subtenant under this Section 4(b) will be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default paid in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional same manner as Base Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears pursuant to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedSection 4(a).

Additional Rent. Beginning with the commencement date of the --------------- term of this Lease, Tenant shall pay to Landlord or to Landlord's designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 9, and (b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All all charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. Tenant shall have the right to review Landlord's records, at a time convenient for Landlord at Landlord's office, that are related to Additional Rent changes within 30 days of Tenant's receipt of notice for additional amounts owed. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this LeaseThe Tenant agrees to pay, Tenant shall pay to Landlord in addition as additional rent ("Additional Rent") to the Basic Rent and Landlord, a sum equivalent to its Proportionate Share, as Additional Rent followingdefined herein, of: (a) Tenant's proportionate share The annual real estate taxes, assessments, and other impositions generally or specifically imposed at any time during the term or any extension of all Taxes relating to this Lease, upon the Complex as set forth in Paragraph 12, Building and land upon which it is situated; and, (b) Tenant's proportionate share The annual cost of all Landlord’s insurance premiums relating to covering the ComplexBuilding against loss or damage by fire or other casualty and such other hazards and risks and in such amounts, and such other coverage and types of insurance as set forth in Paragraph 15, the Landlord may determine; and (c) TenantThe Landlord's proportionate share annual cost of the common area maintenance, including but not limited to landscaping, snow and ice removal, parking area cleaning, restriping, repainting, and repaving, liability insurance, policing, lighting, refuse disposal, cost of illumination and maintenance of signs, utilities not otherwise separately metered and payable by other tenants of the Leased Premises, personal property taxes, supplies, all costs and expenses of enforcing the rules and regulations established by the Landlord for the operationBuilding, management, maintenance and repair of any other reasonable and necessary expenses customary for a Building which are incurred to maintain the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms . For purposes of this Lease, Tenant's proportionate share shall be defined as being _______ (______%) percent ("Proportionate Share"). In Tenant shall likewise pay any increase in taxes attributable to any alteration, improvement, or addition made by the event Tenant and any tax attributable to any sign of nonpayment the Tenant. Tenant’s Additional Rent for each year of the Term shall be estimated by Landlord at the commencement of each such year, and shall be payable by Tenant in equal monthly installments as reasonably determined by Landlord. As soon as practicable, but in no event less than annually at the end of Additional Renteach year of the Term, the Landlord shall have will forward to the Tenant an accounting of all the rights actual expenses as provided herein for such year or portion thereof, and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and Tenant shall, within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlordreceipt thereof, Tenant shall pay to the Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which any deficiency between the estimated amount shall be reconciled within 120 days of paid and the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with incurred charges. In the event Tenant paying to Landlord, upon demand, any amount of actual expenses expended by has paid the Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred expenses as provided herein for the calendar such year in which the term hereof expires or otherwise terminates portion thereof, such excess shall be determined and settled on applied to the basis Tenant’s proportionate share of the statement of actual Additional Rent for such calendar the immediately following year and such amount of excess payment shall be prorated confirmed by the LANDLORD, in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expensewriting, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account TENANT within thirty (30) days after of such accounting. The estimated Additional Rent for the audit first year of the Term is concluded__________________________ and ____/100 ($____________) Dollars. It is agreed by both Landlord and Tenant that the intent of this Lease is to be an absolute net lease and that the Tenant shall share proportionately in any and all taxes, insurances, and common area maintenance charges.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the he Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, expenses which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, expenses that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason means of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items items, after presentation of invoice from Landlord or Landlord's agent agent, setting forth such Additional Rent and/or (ii) at the option of Landlord, Landlord Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year year, or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual accrued expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, Lease and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this LeaseIn addition to Base Rent, Tenant Subtenant shall pay to Sublandlord Subtenant’s Pro Rata Share of all operating costs, taxes and related amounts payable by Sublandlord under the Lease (which related amounts shall not include costs relating to Sublandlord’s negligence, willful misconduct or default under the Lease (unless such default was due to Subtenant’s default under this Sublease) or which are for the sole benefit of portions of the Premises other than the Subleased Premises) as and when such amounts are due under the Lease, including, without limitation, Operating Costs Share Rent and Tax Share Rent, as defined in Section 2A of the Lease; provided, however, that Subtenant shall not be responsible for maintenance costs for the building foundation, structural exterior walls (excluding exterior painting) and roof elements (structure and membrane) of the Subleased Premises which shall be the responsibility of Landlord in addition pursuant to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating Lease, except to the Complex as set forth extent the same are properly included in Paragraph 12“Operating Costs” under the Lease; provided, and (b) Tenant's proportionate share of all insurance premiums relating further, however that damage to the Complexforegoing caused by the negligence or willful acts or omissions of Subtenant or Subtenant’s agents, as set forth in Paragraph 15employees, and (c) Tenant's proportionate share of expenses for the operationsubtenants, managementlicensees or invitees, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur or by reason of default the failure of Tenant Subtenant to perform or failure on Tenant's part to comply with the any terms of this Sublease or the Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in caused by Subtenant or Subtenant’s agents, employees or contractors during the performance of any work, shall be repaired solely at Subtenant’s expense. Sublandlord shall deliver to Subtenant promptly upon request copies of the terms, covenants invoices that it receives from Landlord as to Operating Costs Share Rent and conditions of Tax Share Rent. All monies other than Base Rent required to be paid by Subtenant under this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Sublease shall be deemed additional rent (“Additional Rent”). Base Rent and Additional Rent itemshereinafter collectively shall be referred to as “Rent”. The respective obligations Subtenant’s Pro Rata Share for purposes hereof shall be equal to 100%, as to the Subleased Premises (Building C), and a fraction, the numerator of Landlord and Tenant under this paragraph shall survive which is the expiration or other termination square footage of the term Subleased Premises and the denominator of this Lease, and if which is the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis square footage of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliationPremises, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating as to the foregoing expenses. Such audit must be conducted by Tenant Premises or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedLease generally.

Additional Rent. Beginning In addition to the Annual Rent, Tenant hereby further agrees to pay to Landlord during the Extension Term, all Additional Rent and other charges required to be paid by Tenant pursuant to the Lease, including, but not limited to, all Utility Charges and Tenant’s Proportionate Share of Taxes, Insurance Premiums, Common Area maintenance expenses, and other Shopping Center Operating Costs. Notwithstanding anything in the Lease to the contrary, during the Term of this Lease and any extensions thereof, for the Additional Premises only, Tenant agrees to pay Landlord as Additional Rent Tenant’s Percentage Share (As it relates to Property Insurance defined as that fraction, the numerator of which is the total number of rentable square feet of space contained within the Additional Premises and the denominator of which is the total number of leasable square feet within the Shopping Center less any area not covered by the Property Insurance policy) of any cost associated with the commencement date Property Insurance (including but not limited to windstorm, “All Risk”, fire, flood, etc.) obtained by Landlord in its reasonable discretion, for the Shopping Center. If Landlord determines in it’s reasonable discretion that Tenant will be required to pay Additional Rent to cover it’s Percentage Share of the term of this LeaseProperty Insurance, then Tenant shall pay to Landlord an estimated amount of such costs in addition to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12equal monthly installments together with Rent. Initially, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Landlord estimates that Tenant is will be required to pay hereunder, Four Hundred and Fifty Dollars per month ($450.00) together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event its Rent towards Tenant’s Percentage Share of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this LeaseProperty Insurance. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five Within 180 days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year Year or more frequently if during such other periods as Landlord so elects to do so at Landlord's sole deems reasonable, the Landlord will determine and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with advise Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any statement of the terms, covenants and conditions of this Lease) any exact amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive or the expiration or other termination Tenant’s Percentage Share of the term Shopping Center’s Property Insurance and, if necessary, an adjustment will be made between the parties within 15 days after the Tenant has been advised of the actual amount paid. Upon request by Tenant, Landlord agrees to provide Tenant with a copy of the paid Property Insurance ▇▇▇▇ as evidence of the basis upon which any increase in Property Insurance is chargeable to Tenant. Tenant shall be responsible for its Percentage Share of such Property Insurance for fractional years occurring at the beginning and expiration of the Term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedany extensions thereof.

