Common use of Additional Rent Clause in Contracts

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except Sublessee shall pay as otherwise specifically provided in Section 7.1 of additional rent (“Additional Rent”), within twenty (20) days after demand therefor, all sums or other charges required to be paid by Sublessee under this Sublease. During the Term, Sublessee shall pay to Sublessor all sums or other charges required to be paid by Sublessor, as tenant, to Master Lessor under the Master Lease, the Basic Rent shall be net to Landlord so that this Lease shall yieldincluding without limitation, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that (a) all charges payable by Tenant under this Lease for Real Property Taxes, insurance premiumspremiums and common area expenses required to be paid to Master Lessor thereunder (collectively, utility charges“Operating Expense Payments”, maintenance, repair and replacement expenses, all which shall include expenses relating to compliance with lawsthe Parking Areas and Outdoor Areas, as such terms are defined below), (b) all “Additional Rent” (as defined in the Master Lease) due from Sublessor, as tenant, to Master Lessor under Paragraphs 4.D.(a) and (b) of the Master Lease, and all other costs(c) the management fee charged by Master Lessor to Sublessor under the Master Lease, feesbut expressly excluding (i) any “Basic Rent” due from Sublessor, as tenant, to Master Lessor under the Master Lease, and (ii) any late charges, expensesdefault interest and other penalties due from Sublessor, reimbursements and as tenant, to Master Lessor under the Master Lease provided the same are not caused by the default or breach of any of Sublessee’s obligations of every kind and nature whatsoever relating contained in this Sublease. Sublessor shall not charge Subtenant a management fee with regard to the operation and use Building, other than the management fees charged by Master Lessor under the Master Lease. Notwithstanding the foregoing, Sublessee’s obligation to pay Operating Expense Payments for the Subleased Premises shall be tolled until the earlier of (x) such time as twenty-five (25) or more employees of Sublessee occupy any portion of the PremisesBuilding, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (by) the Commencement Date. Basic Moreover, Sublessee agrees to pay its proportionate share of any costs and expenses incurred by Sublessor for (A) any insurance obtained by Sublessor pursuant to Section 54 of the Master Lease, (B) repair or maintenance of the central courtyard, and (C) repair, maintenance, replacement or new construction of improvements in such central courtyard, within twenty (20) days after written demand therefor (which written demand shall contain documentation in reasonable detail evidencing the costs and expenses incurred by Sublessor); provided, however, that Sublessee shall have no obligation to reimburse Sublesssor for any (aa) replacement of an existing improvement in the central courtyard, or (bb) construction or installation of any new improvement in the central courtyard, if Sublessor had not first obtained Sublessee’s written approval thereof, which approval shall not be unreasonably withheld, conditioned or delayed by Sublessee. Sublessor shall have the same remedies for a default in the payment of Additional Rent as for a default in the payment of Base Rent. Base Rent and Additional Rent are hereinafter sometimes collectively referred to collectively as "“Rent" or "rent."”

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year A. As part of the Term consideration for the execution of this Lease Agreement, and in addition to the Base Rent specified above, Tenant covenants and agrees to pay, for each calendar year during the Term, as additional rent (the “Additional Rent”), Tenant’s pro rata share of the Operating Expenses (as 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 Leased Premises and the denominator of which is the Net Rentable Area in the Building. 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 used herein shall mean all charges payable by Tenant under this Lease for Property Taxesexpenses, costs and disbursements in connection with the ownership, operation, management, maintenance and repair of the Building, the Land, related pedestrian walkways, landscaping, fountains, roadways and parking facilities (including the Garage [as defined on Exhibit C]), and such additional facilities to service any of the foregoing in subsequent years as may be necessary or desirable in Landlord’s reasonable discretion (the Building, the Land and said additional facilities being hereinafter sometimes referred to as the “Complex”), including but not limited to the following: (1) Wages and salaries of all employees engaged in the operation, security, cleaning and maintenance of the Complex, including customary taxes, insurance premiumsand benefits relating thereto, utility chargesallocated based upon the time such employees are engaged directly in providing such services, but not above the level of property manager. (2) All supplies, tools, equipment and materials used in operation and maintenance of the Complex. (3) Cost of all utilities for the Complex, including but not limited to the costs of water, electricity, gas, heating, lighting, air conditioning and ventilation; provided, however, in the event that Landlord elects to meter or sub-meter any or all of the aforementioned utilities in accordance with Section 7.E hereof, Operating Expenses shall not include the cost of such metered or sub-metered utilities provided to the Leased Premises or the leased premises of the other tenants in the Complex. (4) Cost of all janitorial service, maintenance and service agreements for the Complex and the equipment therein, including alarm service, security service, window cleaning, janitorial service, trash removal and elevator maintenance, repair and replacement expenses, . (5) Cost of all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever insurance relating to the Complex which Landlord may elect to obtain, including but not limited to casualty and liability insurance applicable to the Complex and Landlord’s personal property used in connection therewith; the amount of the commercially reasonable deductible paid by Landlord or deducted from any insurance proceeds paid to Landlord shall also constitute an Operating Expense. (6) Accounting costs and audit fees attributable to Landlord’s ownership of the Complex, including without limitation in connection with tax returns. All taxes and assessments and other governmental charges (whether federal, state, county or municipal and whether they be by taxing districts or authorities presently taxing the Leased Premises or by others subsequently created or otherwise) and any other taxes and improvement assessments attributable to the Complex, or its operation and or the revenues or rents received therefrom (whether directly or indirectly through the use of the Premisesa franchise, and/or the Expansion Land (defined below) (margin or other similar tax and whether or not such taxes allow for the deduction of expenses in calculating the base amount on which the tax is levied) but excluding, however, federal and state taxes on income (collectively, “Taxes”); provided, however, that if at any time during the Term, new taxes, assessments, levies, impositions or charges are imposed on the rents received from the Complex or the rents reserved herein or any part thereof (whether directly or indirectly through the use of a franchise, margin or other similar tax), or the present method of taxation or assessment shall be so changed that the whole or any part of the taxes, assessments, levies, impositions or charges now levied, assessed or imposed on real estate and the improvements thereof shall be discontinued and as a substitute therefor, or in lieu of an increase to the tax rate thereof, taxes, assessments, levies, impositions or charges shall be levied, assessed and/or imposed wholly or partially as a capital levy or otherwise on the rents received from the Complex or the rents reserved herein or any part thereof (whether directly or indirectly through the use of a franchise, margin or similar tax and whether or not such taxes allow for the deduction of expenses in calculating the base amount on which the tax is levied), then such substitute or additional taxes, assessments, levies, impositions or charges, to the extent so levied, assessed or imposed, shall be deemed to be included within Taxes to the extent that such substitute or additional tax would be payable if the Complex were the only property of the Landlord subject to such tax. It is agreed that Tenant has exercised will also be responsible for ad valorem taxes on its personal property and on the Expansion Land Optionvalue of leasehold improvements to the extent that the same exceed standard building allowance, provided, however, that such amount(s) is(are) expressly set out in the tax statements from the taxing authorities, or are reasonably determinable from tax statements that pertain specifically to the Leased Premises, even if no reference is made in such statements to “standard building allowance” or similar concepts. (7) Amortization of the cost of installation of capital investment items that have been (whether before or during the Term) or are hereafter installed for the purpose of reducing Operating Expenses or which may arise be required by any laws, ordinances, orders, rules, regulations and requirements which are amended, become effective or become due during are interpreted differently after the Term Commencement Date which impose any duty with respect to or by reason otherwise relate to the use, condition, occupancy, maintenance or alteration of events occurring during the Term of this Lease or Complex. All such costs which relate to the performance installation of such capital investment items shall be amortized over the reasonable life of the capital investment item, with the reasonable life and amortization schedule being determined in accordance with generally accepted accounting principles as reasonably determined by Landlord. (8) The property management fees incurred by Landlord, in no event to exceed four percent (4%) of the gross revenues (but expressly excluding parking revenues) received by Landlord on the Complex. (9) Cost of repairs and general maintenance (excluding repairs and general maintenance paid by proceeds of insurance or by Tenant or other third parties) for the Complex. (10) The reasonable rental value of the Building management office (which shall not exceed 3,000 square feet of Net Rentable Area). (11) All costs incurred by Landlord for the purpose of reducing Operating Expenses, including, without limitation, the cost of all tax protests (subject to the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. provisions set forth in Section 6.B(7) above. C. Notwithstanding anything contained in this Lease Agreement to the contrary, Tenant the following shall not be responsible included in or considered as Operating Expenses: (1) Except as set forth in Section 6.B(7) above, expenditures classified as capital expenditures, including without limitation, capital improvements, capital repairs, capital equipment and capital tools, under generally accepted accounting principles consistently applied, including rental payments with respect to capital items, or any non-cash charges such as depreciation or amortization. All costs incurred for the acquisition and renovation, construction and improving of the Complex and Garage, and readying same for occupancy and use, including without limitation tap fees or other one-time utility charges and initial installation of landscaping improvements, light fixtures and other items, even if the replacement thereof is permitted to be included in Operating Expenses shall be excluded from Operating Expenses. (2) Advertising, promotional expenses, leasing commissions, attorneys fees, costs and disbursements and other expenses incurred in connection with the leasing of the Complex or negotiations or disputes relating to leasing and lease interpretations with tenants or prospective tenants or other occupants of the Complex. Personnel costs of persons on-site and off-site to the extent same are engaged in leasing activities shall be excluded from Operating Expenses. Gifts, meals and entertainment expenses incurred with tenants, tenant prospects and brokers shall be excluded from Operating Expenses. (3) The cost of repairs or