Additional Rent. Beginning with on the commencement date of Lease Commencement Date and continuing throughout the term of this LeaseLease Term, Tenant shall pay to Landlord (or to Landlord’s designated agent) in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 1211 (Taxes), and (b) Tenant's proportionate share of all All insurance premiums for the respective insurance year and deductibles relating to the ComplexPremises, as set forth in Paragraph 1515 (Property Insurance), and (c) Tenant's ’s proportionate share of all prorated costs and expenses for related to the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located Ardenwood Technology Park Property Owners’ Association as set forth in Paragraph 744 (Association Dues), and (d) All charges, costs and expenses, which are applicable to the Premises and which Tenant is required to pay hereunder, including, without limitation, utilities, together with all interest and penalties, reasonable costs and expenses including reasonable attorneys' ’ fees and legal expenses, that may accrue thereto in the event of Tenant's ’s failure to pay such amounts, amounts (subject to all applicable notice) and all damagesdamages arising therefrom, reasonable costs and expenses which Landlord may incur by reason of default an Event of Default (as defined in Paragraph 45 (Cross Default)) of Tenant or failure on Tenant's part Subject to comply with the terms of this Lease. In all applicable notices, in the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rentRent under this Lease. The Additional Rent due hereunder shall be paid to Landlord or Landlord's ’s agent (i) within five thirty (30) days for taxes Taxes and insurance Property Insurance premiums and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's ’s agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share ’s Proportionate Share of an amount estimated by Landlord to be Landlord's ’s approximate average monthly expenditure for such Additional Rent items, which . Said estimated amount Additional Rent amounts shall be reconciled against actual Additional Rent expenditures (i) within 120 ninety (90) days of the end of each calendar year or more frequently if within forty-five (45) days of the end of each quarter (as determined by Landlord) and (ii) within ninety (90) days of the Lease Termination Date (or as soon thereafter as reasonably possible if, for whatever reason, the Landlord so elects cannot complete the reconciliation within said ninety (90) day period). Notwithstanding anything to do so at Landlord's sole and absolute discretionthe contrary herein, Landlord shall not be required to submit ongoing monthly statements to Tenant reflecting amounts owed as compared to Landlord's actual expenditure for said Additional Rent. Landlord will, however, inform ▇▇▇▇▇▇ by invoice when a previously estimated Additional Rent amount changes. In the event of any underpayment by Tenant of Additional Rent items, with Tenant paying shall pay to Landlord, upon demandwithin thirty (30) days of Tenant’s receipt of an invoice therefor, any amount of actual expenses permitted under this Lease and expended by Landlord in excess of said estimated amount. In the event of any overpayment by ▇▇▇▇▇▇, or Landlord refunding shall credit any amount of estimated payments made by Tenant in excess of Landlord’s actual expenditures for said Additional Rent items to Tenant (providing provided Landlord may withhold any portion thereof and credit Tenant is not in to Single Tenant/Single Parcel Initial: cure Tenant’s default in the performance of any of the terms, covenants and conditions of this Lease) ). Notwithstanding anything to the contrary above, any amount credit due Tenant for a reconciliation of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive expenses that occurs after the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates Lease Termination Date shall be determined and settled refunded to Tenant; provided however, that Landlord may withhold therefrom the amount necessary to cover any amounts due on the basis Tenant’s account. [***] Landlord shall, upon request by ▇▇▇▇▇▇, provide Tenant with copies of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating individual invoices related to the foregoing actual expenses. Such audit must , either by facsimile, email or by U.S. mail; however, in no event shall Landlord be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant obligated to provide duplicate copies of any invoice or other third party on Lease documentation to Tenant and/or Tenant’s representative (if any) for an audit of Tenant’s records outside of Landlord’s office. Within a contingency fee basis. If such audit reveals reasonable time period following the Lease Commencement Date, Landlord shall provide an invoice to Tenant reflecting the estimated Additional Rent amounts to be paid monthly in advance and Tenant shall pay said amounts monthly in advance until otherwise informed in writing that the monthly estimated Additional Rent amounts have changed and Landlord has overcharged Tenant, the amount overcharged shall be credited not otherwise submit monthly estimated Additional Rent invoices to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord or to Landlord's designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 9, and (b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses expenses, including reasonable attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five (5) days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata pro rata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 one hundred twenty (120) days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, discretion as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning All monies other than Base Rent required to be --------------- paid by Subtenant under this Sublease shall be deemed additional rent ("Additional Rent"). Additional Rent shall include, without limitation, all amounts payable by Sublandlord under the Master Lease with respect to or reasonably allocated to the commencement date Subleased Premises accruing during the Term of the term of this LeaseSublease (except for "Base Rent" under the Master Lease and services requested by Sublandlord or other subtenant for Sublandlord's or such other subtenant's sole benefit), Tenant except that Subtenant shall not be required to pay to Landlord in addition such amount to the Basic Rent and extent that such expenses are incurred as Additional Rent following: (a) Tenanta result of Sublandlord's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12or its agent's, and (b) Tenantemployee's proportionate share of all insurance premiums relating to the Complexor contractor's negligence, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair willful misconduct or breach of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant Master Lease not caused by Subtenant. Subtenant acknowledges that Sublandlord is required to pay to Master Landlord "Operating Costs" and "Taxes" and estimated payments thereof and adjustments thereto under Section 2 of the Master Lease. In addition to all other Additional Rent set forth in this Sublease, Subtenant shall pay to Sublandlord as Additional Rent hereunder, together Subtenant's pro rata share of all of such "Operating Expenses" and estimated payments thereof and adjustments thereto payable by Sublandlord to Master Landlord. Subtenant's pro rata share shall mean that amount, expressed as a percentage, equal to the number of square feet included in the Subleased Premises divided by the number of square feet in the Master Premises. Such amounts (including estimated payments thereof and adjustments thereto) shall be payable by Subtenant no later than the dates the same are due under the Master Lease; provided that Sublandlord has given Subtenant reasonably adequate notice and evidence of the same. Notwithstanding the foregoing, with respect to estimates of Operating Expenses and Taxes under the Master Lease, within 10 days after receiving an original or revised estimate of the Operating Expenses and Taxes reasonably allocable to the Subleased Premises, Subtenant shall pay Sublandlord 1/12th of such estimate, multiplied by the number of months (if any) that have elapsed in the applicable fiscal year to the date of such payment including the current month, minus payments previously made by Subtenant for the months elapsed. On the first day of each month thereafter, Subtenant shall pay Sublandlord 1/12th of such estimate, until a new estimate becomes applicable. Sublandlord shall promptly forward the appropriate invoices received from Master Landlord. Notwithstanding the foregoing, but except for all interest and penaltiescosts, costs and expenses including attorneys' expenses, fees and legal expensescharges incurred in connection with the construction of the Sublandlord Improvements, that may accrue thereto in the event any cost or expense is incurred by Sublandlord under the Master Lease for Subtenant's sole benefit or as a result of TenantSubtenant's failure to request for certain services (such as extra hours' charges, etc.) or as a result of Subtenant's or its agent's, employee's or contractor's negligence, willful misconduct or breach of the Sublease or Master Lease, Subtenant shall pay such amountsthe entire cost thereof, and such charges shall not be pro rated between Sublandlord and Subtenant. Except to the extent included in Operating Expenses under the Master Lease, Subtenant shall pay for all damageswater, reasonable costs gas, heat, light, power, telephone, WAN and expenses which Landlord may incur by reason of default of Tenant other telecommunications lines and services, sewer service, waste pick- up and any other utilities and services (including HVAC) to the Subleased Premises. If any such utilities or failure on Tenant's part services are not separately metered to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional RentSubleased Premises, Landlord Subtenant shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and pay within thirty (30) days of demand Subtenant's pro rata share of the cost of such utilities and services incurred by Sublandlord for the Master Premises. In the event Sublandlord reasonably determines that Subtenant is using a disproportionate amount of such utilities and services, Sublandlord may either (1) charge a reasonable proportion to be reasonably determined by Sublandlord of all other charges jointly metered to the Master Premises or (2) separately meter the Subleased Premises at Subtenant's sole cost and expense. Subtenant and its authorized representatives may examine, inspect and audit for accuracy Sublandlord's calculations of Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated payable by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, Subtenant under this Sublease as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants bills and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of invoices Sublandlord has received from Master Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basisproviders and copy the same. If Such examination, inspection, audit or copying may be done within one year of Subtenant's receipt of such audit reveals that Landlord has overcharged Tenantinvoice at reasonable times and upon reasonable prior written notice. Unless Subtenant serves such notice within one year of receipt of such invoice, the amount overcharged invoice shall be credited deemed final. Upon a reasonable determination that Subtenant was overcharged for Additional Rent or any other charges which were due hereunder, Sublandlord shall, within 15 business days of such determination and notice from Subtenant, remit all overcharged amounts to TenantSubtenant. This examination privilege does not include any examination by subtenant of Master Landlord's account within thirty (30) days after the audit is concludedbooks or records.

Additional Rent. Beginning with Commencing on January 1, 2025 and subject to a 2024 Base Year, and continuing for each month thereafter during the commencement date Term, Subtenant shall be responsible for the payment of Tenant’s Share of Excess Operating Expenses payable by Sublandlord pursuant to the terms and conditions of the term of this Master Lease, Tenant and for the payment of costs of utilities under Section 11 of the Master Lease. Subtenant and Sublandlord agree, as a material part of the consideration given by Subtenant to Sublandlord for this Sublease, that Subtenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent following: one hundred percent (a100%) of Tenant's proportionate share ’s Share of all Taxes relating to the Complex as set forth in Paragraph 12Excess Operating Expenses commencing on January 1, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex2025, such that Sublandlord shall receive, as set forth in Paragraph 15net consideration for this Sublease, and (c) Tenant's proportionate share full reimbursement thereof. Subtenant shall pay 1/12th of expenses for T▇▇▇▇▇’s Share of Excess Operating Expenses on a monthly basis at the operationsame time Subtenant pays Monthly Base Rent. If during any calendar year Sublandlord is determined, management, maintenance and repair upon receipt by Sublandlord of the Building (including common areas Annual Statement, to have overpaid Tenant’s Share of Excess Operating Expenses under the Building) and common Areas Master Lease and, as a result, Subtenant has overpaid Tenant Share of Excess Operating Expenses under this Sublease, such overpayment shall be credited toward the Complex in which the Premises are located as set forth in Paragraph 7payments next due from Subtenant. In addition, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event Sublandlord exercises its audit right under Section 5 of the Master Lease, and as a result Sublandlord receives a refund of any excess payment of Tenant's failure ’s Share of Operating Expenses, Sublandlord shall promptly refund to Subtenant any portion of such refund attributable to excess payment by Subtenant, if any. Tenant Share of Excess Operating Expenses, and any and all other amounts Subtenant assumes or agrees to pay such amountsunder the provisions of this Sublease, including without limitation any and all damages, reasonable costs and expenses which Landlord other sums that may incur become due by reason of any default of Tenant Subtenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rentagreements, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) Sublease to be performed by Subtenant, after any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said applicable notice and cure period, shall be “Additional Rent” under this Sublease. All Additional Rent items. The respective obligations not required by this Sublease to be paid at the time and in the manner for payment of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Monthly Base Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears payable by Subtenant to 365. Within thirty Sublandlord within ten (3010) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedSublandlord’s invoice therefor.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may my accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may my incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Rent Landlord shall have all the rights and remedies with respect thereto as Landlord has ha for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, discretion as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (or if the Lease is terminated, then as a net refund to Tenant) (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with (a) Any amount required to be paid by Tenant hereunder (in addition to Minimum Annual Rent) and any charges or expenses incurred by Landlord on behalf of Tenant under the commencement date of the term terms of this Lease, Lease shall be considered “Additional Rent” payable in the same manner and upon the same terms and conditions as the Minimum Annual Rent reserved hereunder except as set forth herein to the contrary. Any failure on the part of Tenant to pay such Additional Rent when and as the same shall become due shall entitle Landlord to the remedies available to it for non-payment of Minimum Annual Rent. (b) In addition to the Minimum Annual Rent Tenant shall pay to Landlord in addition to for each calendar year during the Basic Rent and Lease Term, as Additional Rent following: (a) Rent, Tenant's proportionate share ’s Proportionate Share of all costs and expenses incurred by Landlord during the Lease Term for Real Estate Taxes relating to (as hereinafter defined), Insurance Premiums (as hereinafter defined), and Operating Expenses (as hereinafter defined) for the Complex as set forth in Paragraph 12, and Building and common areas (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, andcollectively “Common Area Charges”). (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term For purposes of this Lease, “Operating Expenses” shall mean all of Landlord’s expenses for operation, repair, replacement and maintenance to keep the Building and common areas in good order, condition and repair, including, but not limited to, management fees or administrative fees; utilities; insurance deductibles (except as otherwise set forth hereinbelow); stormwater discharge fees; license, permit, inspection and other fees; fees and assessments imposed by any covenants or owners’ association; access patrols; and maintenance, repair and replacement (except as otherwise set forth hereinbelow) of the driveways, parking areas (including snow removal), exterior lighting, landscaped areas, walkways, curbs, drainage strips, storm conveyance systems, sewer lines, exterior walls, foundation, structural frame, roof and gutters. The cost of any Operating Expenses which are of a capital nature, unless such costs are incurred to decrease the Operating Expenses of the Building or the common areas, and if included, such cost shall be amortized over the term hereof useful life of such improvement (in accordance with generally accepted accounting principles or “GAAP”), and only the amortized portion shall expire be included in Operating Expenses. Notwithstanding anything to the contrary contained in this Lease, Operating Expenses do not include the following costs: (1) depreciation; (2) debt service under mortgages or shall otherwise terminate ground rent under ground leases, costs of restoration to the extent of net insurance proceeds received by Landlord with respect thereto: (3) Intentionally Omitted; (4) for costs and expenses incurred in connection with leasing space in the Building to Tenant, including, without limitation, marketing costs, leasing commissions and the costs of any inducements provided to Tenant, including but not limited to tenant finish allowances, costs incurred for materials and labor in connection with the installation of tenant improvements, rent allowances, lease takeover costs, payment of moving costs and other similar costs and expenses; (5) for legal expenses in connection with this Lease; (6) for overtime or other expenses of Landlord in curing defaults of Landlord or performing work expressly provided in this Lease to be borne at Landlord’s expense; (7) for federal income taxes, inheritance, estate, gift, franchise, corporation, net profits or similar taxes assessed against or imposed on a day or measured by the income of Landlord from the operation of the Building; (8) for fees for professional services including legal, architectural, engineering, accounting and appraisal that are not directly related to the management, operation, repair and maintenance of the Building; (9) incurred by Landlord to the extent that Landlord receives reimbursement for such costs from any source other than Tenant (including, but not limited to, insurance); (10) for real estate commissions, attorneys’ fees and other costs and expenses incurred in connection with negotiations with purchasers or potential purchasers of the last day Building; (11) for rentals and other related expenses incurred in leasing air conditioning systems, elevators or other equipment or machinery ordinarily considered to be of a calendar yearcapital nature, if such machinery or equipment would constitute a capital expenditure if purchased by Landlord; (12) for advertising and promotional expenditures; (13) for penalties or fines incurred by Landlord due to a violation by Landlord of any legal requirements; (14) for salary, benefits and commissions of Landlord’s officers, management supervisors and leasing agents; (15) for expenses related to Landlord’s compliance with environmental and/or disabilities laws, except to the actual Additional Rent incurred extent such compliance is required due to the acts of Tenant, Tenant’s agents, employees, contractors or invitees or such compliance is required because of amendments, changes or additions to any such laws, which amendment(s), changes or additions became effective after the date this Lease is signed and are required due to Tenant’s particular use or operations in the Leased Premises (16) necessitated by or resulting from the negligence of Landlord, its agents, officers, or employees or Landlord’s breach of its obligations under this Lease; (17) replacement costs for the calendar year in which the term hereof expires or otherwise terminates shall be determined foundation, exterior walls, structural frame, and settled on the basis roof of the statement Building, or (18) insurance deductibles for claims arising out of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration negligence or termination bears to 365. Within thirty (30) days after receipt willful misconduct of Landlord's reconciliation, Tenant shall have the rightits employees, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant agents or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedcontractors.

Additional Rent. Beginning with In addition to the commencement date payment of the term of this LeaseMinimum Rent, Tenant shall pay to Landlord in addition to the Basic Rent and Landlord, as Additional Rent following: (a) additional rent, "Tenant's proportionate share Share" of all Taxes relating "Landlord's Operating Costs" estimated to be $1.60/sf for the Complex as set forth in Paragraph 12year 2000, and (b) capped at 4% per annum. "Tenant's proportionate share Share" shall be a fraction the numerator of all insurance premiums relating to which shall be the Complexnumber of square feet within the Leased Premises, as set forth in Paragraph 15which on the Commencement Date is approximately 12,947 rentable square feet, and (c) Tenant's proportionate share and the denominator of expenses for which shall be the operation, management, maintenance and repair number of leasable square feet within the Town Center. The leasable area of the Building (including common areas Town Center may increase or decrease from time to time and in that event, the denominator shall be adjusted. At such time as the Leased Premises is increased, the numerator shall be increased accordingly. "Landlord's Operating Costs" shall be the cost and expense of operating and maintaining the Building) Common Areas and common Areas of facilities (whether or not located on land within the Complex Town Center provided the land is used in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply conjunction with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (iTown Center) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated a manner deemed by Landlord to be reasonable and appropriate and for the best interests of the Town Center including, without limitations: all costs and expense of operating, heating, cooling and ventilation, repairing, lighting, cleaning, painting, striping, policing and security, information center, community rooms, holiday decor, garbage and trash removal, insurance, including liability insurance for personal injury, death and property damage, insurance against fire, theft or other casualties, workmen's compensation insurance covering personnel, fidelity bonds for personnel, insurance against liability for defamation and claims of false arrest occurring in and about the common facilities area, plate glass insurance for glass serving the common facilities area, removal of snow, ice, and debris, regulation of traffic, costs and expense of inspecting and depreciation of machinery and equipment used in the operation and maintenance of the common facilities and personal property taxes and other charges incurred in connection with such equipment, costs and expense of replacement of paving, curbs, walkways, landscaping, drainage, pipes, ducts, conduits and similar items, and lighting facilities, costs and expense of planting, replanting and replacing flowers and shrubbery and planters, real estate taxes and special assessments applicable to common facilities and land underlying same within the Town Center (in the absence of separate assessments for common facilities, real estate taxes may, in Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, be apportioned between common facilities and rental areas on a square foot basis), costs and expense of providing Building Services (as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord defined in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions Section 4(a) of this Lease), cost and expense for the rental of music program services and loudspeaker systems, including furnishing electricity therefor, the costs and expense of providing Landlord repairs (as provided in Section 5(a) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease), and if administrative costs equal to twenty (20%) percent of the term hereof total cost of operating and maintaining the common facilities. Landlord Operating Costs shall expire not include insurance or shall otherwise terminate on a day depreciation (other than the last day insurance and depreciation as above specified and in no event shall Tenant be charged more than once for any item of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded).

Additional Rent. Beginning with the commencement date Alt 1: Percentage Rent: Commencement Date Through percent ( %) of the term Gross Sales exceeding a Breakpoint of this Lease$ Through percent ( %) of Gross Sales exceeding a Breakpoint of $ Through percent ( %) of Gross Sales exceeding a Breakpoint of $ Through percent ( %) of Gross Sales exceeding a Breakpoint of $ Through percent ( %) of Gross Sales exceeding a Breakpoint of $ Prorations of Breakpoints for Partial Lease Years, and prorations for Lease Years containing two different Breakpoints for different periods, shall be as described in Article 3. Alt 2: Common Area Assessment. Tenant shall also pay to Landlord as “Additional Rent”, upon demand, an amount equal to its “Pro Rata Share” (which for purposes of this Lease shall be a fraction, the numerator of which is the square footage of the Premises and the denominator of which is the total square footage of the building in addition to which the Basic Rent and as Additional Rent following: Premises are located) of all expenses incurred by Landlord for (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12Common Area Maintenance, and (b) Tenant's proportionate share of all insurance premiums relating to on the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex building in which the Premises are located as set forth in Paragraph 7and the Common Areas, and (c) taxes and assessments for the Premises and all improvements constructed thereon, and (d) maintenance and repair of the building in which the Premises are located and the Common Areas of the Premises. Tenant shall pay a monthly amount equal to Landlord’s estimate of such annual costs, which Landlord has initially determined to be [$ ] per month, and which Tenant shall pay in advance, on the first day of each month during the Term. Not less often than once every twelve months, Landlord shall provide to Tenant a statement of such costs, and with such statement a reconciliation of the monthly estimate of Tenant’s Pro Rata Share as appropriate, with any excess or deficiency being applied or added to Tenant’s next installment of Additional Rent. All charges, costs and expenses, other sums which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with under the terms of this Lease. In the event of nonpayment by Tenant of Lease shall also be paid as Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning There may be instances under this Agreement where Tenant may be required to pay additional charges to Landlord. All such charges are considered additional rent under this Agreement and will be paid with the commencement next regularly scheduled rent payment. Landlord has the same rights and Tenant has the same obligations with respect to additional rent as they do with rent. Utilities. Tenant is responsible for payment of all utility and other services for the Premises. Security Deposit. Upon signing this Agreement, Tenant will pay a security deposit in the amount of to Landlord. The security deposit will be retained by Landlord as security for Tenant’s performance of its obligations under this Agreement. The security deposit may not be used or deducted by Tenant as the last month’s rent of the Term.Tenant will be entitled to a full refund of the security deposit if Tenant returns possession of the Premises to Landlord in the same condition as accepted, ordinary wear and tear excepted. Within days after the termination of this Agreement, Landlord will return the security deposit to Tenant (minus any amount applied by Landlord in accordance with this section). Any reason for retaining a portion of the security deposit will be explained in writing. The security deposit will not bear interest while held by Landlord in accordance with applicable state laws and/or local ordinances. Landlord’s Failure to Give Possession. In the event Landlord is unable to give possession of the Premises to Tenant on the start date of the term Term, Landlord will not be subject to any liability for such failure, the validity of this LeaseAgreement will not be affected, and the Term will not be extended. Tenant shall pay to will not be liable for rent until Landlord in addition to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair gives possession of the Building (including common areas Premises to Tenant. Holdover Tenancy. Unless this Agreement has been extended by mutual written agreement of the Building) and common Areas of Parties, there will be no holding over past the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with Term under the terms of this LeaseAgreement under any circumstances. If it becomes necessary to commence legal action to remove Tenant from the Premises, the prevailing Party will be entitled to attorney’s fees and costs in addition to damages. Use of Premises. The Premises will be occupied only by Tenant and Tenant’s immediate family and used only for residential purposes. Tenant will not engage in any objectionable conduct, including behavior which will make the Premises less fit to live in, will cause dangerous, hazardous or unsanitary conditions or will interfere with the rights of others to enjoy their property. Tenant will be liable for any damage occurring to the Premises and any damage to or loss of the contents thereof which is done by Tenant or Tenant’s guests or invitees. Condition of the Premises. Tenant has examined the Premises, including the appliances, fixtures and furnishings, and acknowledges that they are in good condition and repair, normal wear and tear excepted and accepts them in its current condition. Maintenance and Repairs. Tenant will maintain the Premises, including the grounds and all appliances, fixtures and furnishings, in clean, sanitary and good condition and repair. Tenant will not remove Landlord’s appliances, fixtures, or furnishings from the Premises for any purpose. If repairs other than general maintenance are required, Tenant will notify Landlord for such repairs. In the event of nonpayment default by Tenant, Tenant will reimburse Landlord for the cost of Additional Rentany repairs or replacement. Reasonable Accommodations. Landlord agrees to comply with all applicable laws providing equal housing opportunities, including making reasonable accommodations for known physical or mental limitations of qualified individuals with a disability, unless undue hardship would result. Tenant is responsible for making Landlord aware of any such required accommodations that are reasonable and will not impose an undue hardship. If Tenant discloses a disability and requests an accommodation, Landlord has the right to have a qualified healthcare provider verify the disability if the disability is not readily apparent, and Landlord has the right to use the qualified healthcare provider verifying the disability as a resource for providing the reasonable accommodation. Sex Offender Registry. Pursuant to law, information about specified registered sex offenders is made available to the public. Tenant understands and agrees that Tenant is solely responsible for obtaining any and all information contained in the state or national sex offender registry for the area surrounding the Premises, which can be obtained online or from the local sheriff’s department or other appropriate law enforcement officials. Depending on an offender’s criminal history, this information will include either the address at which the offender resides or the community of residence and zip code in which he or she resides. Compliance. Tenant agrees to comply with all applicable laws, ordinances, requirements and regulations of any federal, state, county, municipal or other authority. Mechanics’ Lien. Tenant understands and agrees that Tenant and anyone acting on Tenant’s behalf do not have the right to file for mechanic’s liens or any other kind of liens on the Premises. Tenant agrees to give actual advance notice to any contractors, subcontractors or suppliers of goods, labor or services that such liens are invalid. Tenant further agrees to take the additional steps necessary to keep the Premises free of any and all liens that may result from construction completed by or for Tenant. Subordination. With respect to the Premises, this Agreement is subordinate to any mortgage that now exists, or may be given later by Landlord. Alterations. Tenant will not make any alteration, addition or improvement to the Premises without first obtaining Landlord’s written consent. Any and all alterations, additions or improvements to the Premises are without payment to Tenant and will become Landlord’s property immediately on completion and remain on the Premises, unless Landlord requests or permits removal, in which case Tenant will return that part of the Premises to the same condition as existed prior to the alteration, addition or improvement. Tenant will not change any existing locks or install any additional locks on the Premises without first obtaining Landlord’s written consent and without providing Landlord a copy of all keys. Smoking. Smoking of any kind is strictly prohibited on any part of the Premises. This prohibition applies to Tenant and any visitor, guest or other occupant on the Premises. Pets. Tenant is not allowed to have or keep any pets, even temporarily, on any part of the Premises. The unauthorized presence of any pet will subject Tenant to penalties, damages, deductions and/or termination of this Agreement. Properly trained service animals that provide assistance to individuals with disabilities may be permitted on the Premises with the prior written consent of Landlord, which shall have not be unreasonably withheld. Tenant will be responsible for the costs of de-fleaing, deodorizing and/or shampooing all or any portion of the Premises if a pet has been on the Premises at any time during the Term (whether with or without written consent of Landlord). Fire and Casualty. If the Premises are damaged by fire or other serious disaster or accident and the Premises becomes uninhabitable as a result, Tenant may immediately vacate the Premises and terminate this Agreement upon notice to Landlord. Tenant will be responsible for any unpaid rent or will receive any prepaid rent up to the day of such fire, disaster or accident. If the Premises are only partially damaged and inhabitable, Landlord may make full repairs and will do so within a prompt and reasonable amount of time. At the discretion of Landlord, the rent may be reduced while the repairs are being made. Liability. Landlord is not responsible or liable for any loss, claim, damage or expense as a result of any accident, injury or damage to any person or property occurring anywhere on the Premises, unless resulting from the negligence or willful misconduct of Landlord. Renter’s Insurance. Tenant is required to obtain, and maintain at all times during the Term, a renter’s insurance policy with a minimum of $100,000.00 personal liability coverage. Tenant will name Landlord as an interested party or additional insured. Tenant will provide Landlord with a certificate or proof of insurance upon request. Assignment and Subletting. Tenant will not assign this Agreement as to any portion or all of the Premises or make or permit any total or partial sublease or other transfer of any portion or all of the Premises. Insurance Requirements. Tenant will not do or permit to be done any act or thing that will increase the insurance risk under any policy of insurance covering the Premises. If the premium for such policy of insurance increases due to a breach of Tenant’s obligations under this Agreement, Tenant will pay the additional amount of premium as additional rent under this Agreement. Right of Entry. Landlord or its agents may enter the Premises at reasonable times to inspect the Premises, to make any alternations, improvements or repairs or to show the Premises to a prospective tenant, buyer or lender. In the event of an emergency, Landlord may enter the Premises at any time. Surrender. Tenant will deliver and surrender to Landlord possession of the Premises immediately upon the expiration of the Term or the termination of this Agreement, clean and in as good condition and repair as the Premises was at the commencement of the Term, reasonable wear and tear excepted. Default. In the event of any default under this Agreement, Landlord may provide Tenant a notice of default and an opportunity to correct such default. If Tenant fails to correct the default, other than a failure to pay rent or additional rent, Landlord may terminate this Agreement by giving a day written notice. If the default is Tenant’s failure to timely pay rent or additional rent as specified in this Agreement, Landlord may terminate this Agreement by giving a day written notice to Tenant. After termination of this Agreement, Tenant remains liable for any rent, additional late, costs, including costs to remedy any defaults, and damages under this Agreement. Remedies. If this Agreement is terminated due to Tenant’s default, Landlord may, in addition to any rights and remedies with respect thereto as Landlord has for nonpayment of rentavailable under this Agreement and applicable law, use any dispossession, eviction or other similar legal proceeding available in law or equity. The Additional Rent due hereunder Subordination. This Agreement and Tenant’s right under it shall be paid subject and subordinate to Landlord the lien, operation and effect of each existing or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for future mortgage, deed of trust, ground lease and/or any other similar instrument of encumbrance covering any or all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end Premises, if any, and each renewal, modification, consolidation, replacement or extension thereof. Condemnation. If all or substantially all of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended the Premises are covered by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in a condemnation including the performance exercise of any power of eminent domain by a governmental authority, this Agreement shall terminate on the date possession of the termsPremises is taken by the condemning authority, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant all rent under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and Agreement shall be prorated and paid to such date. Landlord is entitled to collect from the condemning authority the entire amount of any award made in any proceeding. Tenant waives any right, title or interest which Tenant may have to any such award and agrees to not make any claim for the proportion which the number Term of days in such calendar year preceding such expiration or termination bears to 365this Agreement. Within thirty (30) days after receipt of Landlord's reconciliation, Hazardous Materials. Tenant shall have not keep on the rightPremises any item of a dangerous, at Tenant's sole expenseflammable, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to or explosive character that might unreasonably increase the foregoing expenses. Such audit must danger of fire or explosion on the Premises or that might be conducted considered hazardous or extra hazardous by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedany responsible insurance company.

Additional Rent. Beginning with Commencing on the commencement date of Sublease Commencement Date (as determined pursuant to Paragraph 2.3 above) and continuing throughout the term of this LeaseSublease Term, Tenant shall pay to Landlord in addition to the Basic Base Monthly Rent and to the extent not required by Sublandlord to be contracted for and paid directly by Subtenant, Subtenant shall pay to Sublandlord as additional rent (the “Additional Rent followingRent”) the following amounts: (a) Tenant's proportionate share of An amount equal to all Taxes relating Property Operating Expenses (as defined in Article 18) incurred by Sublandlord pursuant to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this the Head Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder Payment shall be paid made by whichever of the following methods (or combination of methods) is (are) from time to Landlord or Landlord's agent time designated by Sublandlord: (i) within five days Sublandlord may forward invoices or bills for taxes such expenses to Subtenant, and insurance and within Subtenant shall, no later than thirty (30) days for all other Additional Rent items after presentation following receipt of invoice from Landlord any such invoices or Landlord's agent setting forth bills, pay such Additional Rent and/or invoices or bills and deliver satisfactory evidence of such payment to Sublandlord, and/or (ii) at Sublandlord may ▇▇▇▇ to Subtenant, on a periodic basis not more frequently than monthly, the option amount of Landlordsuch expenses (or group of expenses) as paid or incurred by Sublandlord, Tenant and Subtenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of Sublandlord the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual such expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within within thirty (30) days after receipt of Landlord's reconciliationa written ▇▇▇▇ therefor from Sublandlord, Tenant and/or (iii) Sublandlord may deliver to Subtenant Sublandlord’s reasonable estimate of any given expense (such as Sublandlord’s Insurance Costs or Real Property Taxes), or group of expenses, which it anticipates will be paid or incurred for the ensuing calendar or fiscal year, as Sublandlord may determine, and Subtenant shall have the right, at Tenant's sole expense, pay to audit, at a mutually convenient time at Landlord's office, Landlord's records relating Sublandlord an amount equal to the foregoing expensesestimated amount of such expenses for such year in equal monthly installments during such year with the installments of Base Monthly Rent. Such audit must be conducted Sublandlord reserves the right to change from time to time the methods of billing Subtenant for any given expense or group of expenses or the periodic basis on which such expenses are billed. (b) Sublandlord’s share of the consideration received by Tenant Subtenant upon certain assignments and sublettings as required by Article 7. (c) Any legal fees and costs that Subtenant is obligated to pay or an independent nationally recognized accounting firm that is not being compensated reimburse to Sublandlord; and (d) Any other charges or reimbursements due Sublandlord from Subtenant pursuant to the terms of this Sublease. Notwithstanding the foregoing, Sublandlord may elect by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after prior written notice to Subtenant (provided such written notice is received by Subtenant at least thirty (30) days prior to delinquency) to have Subtenant pay Real Property Taxes or any portion thereof directly to Head Landlord or directly to the audit applicable taxing authority, in which case Subtenant shall make such payments and deliver satisfactory evidence of payment to Sublandlord no later than ten (10) days before such Real Property Taxes become delinquent. The Sublandlord and Subtenant acknowledge and agree that the Sublease provides for Subtenant to pay for Subtenant’s Property Share of all charges incurred by Sublandlord pursuant to the Head Lease, which charges shall be a pass through of the same charged to Sublandlord by the Head Landlord; provided, however, the parties recognize that the Head Landlord has adopted a policy of charging the Sublandlord in an aggregated format for delivery of Head Landlord’s statement invoices, which format combines the Property (as such term is concludeddefined in the Head Lease) as the same relates to this Building and Building 2 with the “Property” (as such term is defined in the Building 3 Sublease) for the purposes of establishing project accounting and Head Landlord’s statements delivered in respect of Operating Expenses, Outside Areas charges, Real Property Taxes and any other consideration due from Sublandlord as a tenant and as the same are allocated upon a pro rata share that such project buildings relate to such project. Subtenant agrees to pay Sublandlord in accordance with the Head Landlord’s statement invoice information and format allocation established by Head Landlord for the Leased Premises and Building and Sublandlord’s respective pro rata share of such costs and expenses for the project charged to Sublandlord.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, Complex as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Leaselease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with (a) Commencing on the commencement date of the term of this LeaseCommencement Date, Tenant shall pay to Landlord in addition to the Basic Rent and discharge, as additional rent (collectively, “Additional Rent following:Rent”): (ai) Tenant's proportionate share of except as otherwise specifically provided herein, all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses of Tenant and Landlord which are incurred in connection or associated with (A) the ownership, use, non-use, occupancy, monitoring, possession, operation, condition, design, construction, maintenance, alteration, repair or restoration of any of the Leased Premises first arising during the Term (including attorneys' fees and legal expensesany material deterioration following the Commencement Date with respect to any matter that arose prior to the Commencement Date), that may accrue thereto in (B) the event performance of any of Tenant's failure ’s obligations under this Lease, (C) the exercise or enforcement by Landlord, its successors and assigns, of any of its rights under this Lease in connection with an Event of Default, (D) any amendment to pay such amountsor modification or termination of this Lease made at the request of Tenant, (E) Costs of Landlord’s counsel and all damagesreasonable internal Costs of Landlord incurred in connection with any act undertaken by Landlord (or its counsel) at the request of Tenant, reasonable costs and expenses which any act of Landlord may incur by reason of default performed on behalf of Tenant in connection with an Event of Default or failure on Tenant's part to comply the review and monitoring of compliance by Tenant with the terms of this Lease in connection with an Event of Default, including compliance with applicable Law, (F) all costs and fees associated with the wire transfers of Rent payments, (G) all Condominium Expenses and all rent and other charges due under the Boca Parking Lease. In the event of nonpayment , (H) any other items specifically required to be paid by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if (I) an administrative fee of $10,000 payable to Landlord in connection with any Exchange; (ii) after the term hereof shall expire date all or shall otherwise terminate on any portion of any installment of Basic Rent is due and not paid by the applicable Basic Rent Payment Date, an amount (the “Late Charge”) equal to three (3%) of the amount of such unpaid installment or portion thereof to reimburse Landlord for its cost and inconvenience incurred as a day other than result of Tenant’s delinquency, provided, however, that with respect to the last day first late payment of a calendar yearall or any portion of any installment of Basic Rent in any Lease Year, the actual Late Charge shall not be due and payable unless the Basic Rent has not been paid within five (5) days’ following notice thereof from Landlord to Tenant that such installment is due and payable; (iii) a sum equal to any late charge in excess of the amount payable under clause (ii) above for that portion of the Basic Rent paid to the Lender as scheduled installments of principal and interest, any default interest in excess of amounts payable under clause (iv) below for that portion of the Basic Rent paid to the Lender as scheduled installments of principal and interest, and fees of Lender’s counsel, which are payable by Landlord to any Lender under any Note by reason of Tenant’s late payment or non-payment of Basic Rent or by reason of an Event of Default; and (iv) interest at the rate (the “Default Rate”) of five percent (5%) over the Prime Rate per annum on the following sums until paid in full: (A) all overdue installments of Basic Rent from the respective due dates thereof, and (B) all overdue amounts of Additional Rent incurred for relating to obligations which Landlord shall have paid on behalf of Tenant pursuant to this Lease, from the calendar year date of payment thereof by Landlord. (b) Tenant shall pay and discharge (i) any Additional Rent referred to in Paragraph 7(a)(i) when the same shall become due, provided that amounts which the term hereof expires are billed to Landlord or otherwise terminates any third party, but not to Tenant, shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account paid within thirty (30) days after Landlord’s demand for payment thereof, and (ii) any other Additional Rent, within thirty (30) days after Landlord’s demand for payment thereof. (c) In no event shall amounts payable under Paragraph 7(a)(ii), (iii) and (iv) or elsewhere in this Lease exceed the audit is concludedmaximum amount permitted by applicable Law.

Additional Rent. Beginning with the commencement date of the term of this Leasein January 2007, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a1) Tenant's ’s proportionate share of all utilities relating to the Complex as set forth in Paragraph 11, and (2) Tenant’s proportionate share of all Real Estate Taxes relating to the Complex as set forth in Paragraph 12, and (b3) Tenant's ’s proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c4) Tenant's ’s proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d5) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' attorney’s fees and legal expenses, that may accrue thereto in the event of Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's ’s part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's ’s prorata share of an amount estimated by Landlord to be Landlord's ’s approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled in writing {the “Reconciliation Statement”) and provided to Tenant within 120 one hundred fifty (150) days of after the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's ’s actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's ’s actual expenditures for said Additional Rent items. Tenant’s payment for such Additional rent as of January 2007 shall be Five Thousand Seven Hundred ($5,700.00) Dollars per month. Any payments required to be made by Tenant for Additional Rent shall be made by check or instrument separate from that check or instrument used by Tenant to make any payments for Basic Rent pursuant to paragraph 4 A. The respective obligations of Landlord and Tenant accruing under this paragraph prior to the expiration or earlier termination of the Lease shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty Notwithstanding this Paragraph 4.D, if Tenant occupies the Premises with operating personnel for the conduct of its normal business activities (30construction and facilities personnel engaged in preparing the space for Tenant’s occupancy shall not be considered operating personnel) days after receipt of Landlord's reconciliationprior to January 2007, Tenant shall have immediately upon such occupancy commence payment of Additional Rent prorated as necessary for partial month occupancy based on a monthly estimated Additional Rent payment of $5,700.00. Tenant shall, as of the rightcommencement date of the Lease, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating be responsible for the cost and expense of all utilities providing service exclusively to the foregoing expenses. Such audit must Premises, janitorial service to the Premises, and all other services to be conducted contracted for directly by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, as provided for in Paragraph 11 of the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedLease.

Additional Rent. Beginning with This Lease is intended by the commencement date of parties hereto to be a so-called “net” lease, to the term of this Lease, Tenant shall pay to Landlord in addition to end that the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share shall be received by Landlord net of all Taxes relating costs and expenses related to the Complex Premises as set forth in Paragraph 12this Lease, and (b) and net of Tenant's proportionate share ’s Share, as hereinafter defined, of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rentCommon Expenses. The Additional Rent due hereunder same shall be paid to Landlord commencing on the Term Commencement Date, and thereafter upon demand as additional rent (sometimes referred to as “Additional Rent”), in the same manner as Basic Rent. Tenant’s Share of the Common Areas of the Building shall at all times be 53.61%, subject to adjustment to the extent that the size of the Premises is reduced as a result of eminent domain, fire, accident, or Landlord's agent casualty. For the purposes hereof, the term “Park” shall mean the Building and those other buildings currently owned by Landlord and numbered 200, 500, 600 and ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇. Landlord shall, in its commercially reasonable discretion, make such allocations as Landlord may deem appropriate of expenses between Common Areas of the individual buildings and those of the Park as a whole. Currently, the Park expenses include the costs of landscaping Research Drive (i) within five days for taxes of which the Building’s share is 17.47%), and insurance the costs of maintaining and within thirty repairing the water booster station serving certain buildings in the Park (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at which the option of LandlordBuilding’s share is 20.84%). In addition to Common Expenses, Tenant shall also pay as Additional Rent, promptly upon being billed therefor by Landlord, any and all charges, costs, expenses, and obligations as Landlord may from time to Landlord monthlytime incur with regard to the Premises or the operation or maintenance thereof (to the extent not properly included in Common Expenses), except as otherwise expressly agreed in advancethis Lease, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent itemsincluding, which estimated amount shall be reconciled within 120 days without limiting the generality of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretionforegoing, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended reasonable attorneys’ fees incurred by Landlord in excess connection with any subleases and assignments of said estimated amount, or Landlord refunding to this Lease requested by Tenant (providing Tenant is not and in default in connection with the performance enforcement of any rights and pursuit of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations remedies of Landlord and Tenant under this paragraph shall survive Lease (whether during or after the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedTerm).

Additional Rent. Beginning with the commencement date of (a) During the term of this Leasethe Lease and any extension thereof, Tenant shall pay all general and special real and Personal property taxes and assessments relating to the Premises or Tenant’s personal property located on or used in connection with the Premises and all premiums for insurance maintained on the Premises by Landlord. Tenant shall pay, with each monthly rental payment, an Additional Rent Deposit, representing 1/ 12 of Landlord’s estimate of taxes, assessments and premiums for the Lease year. As soon as feasible (but in no event later than 90 days) after the commencement of each Lease year, Landlord will furnish Tenant a statement (“Landlords Statement”) showing the following: (i) The amount of Additional Rent due Landlord for the previous Lease year, less credit for Additional Rent Deposits paid, if any; (ii) Estimated real property taxes and assessments for the new Lease year; (iii) Estimated insurance premiums for the new Lease year; (iv) Estimates for any other costs Landlord is entitled to as Additional Rent; and (v) The Additional Rent Deposit due monthly in the then current Lease year, including the amount or revised amount due for months prior to the rendition of the statement. (b) Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of such statement any amounts for Additional Rent then due in accordance with Landlords Statement any amounts due from Landlord to Tenant pursuant to this Section shall be credited to the Additional Rent Deposit next coming due, or refunded to Tenant if the Term has already expired (which obligation shall survive such expiration) provided Tenant is not in default hereunder. No interest or penalties shall accrue on any amounts which Landlord is obligated to credit to Tenant by reason of this Section. Landlord's reconciliation’s failure to deliver L▇▇▇▇▇▇▇’s Statement or in computing the amount of the Additional Rent shall not constitute a waiver by Landlord of its right to deliver such items nor constitute a release of Tenant’s obligations to pay such amounts. The Additional Rent Deposit shall be credited against Additional Rent due for the applicable Lease year. During the last complete calendar year or during any partial calendar year in which the Lease terminates, Landlord may include in the Additional Rent Deposit its estimate of Additional Rent that may not be finally determined until after the termination of this Lease. Tenants obligation to pay Additional Rent (and L▇▇▇▇▇▇▇’s obligation to reimburse Tenant for any excess estimated payments made by Tenant) survives the expiration or termination of the Lease. Tenant will remit all taxes and insurance due as detailed in section 5(a) directly to Landlord and Landlord will pay directly to the taxing authorities and insurance provider. (c) Landlord shall maintain books and records showing real estate taxes and assessments, insurance premiums and dues and assessments paid pursuant to any covenants. The Tenant or its representative shall have the right, at for a period of one hundred fifty (150) days following the date upon which L▇▇▇▇▇▇▇’s Statement is delivered to Tenant's sole expense, to audit, at a mutually convenient time at examine the Landlord's office, Landlord's ’s books and records relating with respect to the foregoing expensesitems in Landlord’s Statement during normal business hours, upon written notice, delivered at least three (3) business days in advance. Such audit must If T▇▇▇▇▇ does not object in writing to Landlord’s Statement within one year of T▇▇▇▇▇’s receipt thereof, specifying the nature of the item in dispute and the reasons therefor, then L▇▇▇▇▇▇▇’s Statement shall be conducted considered final and accepted by T▇▇▇▇▇. Landlord shall promptly repay Tenant for any overpayments which Tenant or its auditors identify, together with interest thereon at the Interest Rate from the date paid by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludeduntil refunded in full.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a1) Tenant's proportionate share of all utilities relating to the Complex as set forth in Paragraph 11, and (2) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b3) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c4) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d5) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. Landlord shall provide Tenant reasonably adequate supportive documentation to the reconciliation. Tenant's payment for such Additional Rent as of the commencement of the term of this lease shall be Six Thousand Six Hundred and 00/000 ($6,600.00) Dollars per month. Any payments required to be made by Tenant for Additional Rent shall be made by check or instrument separate from that check or instrument used by Tenant to make any payments for Basic Rent, pursuant to paragraph 4 A. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this Lease, or any earlier occupancy by Tenant, Tenant shall pay to Landlord or to Landlord's designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 9, and b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (and c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. d) MANAGEMENT FEE EQUAL TO 3% OF THE BASIC RENT (as stated in Paragraph 4A, above): The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (305) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata pro-rata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant Landlord shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 9, and b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' ’ fees and legal expenses, that may accrue thereto in the event of Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's ’s part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's ’s agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's ’s agent setting forth such Additional Rent and/or (ii11) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's ’s prorata share of an amount estimated by Landlord to be Landlord's ’s approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's ’s actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's ’s actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord or to Landlord’s designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 9, and (b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' ’ fees and legal expenses, that may accrue thereto in the event of Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's ’s part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's ’s agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's ’s agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's ’s prorata share of an amount estimated by Landlord to be Landlord's ’s approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's ’s actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this LeaseLease in which case such amount shall be held by Landlord as a credit for Tenant’s account until such default has been cured) any amount of estimated payments made by Tenant in excess of Landlord's ’s actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord or to Landlord’s designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in paragraph 9, and (b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' ’ fees and legal expenses, that may accrue thereto in the event of Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's ’s part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's ’s agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's ’s agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's ’s prorata share of an amount estimated by Landlord to be Landlord's ’s approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's ’s actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) the Lease in which case such amount shall be held by Landlord as a credit for Tenant’s account until such default has been cured any amount of estimated payments made by Tenant in excess of Landlord's ’s actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, . Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled at within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or of termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.See Paragraph 54

Additional Rent. Beginning with the commencement date of the term of this LeaseCommencement Date, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a1) Tenant's proportionate share ("Tenant's Share") as specified in Paragraph 1.F, of all Real Property Taxes relating to the Complex Complex, as set forth in Paragraph 1214, and (b2) Tenant's proportionate share Share of all property insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c3) Tenant's proportionate share Share of expenses for the operation, management, maintenance and repair of the Building (including common areas Common Areas of the Building) and common Common Areas of the Complex in which the Premises are located located, as set forth in Paragraph 79, and (d4) The sums required to reimburse Landlord for the cost of repairs and maintenance to the Premises, as set forth in Paragraph 12; and 5 (5) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including without limitation attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for to nonpayment of rentBasic Rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five thirty (30) days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of an invoice from Landlord or Landlord's agent setting forth such Additional Rent Rent, and/or (ii) at the option of Landlord, Tenant shall pay directly to the designated recipient thereof, as and when such amounts are due, in accordance with statements or invoices presented to Tenant; and/or (iii) at the option of Landlord, to Landlord monthly, in advance, Tenant's prorata share of in an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) applying any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent itemsitems to Basic Rent and/or Additional Rent next becoming due. The respective obligations of Landlord and Tenant under this paragraph Paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof Lease Term shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof Lease Term expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this Lease, 3.1 Tenant shall be fully responsible to pay to Landlord in addition to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of hereunder all Taxes relating to the Complex as set forth in Paragraph 12taxes, and (b) Tenant's proportionate share of all insurance premiums relating to the Complexcosts, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs maintenance, and expenses, which Tenant is required to pay hereunder, operational expenses associated with the Demised Premises together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, penalties that may accrue thereto thereon in the event of the Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which the Landlord may incur by reason of any default of the Tenant or failure on the Tenant's ’s part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid except those specifically allocated to Landlord or Landlord's agent (i) within five days for taxes under Article 5 of this Lease. Therefore, and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) without limitation, commencing at the option of LandlordCommencement Date, Tenant shall pay to Landlord monthlysixty and forty one-hundredths percent (60.40%) of the total costs of the following items, herein called “Additional Rent”: A. All real estate taxes on the land, as more fully described on Schedule “H” attached hereto and made a part hereof (the “Land”), site improvements and the Building (hereinafter collectively, the “Landlord’s Premises”). Said real estate taxes shall include all real estate taxes and assessments that are levied upon and/or assessed against the Landlord’s Premises, including any taxes which may be levied on rents, except that as to assessments, Landlord shall elect to pay same over the longest period permitted by law and only the current year’s installment, including interest, shall be added into Tenant’s calculation. In addition, Tenant shall reimburse Landlord for Landlord’s reasonable costs incurred in advanceappealing taxes and/or assessments on Landlord’s Premises, including reasonable legal fees, expert witness fees and other proper costs but Tenant will not be liable to pay a reimbursement in excess of any actual tax savings resulting from such an appeal. If any such appeal is successful, any recovery net of such expenses shall be credited (proportionately) to Tenant's prorata share ’s obligation hereunder. Except during the final three (3) years of the then Term, Tenant shall have the right to appeal tax assessments on the Landlord’s Premises at Tenant’s sole cost and expense (such costs, including, without limitation, reasonable counsel fees shall be reimbursed to Tenant from any tax refunds with the net refunds to be credited pro rata to all tenants of Landlord’s Premises, including the Tenant); provided that if such appeal is unsuccessful or if it results in an amount estimated increase in real estate taxes, Tenant shall bear all such costs, attorneys fees and tax increases. Notwithstanding the foregoing, the foregoing taxes shall specifically exclude income taxes assessed against the Landlord, franchise taxes, estate taxes, sales taxes, corporate income taxes, capital stock taxes, employment benefit taxes, social security taxes, worker’s compensation taxes, capital levy, succession, inheritance, or transfer taxes payable by the Landlord, corporate franchises, capital stock, loans and bonus taxes imposed upon any owner of the Land, any late fees, penalties or interest with respect to the payment of any such taxes, and any income, profits or revenue tax. Landlord hereby agrees to pay all such taxes so as to include and obtain any applicable discount for early payment. B. All premiums and deductible costs paid by Landlord for the Landlord’s Premises only associated with Insurance (as described in Articles 11.3 and 11.4 below). C. All costs to maintain, repair and replace common areas, parking lots, sidewalks, canopies, driveways, hallways and utility rooms, lines and facilities and other common areas within the Land. There shall also be Landlord's approximate average included any parking charges, utilities surcharges, or any other costs levied, assessed or imposed by, or at the direction of, or resulting from statutes or regulations, or interpretations thereof, promulgated by any governmental authority in connection with the use or occupancy of the Demised Premises or the Parking Lot (as defined in Article 43 below) from and after the Commencement Date. Any and all such replacement costs shall be amortized over the useful economic life of such improvements. D. On or about the Rent Commencement Date, Landlord shall submit to Tenant a statement of the anticipated monthly expenditure for such Additional Rent itemsfor the period between the Rent Commencement Date, which estimated amount and the following December 31, and Tenant shall be reconciled within 120 days pay this Additional Rent on a monthly basis concurrently with the payment of the end Fixed Rent. Tenant shall continue to make said monthly payments until notified by Landlord of a change thereof. By March 1 of each calendar year or more frequently if (commencing in 2004), Landlord so elects shall use its best efforts to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said give Tenant a statement showing the total Additional Rent items, with Tenant paying to for the Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in ’s Premises for the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a prior calendar year, and for 2003 prorated from the actual Additional Rent incurred Commencement Date (an “Operating Expense Statement”). E. In the event the total of the monthly payments which Tenant has made for the prior calendar year be less than the Tenant’s actual share of such Additional Rent, then Tenant shall pay the difference in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within a lump sum within thirty (30) days after receipt of Landlord's reconciliationsuch statement from Landlord and shall concurrently pay the difference between the total previous monthly payments made in the then calendar year and the total of monthly payments calculated as Additional Rent based on the prior year’s experience. Any overpayment by Tenant shall be credited towards the Fixed Rent and/or Additional Rent next coming due. The actual Additional Rent for the prior year shall be used for purposes of calculating the anticipated monthly Additional Rent for the then current year with actual determination of such Additional Rent after each calendar year as above provided. Even though the term has expired and Tenant has vacated the Demised Premises, when the final determination is made of Tenant’s share of said Additional Rent for the year in which this Lease terminates, Tenant shall have pay any increase due over the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account estimated Additional Rent previously paid within thirty (30) days after demand, and, conversely, any overpayment made shall be immediately rebated by Landlord to Tenant within thirty (30) days after such notice to Tenant, and this provision shall survive termination for said purpose. Failure of Landlord to submit Operating Expense Statements to Tenant as called for herein within six (6) months after the audit end of any applicable lease year or one (1) year from the expiration of the Initial Term, or any renewal term, as the case may be, shall be deemed to be a waiver of Tenant’s requirement to pay sums as herein provided. In addition, Tenant shall not be responsible or liable for the payment of any amount which should have been included in an Operating Expense Statement as Additional Rent for a particular calendar year that was not so included. F. Each Operating Expense Statement shall be conclusive and binding upon Tenant unless, within one hundred twenty (120) days after receipt of such Operating Expense Statement, Tenant shall notify Landlord that it disputes the correctness of the Operating Expense Statement, specifying the particular respects in which said Operating Expense Statement is concluded.claimed to be incorrect. Tenant, or an independent certified public accountant who is hired by Tenant on a noncontingency fee basis and who offers a full range of accounting services, shall have the right, during regular business hours, to review Landlord’s invoices relating to the disputed items of operating expenses for the immediately preceding lease year; or at Landlord’s sole discretion and in lieu of such review, Landlord will provide Tenant with an audited statement. Tenant shall (and shall cause its employees, agents and consultants to) keep the results of any such review or audited statement strictly confidential. If such review or audited statement shows that the estimated payments by Tenant on account of operating expenses exceeded the amounts to which Landlord is entitled hereunder for the immediately preceding lease year, Landlord shall credit or refund the amount of such excess as provided herein. In addition, if the Operating Expense Statement overstated the actual operating expenses by five percent (5%) or more, then Landlord shall pay to Tenant the reasonable and necessary fees and costs associated with such audit. If Tenant shall dispute an Operating Expense Statement, pending the determination of such dispute, Tenant shall pay the estimated payments claimed by Landlord to be due from Tenant on account of operating expenses in accordance with the applicable Operating Expense Statement, without prejudice to Tenant’s position. All costs and expenses of such review or audited statement shall be paid by Tenant except as otherwise specifically provided for in this Section 3.1

Additional Rent. Beginning with Commencing January 1, 2020 and each year thereafter during the commencement date of the term of this LeaseTerm hereof, Tenant in addition to Base Rent, Sub-Subtenant shall pay to Landlord Sub-Sublandlord as Additional Rent (“Additional Rent”): (i) 8.2328% of the increases in the Building’s Operating Expenses (the “Operating Expenses Escalation”) over the 2019 Base Operating Expense Year and for each year following the Base Operating Expense Year, and (ii) the 7.6725% of the increases in the Building’s Taxes (the “Tax Escalation” and together with the Operating Expenses Escalation, the “Escalation Rent”) over the 2019/2020 Base Year (the “Base Tax Year”) and for each year following the Base Tax Year. Sub-Subtenant shall pay Escalation Rent in monthly installments on the first day of each month in an amount set forth in a written estimate by Sub-Sublandlord; provided, however, if there is a change in the amount of Escalation Rent payable by Sub-Subtenant, Sub-Sublandlord shall to provide such written estimate to Sub-Subtenant at least fifteen (15) days before such amount is first due. Sub-Sublandlord shall promptly forward to Sub-Subtenant all estimates and reconciliation statements that Sub-Sublandlord receives from Sublandlord and/or Prime Landlord. At the same time, in addition to such estimates or reconciliation statements. Sub-Sublandlord shall provide Sub-Subtenant its calculation of Escalation Rent for such calendar or fiscal year, as well as supporting documentation to the Basic Rent and as extent provided by Sublandlord or Prime Landlord or developed independently by Sub-Sublandlord. In the event an adjustment to Operating Expenses or Taxes or any other Additional Rent following: (a) Tenant's proportionate share of all Taxes relating is made by Prime Landlord and/or Sublandlord, Escalation Rent shall be adjusted accordingly. Upon written request from Sub-Subtenant, Sub-Sublandlord shall promptly exercise any right it may have to cause Sublandlord’s or Prime Landlord’s books and records to be audited; provided, however, that Sub-Subtenant shall pay the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair cost of the Building (including common areas of the Building) audit and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7indemnify, and (d) All chargesdefend and hold harmless Sub-Sublandlord from and against all claims, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penaltiesdamages, costs and expenses including attorneys' fees incurred by Sub-Sublandlord as a result of the audit. The Base Rent and legal expensesAdditional Rent may sometimes be referred to herein collectively as the “Rent.” Notwithstanding anything herein to the contrary, that may accrue thereto in Sub-Subtenant shall not be responsible for any sums due under the event Prime Lease or Sublease which are not due from Sub-Subtenant to Sub-Sublandlord pursuant to the express terms of Tenant's this Sub-Sublease, or which are due under the Prime Lease, Sublease or this Sub-Sublease and are assessed as a result of the failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part Sub-Sublandlord to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent Prime Lease and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant Sublease unless Sub-Subtenant is not in default in the performance of any of the terms, covenants and conditions terms or provisions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar yearSub-Sublease, the actual Additional Rent incurred for Sublease or the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled Prime Lease on the basis of the statement of actual Additional Rent for date such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration sums are assessed by Sublandlord or termination bears to 365. Within thirty (30) days after receipt of Prime Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this LeaseCommencement Date, Tenant shall pay to Landlord in addition to the Basic Rent and as the following additional amounts (“Additional Rent following:Rent”): (a1) Tenant's proportionate share ("Tenant's Share") as specified in Paragraph 1.F, of all Real Property Taxes relating to the Complex Complex, as set forth in Paragraph 1214, and (b2) Tenant's proportionate share Share of all property insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c3) Tenant's proportionate share Share of expenses for the operation, management, maintenance and repair of the Building (including common areas Common Areas of the Building) and common Common Areas of the Complex in which the Premises are located located, as set forth in Paragraph 79, and (d4) The sums required to reimburse Landlord for the cost of repairs and maintenance to the Premises, as set forth in Paragraph 12; and (5) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including without limitation attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rentBasic Rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five ten (10) days for taxes and insurance and within thirty ten (3010) days for all other Additional Rent items after presentation of an invoice from Landlord or Landlord's agent setting forth such Additional Rent Rent, and/or (ii) at the option of Landlord, Tenant shall pay directly to the designated recipient thereof, as and when such amounts are due, in accordance with statements or invoices presented to Tenant; and/or (iii) at the option of Landlord, to Landlord monthly, in advance, Tenant's prorata share of in an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) applying any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent itemsitems to Basic Rent and/or Additional Rent next becoming due. The respective obligations of Landlord and Tenant under this paragraph Paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof Lease Term shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof Lease Term expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with (1) Tenant shall pay Landlord as "Additional Rent" for each calendar year or portion thereof during the commencement date Term, excepting only the first eighteen (18) months of the term Term (the "CAM Forgiveness Period"), Tenant's Share of Operating Costs for such period in excess of the "Operating Costs Expense Stops." Notwithstanding the foregoing or any other provision to the contrary in this Lease, for purposes of calculating Additional Rent the annual increase of those Operating Costs reasonably controllable by Landlord shall not exceed four percent (4%) non-cumulative. Without limitation, the cost of utilities, Taxes, insurance, licenses, permits and compliance with Laws (subject to the limitations in Section 3.2(a)(1)(G)) shall not be considered "reasonably controllable" by Landlord. (2) Prior to the end of the CAM Forgiveness Period and each calendar year thereafter, Landlord shall notify Tenant of Landlord's estimate of Operating Costs and Tenant's Additional Rent for the remaining and following calendar year, as applicable. Following the end of the CAM Forgiveness Period Tenant shall be obligated to pay to Landlord on the first day of each calendar month thereafter one-twelfth (1/12th) of the estimated Additional Rent. If Landlord thereafter reasonably estimates that Operating Costs for a calendar year will vary from Landlord's prior estimate, Landlord may, by notice to Tenant, reasonably revise the estimate for such year (and Additional Rent shall thereafter be payable based on the revised estimate). (3) As soon as reasonably practicable after the end of the first year in which Additional Rent is due and each calendar year thereafter, Landlord shall furnish Tenant a reconciliation statement with respect to such year, showing Operating Costs and Additional Rent for the year, and the total payments made by Tenant with respect thereto. Unless Tenant raises any objections to Landlord's statement within ninety (90) days after receipt of the same, such statement shall presumptively be deemed correct and Tenant shall have no right thereafter to dispute such statement or any item therein or the computation of Additional Rent based thereon, subject only to Tenant's right of audit. If Tenant does object to such statement, then Landlord shall provide Tenant with reasonable verification of the figures shown on the statement and the parties shall negotiate in good faith to resolve any disputes. Any objection of Tenant to Landlord's statement and resolution of any dispute shall not postpone the time for payment of any amounts due Tenant or Landlord based on Landlord's statement, nor shall any failure of Landlord to deliver Landlord's statement in a timely manner relieve Tenant of Tenant's obligation to pay any amounts due Landlord based on Landlord's statement. (4) If Tenant's Additional Rent as finally determined for any calendar year exceeds the total payments made by Tenant on account thereof, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and deficiency within thirty (30) days for all other of Tenant's receipt of Landlord's statement. If the total payments made by Tenant on account thereof exceed Tenant's Additional Rent items after presentation as finally determined for such year, Tenant's excess payment shall be credited toward the rent next due from Tenant under this Lease. For any partial calendar year at the beginning or end of invoice from Landlord or Landlord's agent setting forth such the Term, Additional Rent and/or (ii) at shall be prorated on the option basis of Landlorda 365-day year by computing Tenant's Share of Operating Costs for the entire year and then prorating such amount for the number of days during such year included in the Term. Notwithstanding the termination of this Lease, Landlord shall pay to Tenant or Tenant shall pay to Landlord monthlyLandlord, in advanceas the case may be, within fifteen (15) days after Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess receipt of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred final statement for the calendar year in which this Lease terminates, the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual difference between Tenant's Additional Rent for such calendar year that year, as finally determined by Landlord, and the total amount previously paid by Tenant on account thereof. (5) Tenant shall have the right at any time during Landlord's normal business hours and upon reasonable prior notice to Landlord, which shall not be prorated in given later than the proportion which the number first anniversary of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after Tenant's receipt of Landlord's reconciliationreconciliation statement for the preceding year, Tenant shall have the rightto audit Landlord's books and records with respect to such reconciliation statement, at Tenant's sole expense, . Should the audit disclose an overcharge to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenantunderpayment to Landlord, whatever the amount, the amount party that overcharged or underpaid shall be credited to Tenant's account reimburse the other party within thirty fifteen (3015) days after the results of the audit is concludedare known to Landlord and Tenant. If the audit discloses an overcharge to Tenant of five percent (5%) or more, Landlord will reimburse Tenant for the reasonable cost of the audit.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Rent Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for of such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this --------------- Lease, Tenant shall pay to Landlord or to Landlord's designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 9, and (b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's Tenants failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part failure to comply with the terms of this Lease. In in the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. rent The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata 's, prorate share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated estimate amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, discretion as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date In addition to Percentage Rent and all other rent charges reserved hereunder and as part of the term total rent to be paid, Tenant agrees to pay Landlord, commencing on and after the Rent Commencement Date and continuing thereafter throughout the entire Term of the Lease, on a monthly basis in advance, due and payable on the first day of each calendar month without deduction or offset for any reason whatsoever, the amount due as Additional Rent. Without limiting any other provision of this Lease, Tenant shall pay to Landlord in addition to it is expressly understood and agreed that the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of participation in real estate taxes over the Tax Base Year, and all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in other charges which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunderhereunder (excluding only Percentage Rent), together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, penalties that may accrue thereto thereon, shall be deemed to be Additional Rent, and in the event of nonpayment thereof by the Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all of the rights and remedies with respect thereto as would accrue to the Landlord has for nonpayment of rent. The Additional Rent due hereunder Rent. (a) Landlord shall have the right, but shall not be paid required to Landlord do so, to pay such sums or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation do any act which requires the expenditure of invoice from Landlord monies which may be necessary or Landlord's agent setting forth appropriate by reason of the failure or neglect of Tenant to perform any of the provisions of this Lease, and, in the event of the exercise of such Additional Rent and/or (ii) at the option of right by Landlord, Tenant shall agrees to pay to Landlord monthlywithin fifteen (15) days after notice thereof, all such sums as Additional Rent; and if Tenant shall default in advancesuch payment, Landlord shall have the same rights and remedies as Landlord has hereunder for the failure of Tenant to pay rent. Except as forth herein, any obligations of Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared set forth herein (including, without limitation, rental and other monetary obligations, repair obligations, and obligations to indemnify Landlord's actual expenditure for said Additional Rent items), with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other earlier termination of the term of this Lease, and if Tenant shall immediately reimburse Landlord for any expense incurred by Landlord, including Tenant's failure to satisfy any such obligation (notwithstanding the term hereof shall expire or shall otherwise terminate on a day other than fact that such cure might be effected by Landlord following the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or earlier termination bears to 365of this Lease). 5. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.Intentionally Deleted)

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a1) Tenant's ’s proportionate share of all utilities relating to the Complex as set forth in Paragraph 11, and (2) Tenant’s proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b3) Tenant's ’s proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c4) Tenant's ’s proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d5) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' attorney’s fees and legal expenses, that may accrue thereto in the event of Tenant's ’s failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord landlord may incur by reason of default of Tenant or failure on Tenant's ’s part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's ’s prorata share of an amount estimated by Landlord to be Landlord's ’s approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's ’s actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's ’s actual expenditures for said Additional Rent items. Within 90 days after receipt of Landlord’s statement setting forth actual expenditures for Additional Rent items (the “Statement”), Tenant shall have the right to audit at Landlord’s local offices, at Tenant’s expense, Landlord’s accounts and records relating to Additional Rent. Such audit shall be conducted by a certified public accountant approved by Landlord, which approval shall not be unreasonably withheld. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be paid to Tenant within 30 days after the audit is concluded. In addition, if the Statement exceeds the actual Additional Rent which should have been charged to Tenant by more than 5%, the reasonable cost of the audit shall be paid by Landlord. Tenant’s payment for such Additional Rent as of the commencement of the Term of this Lease shall be Three Thousand Three Hundred Seven and 08/100 ($3,307.08) Dollars per month ($0.93 x 3,556 s.f. = $3,307.08). Any payments required to be made by Tenant for Additional Rent shall be made by check or instrument separate from that check or instrument used by Tenant to make any payments for Basic Rent pursuant to paragraph 4 A. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.INITIAL HERE INITIAL HERE

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord or to Landlord's designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in paragraph 9, and (b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, discretion as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date Commencement Date of the term Term of this Lease, Tenant shall pay to Landlord or to Landlord's designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex and Premises as set forth in Paragraph 1213, and (b) Tenant's proportionate share of all insurance premiums and deductibles relating to the ComplexComplex and Premises, as set forth in Paragraph 1517, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance maintenance, and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rentRent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent (notwithstanding anything to the contrary herein, Landlord shall not be required to submit ongoing monthly statements to Tenant reflecting amounts owed as Additional Rent) and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 one hundred twenty (120) days of the end of each calendar year or more frequently if Initial:__________ Multi Tenant/Complex BUILDING: Westport 5 PROPERTY: 30-0105 UNIT: 3 LEASE ID: 0105-GUPT01-01 Landlord so elects to do so at Landlord's sole and absolute discretion, discretion as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in Landlord may withhold any amount thereof required to cure Tenant's default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365Items. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating specifically limited to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If Tenant shall submit to Landlord a complete copy of said audit at no expense to Landlord and a written notice stating the results of said audit, and if such notice by Tenant and the respective audit reveals that Landlord has overcharged Tenant, and the audit is not challenged by Landlord, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedcompletion of Landlord's review and approval of said audit.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a1) Tenant's proportionate share of all Taxes All taxes relating to the Complex Premises as set forth in Paragraph 12, and (b2) Tenant's proportionate share of all All insurance premiums relating to the ComplexPremises, as set forth in Paragraph 15, and (c3) Tenant's proportionate share of All expenses for the operation, management, maintenance and repair of the Building (including common areas of the Buildingbuilding) and common Common Areas of the Complex in which Premises and all other areas of the Premises are located as set forth in Paragraph 7, and (d4) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' attorney's fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an the amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not then in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with Assignor and Assignee each acknowledge and agree that Assignee shall, at its sole cost and expense, be responsible for verifying the commencement date Operating Expenses, electricity charges and Real Estate Taxes (collectively, such items are hereinafter referred to as the "Additional Rent") for the calendar years 2000, 2001 and 2002 pursuant to Sections 11 and 12 of the term of this Lease, Tenant shall pay attributable to Landlord in addition that portion of the Leased Premises delivered to Assignee during the Basic Rent calendar years 2001 and as Additional Rent following: 2002, respectively. Notwithstanding the foregoing, Assignee agrees to (a) Tenant's proportionate share perform its review of all Taxes relating to the Complex as set forth such Additional Rent for such calendar years in Paragraph 12good faith, and (b) Tenant's proportionate share with Assignor any information obtained by Assignee as a result of all insurance premiums relating to the Complexsuch review, as set forth in Paragraph 15, and (c) Tenant's proportionate share provide Assignor with copies of expenses for the operationall documents and correspondence between Assignee and Landlord with respect to such Additional Rent, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required resolve and/or settle any dispute regarding such Additional Rent in a commercially reasonable manner consistent with the resolution of any dispute concerning Additional Rent attributable to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto other space leased by Assignee in the event Building, except for such differences arising from different rights and differing expenses and charges under the Lease and the lease for other space leased by Assignee in the Building respectively. Assignor shall cooperate with Assignee in connection with Assignee's review of TenantAdditional Rent statements, including, without limitation, providing Assignee with access to Assignor's failure books and records with respect to pay such amountsAdditional Rent under the Lease. Assignee shall, within fifteen (15) business days after receipt of any refund from Landlord, return to Assignor the (i) the full amount of any refunds obtained from Landlord with respect to Additional Rent which are attributable to the Leased Premises for the calendar year 2000, and all damages, reasonable costs (ii) proportionate amount of any refunds obtained from Landlord with respect to Additional Rent which are attributable to that portion of the Leased Premises for the portion of calendar years 2001 and expenses 2002 which Landlord may incur by reason occurs prior to the date of default delivery to Assignee of Tenant or failure on Tenant's part to comply possession of the applicable portion of the Leased Premises in accordance with the terms of this LeaseAssignment (the "Delivery Date"). In Notwithstanding the event foregoing, Assignee shall be entitled to deduct from any refund received for such calendar years the actual reasonable costs incurred by Assignee in connection with the verification of nonpayment by Tenant of such Additional Rent. Upon Assignor's request, Landlord Assignee shall have provide Assignor with bills, receipts or other reasonable documentation evidencing such costs. Notwithstanding the foregoing, Assignee shall deliver to Assignor, promptly after receipt of the same from Landlord, copies of all the rights and remedies statements relating to Additional Rent (x) with respect thereto as Landlord has to any or all of the Leased Premises, for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of period through the end of each calendar year 2001 and the tax year 2001, 2002, or more frequently if Landlord so elects (y) with respect to do so any portion of the Leased Premises for which the Delivery Date occurs after December 31, 2001, for the period prior to such Delivery Date. If Assignor disputes any items on such statements relating to Additional Rent in respect of the periods set forth in (x) and (y) above, Assignee shall cooperate with Assignor and shall in good faith exercise such rights as it has to dispute such items in accordance with the provisions of the Lease, at LandlordAssignor's sole cost and absolute discretionexpense (provided, as compared however, that if any such dispute relates to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in a period during which the performance of any parties each occupied the applicable portion of the termsLeased Premises, covenants then the parties shall share the costs and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent itemsexpenses proportionately). The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant Assignor shall have the right, right to have a representative present at Tenant's sole expense, all meetings and discussions with the Landlord which relate to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If any dispute regarding such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedAdditional Rent.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord or to Landlord's designated agent in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all All Taxes relating to the Complex Premises as set forth in Paragraph 9, and (b) All insurance premiums relating to the Premises, as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including reasonable attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on or Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate appropriate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, discretion as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding crediting to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent itemsItems. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of the term of this LeaseIn addition to Base Rent, Tenant Sub-subtenant shall pay to Landlord in addition Sub-sublandlord when due all other amounts payable by Sub-subtenant to Sub-sublandlord under the Basic Rent and as provisions of this Sub-sublease (collectively, “Additional Rent”); provided that Sub-sublandlord shall have delivered to Sub-subtenant reasonable backup documentation showing that Sub-sublandlord shall have incurred such amounts. Additional Rent following: shall include any and all amounts other than Base Rent payable hereunder, which, by the terms of the Sublease, as incorporated herein, would become due and payable by the Subtenant thereunder to Sublandlord as additional rent or otherwise and which would not have become due and payable but for the acts, requests for services, and/or failures to act of Sub-subtenant, its agents, officers, representatives, employees, servants, contractors, invitees, licensees or visitors under this Sub-sublease, including, but not limited to: (ai) Tenant's proportionate share of all Taxes relating to the Complex as set forth any increases in Paragraph 12Landlord’s or Sublandlord’s fire, and (b) Tenant's proportionate share of all rent or other insurance premiums relating resulting from any act or omission of Sub-subtenant, (ii) any charges on account of Sub-subtenant’s use of heating, ventilation or air-conditioning or condenser water, (iii) any charges to Sub-sublandlord or Sub-subtenant on account of Sub-subtenant’s use of special cleaning and freight elevator services or for overtime or other extra services requested or required by Sub-subtenant, and (iv) any review, approval or other fees charged by Sublandlord under the ComplexSublease, as set forth in Paragraph 15or Landlord under the Lease on account of Sub-subtenant. Following Sub-subtenant’s receipt of any services for which such Additional Rent would be payable and receipt by Sub-sublandlord of any statement or written demand from Sublandlord or Landlord for payment of any such Additional Rent, and (c) Tenant's proportionate share Sub-sublandlord will furnish Sub-subtenant with a copy of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereundersuch statement or demand, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in a statement of the event amount of Tenant's failure to pay any such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant Sub-subtenant shall pay to Landlord monthly, in advance, Tenant's prorata share Sub-sublandlord the amount of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such any Additional Rent items, payable under this Sub-sublease at least two (2) Business Days prior to the date on which estimated amount shall be reconciled within 120 days payment thereof is due under the applicable provision of the end Sublease (provided that such statement or demand shall have been delivered to Sub-subtenant). The obligations of each calendar year or more frequently if Landlord so elects Sub-subtenant to do so at Landlord's sole pay Base Rent and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph hereunder shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedSub-sublease.

Additional Rent. Beginning with the commencement date of the term of this Lease, Tenant shall pay to Landlord in addition to the Basic Rent and as Additional Rent the following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Rent Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment non- payment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded.

Additional Rent. Beginning with the commencement date of Commencement Date (with regards to the term of this Lease1020 Space) and beginning with the 1060 Additional Rent Commencement Date (with regards to the 1060 Space), Tenant shall pay to Landlord the following, in addition to the Basic Rent and as Additional Rent, whether or not the same to be designated as such, and Additional Rent followingshall be included in the term "rent" wherever used in this Lease; and, unless another time shall be expressly provided for the payment thereof, all rent and Additional Rent shall be due and payable together with the next succeeding installment of Basic Rent; and Landlord shall have the same remedies for failure to pay the same as for a nonpayment of Basic Rent: (a) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the building(s) (including common areas of the building(s)) in which the Premises are located and Common Areas of the Complex as set forth in Article 7, and (b) Tenant's proportionate share of all utilities relating to the building(s) in which the Premises are located as set forth in Article 11, and (c) Tenant's proportionate share of all Real Property Taxes relating to the Complex as set forth in Paragraph Article 12, and (bd) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph Article 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (de) All charges, costs and expenses, expenses which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses expenses, including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata proportionate share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of at the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. If the 1060 Building does not have at least one hundred percent (100%) of the rentable area thereof occupied at all times during any calendar year period during the demised term, then the variable portion of all charges, costs and expenses which Tenant is required to pay herein (including expenses for the operation, management, maintenance and repair of the 1060 Building [including common areas of the 1060 Building] and Common Areas of the Complex, all utilities relating to the 1060 Building and the Complex, and all Real Property Taxes and insurance premiums relating to the Complex) (herein, the “Operating Expenses”) for such period shall be deemed to be equal to the total of the variable portion of such Operating Expenses which would have been incurred by Landlord if one hundred percent (100%) of the rentable area of the 1060 Building had been occupied for the entirety of such calendar year with all tenants paying full rent, as contrasted with free rent, half rent or the like. Tenant's payment for such Additional Rent as of the commencement of the term of this Lease shall be Twenty Two Thousand Dollars ($22,000.00) per month with respect to the 1020 Space and Eleven Thousand One Hundred Dollars ($11,100.00) per month with respect to the 1060 Space. The respective obligations of Landlord and Tenant under this paragraph Article shall survive the expiration or other termination of the demised term of this Lease, and if the demised term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the demised term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty Landlord shall endeavor to provide Landlord’s reconciliation statement for the final year of the demised term of this Lease to Tenant no later than one hundred eighty (30180) days after receipt following the expiration of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to last fiscal year of the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludeddemised term of this Lease.

Additional Rent. Beginning (a) Commencing on the first (1st) anniversary of the Commencement Date, Subtenant shall also pay to Sublandlord (together with the commencement date payment of each monthly installment of Base Rent payable under this Sublease), as additional rent hereunder, Subtenant’s Proportionate Share (as hereinafter defined) of “Tenant’s Share” of “Operating Expenses,” “Office Maintenance Costs” and “ Real Estate Taxes” (as each such term is defined in the Prime Lease) payable by Sublandlord in excess of those paid under the Prime Lease by Sublandlord for the Base Year (as hereinafter defined)(the “Additional Sublease Rent”). Subtenant shall pay the Additional Sublease Rent in monthly installments, based on estimates provided by the Landlord, all in accordance with Section 5 of the Prime Lease. If less than ninety-five percent (95%) of the rentable area of the Building is occupied during any calendar year period (including the Base Year), then the variable portion of Additional Sublease Rent for such period shall be deemed to be equal to the total of the variable portion of Additional Sublease Rent which would have been incurred by Sublandlord if ninety-five percent (95%) of the rentable area of the Building had been occupied for the entirety of such calendar year with all tenants paying full rent, as contrasted with free rent, half rent or the like; provided, however, that in no event shall Sublandlord be entitled to recover from Subtenant as Additional Sublease Rent more than 100% of the increase in Operating Expenses, Office Maintenance Costs, and Real Estate Taxes allocable to the Premises and actually paid by Sublandlord under the Prime Lease (plus the Excess Consumption Rent, if applicable). As used herein, “Subtenant’s Proportionate Share” shall be [REDACTED PORTION FILED SEPARATELY WITH SEC PURSUANT TO CONFIDENTIAL TREATMENT REQUEST]%, and the “Base Year” shall be calendar year 2011. Notwithstanding anything to the contrary contained in this Sublease, Sublandlord may elect, at Sublandlord’s cost, to have Subtenant’s electrical consumption at the Premises monitored by a separate meter. If Sublandlord determines at any time that Subtenant’s actual electrical consumption exceeds five (5) ▇▇▇▇▇ per rentable square foot in the Premises (“Excess Consumption”), then the Additional Sublease Rent payable hereunder for the then-current Sublease Year and all remaining Sublease Years during the Term shall be increased to include the actual cost of the Excess Consumption (the “Excess Consumption Rent”). Subtenant covenants and agrees that at all times during the term of this LeaseSublease, Tenant Subtenant’s electrical consumption shall pay to Landlord in addition never exceed that capacity of the mains, feeders, ducts, conduits, and wires bringing the same to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this Lease, and if the term hereof shall expire or shall otherwise terminate on a day other than the last day of a calendar year, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates shall be determined and settled on the basis of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedPremises.

Additional Rent. Beginning Subtenant shall also be responsible for payment of (i) the costs of any work orders requested by Subtenant, (ii) the costs of any after-hours HVAC service requested by Subtenant, (iii) any charges that may be incurred by Subtenant while performing Subtenant’s obligations hereunder, and (iv) commencing with the commencement date thirteenth (13th) full calendar month of the term Term, any increase in the Excess Expenses (as defined in the CIT Lease) payable by Sublandlord under the CIT Lease above the Excess Expenses payable by Sublandlord under the CIT Lease for the Base Year (defined below) (collectively, such charges, and any other costs or expenses payable from Subtenant to Sublandlord pursuant to this Sublease, shall be referred to herein as “Additional Rent”). Sublandlord will promptly send to Subtenant related invoices or other evidence of this Additional Rent payments. Within fifteen (15) days of receipt of any invoices or other evidence of payments, Subtenant shall reimburse Sublandlord for any Additional Rent. The “Base Year” shall be the 2021 calendar year. At the request of Subtenant, Sublandlord shall provide Subtenant with copies of all documents relevant to the determination of Operating Expenses for the Subleased Premises for any dispute as provided in Section 3.02 of the CIT Lease, Tenant shall pay as between Sublandlord and Subtenant, provided such dispute is not a basis for withholding payment of same. Provided that Subtenant is current in its payment of Operating Expenses, Subtenant may require that Sublandlord exercise its right to audit the books and records of the Landlord in addition to the Basic Rent and as Additional Rent following: (a) Tenant's proportionate share of all Taxes relating to the Complex as set forth in Paragraph 12, and (b) Tenant's proportionate share of all insurance premiums relating to the Complex, as set forth in Paragraph 15, and (c) Tenant's proportionate share of expenses for the operation, management, maintenance and repair Section 3.02 of the Building (including common areas of the Building) and common Areas of the Complex in which the Premises are located as set forth in Paragraph 7, and (d) All charges, costs and expenses, which Tenant is required to pay hereunder, together with all interest and penalties, costs and expenses including attorneys' fees and legal expenses, that may accrue thereto in the event of Tenant's failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of default of Tenant or failure on Tenant's part to comply with the terms of this Lease. In the event of nonpayment by Tenant of Additional Rent, Landlord shall have all the rights and remedies with respect thereto as Landlord has for nonpayment of rent. The Additional Rent due hereunder shall be paid to Landlord or Landlord's agent (i) within five days for taxes and insurance and within thirty (30) days for all other Additional Rent items after presentation of invoice from Landlord or Landlord's agent setting forth such Additional Rent and/or (ii) at the option of Landlord, Tenant shall pay to Landlord monthly, in advance, Tenant's prorata share of an amount estimated by Landlord to be Landlord's approximate average monthly expenditure for such Additional Rent items, which estimated amount shall be reconciled within 120 days of the end of each calendar year or more frequently if Landlord so elects to do so at Landlord's sole and absolute discretion, as compared to Landlord's actual expenditure for said Additional Rent items, with Tenant paying to Landlord, upon demand, any amount of actual expenses expended by Landlord in excess of said estimated amount, or Landlord refunding to Tenant (providing Tenant is not in default in the performance of any of the terms, covenants and conditions of this Lease) any amount of estimated payments made by Tenant in excess of Landlord's actual expenditures for said Additional Rent items. The respective obligations of Landlord and Tenant under this paragraph shall survive the expiration or other termination of the term of this CIT Lease, and if any such audit shall be at Subtenant’s sole cost and expense; provided, however, to the term hereof shall expire or shall otherwise terminate on a day other than the last day extent that such audit results in recovery of a calendar yearOperating Expenses, the actual Additional Rent incurred for the calendar year in which the term hereof expires or otherwise terminates cost of such review shall be determined deducted from such recovery and settled on the basis Sublandlord and Subtenant shall each receive half of the statement of actual Additional Rent for such calendar year and shall be prorated in the proportion which the number of days in such calendar year preceding such expiration or termination bears to 365. Within thirty (30) days after receipt of Landlord's reconciliation, Tenant shall have the right, at Tenant's sole expense, to audit, at a mutually convenient time at Landlord's office, Landlord's records relating to the foregoing expenses. Such audit must be conducted by Tenant or an independent nationally recognized accounting firm that is not being compensated by Tenant or other third party on a contingency fee basis. If such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concludedany remaining recovered funds.