other work occasioned by any casualty which is covered by insurance or coverable by standard all risk property insurance available in Texas, or by the exercise of the right of eminent domain or otherwise reimbursed to Landlord from another source, net of deductibles carried by Landlord, and reasonable out-of-pocket cost of adjustment. (4) Landlord’s cost of HVAC, electricity, water, janitorial and other services or benefits sold or provided to tenants in the Complex and for which Landlord is entitled to be reimbursed by such tenants as a separate additional charge or rental over and above the base rent or additional rent payments payable under the lease agreement with such tenant. The cost of providing HVAC services to other tenants at times or in quantities in excess of that made available to Tenant without special charge under this Lease Agreement, and the cost of providing electricity, water, janitorial or other services to other tenants in quantities or at specifications in excess of that made available to Tenant without special charge under this Lease Agreement, shall be excluded from Operating Expenses regardless of whether Landlord offers such services to other tenants without special charge under the terms of such other tenants’ leases. (5) All costs (including permit, license and inspection fees), however paid, in demolishing, removing, completing, fixturing, furnishing, renovating, decorating or otherwise altering or improving space for tenants or other occupants of the Complex or for vacant space, or for any property management fees or earthquake insurance premiums paid office, including space planning, interior design and engineering work. (6) Except as set forth in Section 6.B(7) above, all costs incurred by Landlord during in connection with the Term design or construction of the Complex or any equipment therein and related facilities, the correction of defects in design, construction or in the discharge of Landlord’s obligations under Exhibit G attached to this LeaseLease Agreement. (7) Except as set forth in Section 6.B(7) above, all costs of removing, remediating, encapsulating and/or monitoring any hazardous waste, substance or material, including, without limitation, asbestos containing materials, but excluding automotive fuels discharged in driving and parking areas of the Complex. Notwithstanding Section 6.B(7) above, all operating and capital costs required by or incurred in connection with (i) the installation of any capital improvement required by any law, ordinance or regulation enacted before the Effective Date, including, without limitation, the Americans with Disabilities Act, the Texas Architectural Barriers Act, the Houston Life Safety Ordinance, but excluding any changes in interpretations, enforcement or ruling thereon after the Effective Date, (ii) the existence of chlorofluorocarbons (freon) in the Complex heating ventilation and air conditioning system or variable air volume system, or (iii) any future asbestos abatement of the Complex shall be excluded from Operating Expenses. (8) All costs, including without limitation fines, penalties and legal fees, incurred or imposed in connection with any legal violation by Landlord or the property manager or any breach or default by Landlord under any loan or mortgage instrument or any lease or license agreement. All costs, including without limitation interest, late charges, penalties and legal fees, incurred in connection with any late payment by Landlord. (9) Except as otherwise provided in Section 7.1 6.B(6) above, federal and state taxes on income and inheritance, estate and gift taxes of Landlord, the property manager and their respective affiliates, and all taxes imposed on or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated calculated on the basis of any mortgage encumbering the number Complex or Garage or in connection with any transfer of days within such calendar month and paid within ten ownership of the Complex or Garage or beneficial interests therein. (10) days Ad valorem taxes attributable to the leasehold improvements of Tenant and the other tenants of the later Complex in excess of Complex standard but only to the extent (a) invoice Landlord is reimbursed directly by such other tenants for any ad valorem taxes attributable to the above Building standard leasehold improvements of such other tenants or (b) a separate allocation is made by the applicable taxing authority. (11) All payments to any affiliate of Landlord for services in excess of the costs of arms-length, third-party providers for services of comparable quality and scope. (12) Compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or the property manager. (13) All costs incurred in connection with the operation, maintenance or repair of any antennae or satellite facilities, unless such services are being provided to all tenants of the Complex, including Tenant. (14) Except as otherwise provided in Section 6.B(6) above, other costs (including consulting fees and related disbursements) incurred in connection with Landlord’s ownership of the Complex to the extent not directly related to the operation, maintenance and repair thereof, including without limitation, costs of any disputes between Landlord and its employees or the property manager and costs of selling, syndicating, financing, mortgaging or hypothecating any of the Landlord’s interest in the Complex and/or common areas, costs of defending Landlord’s title or interest in and to said property. (15) All contributions to charitable organizations. (16) All contributions to reserves for Operating Expenses. (17) Except as otherwise provided in Section 6.B(6) above, any special assessments of taxes from any city, county, state or federal governmental agency, including, but not limited to, such items as parking income taxes. (18) Costs of repair or replacement for any item to the extent that Landlord is reimbursed for same pursuant to a warranty. (19) Costs which Landlord is reimbursed by its insurance carrier or by any tenant’s insurance carrier or by any other entity. (20) Any fines, costs, penalties or interest resulting from the negligence or willful misconduct of the Landlord or its agents, contractors or employees. (21) Any bad debt loss, rent loss or reserves for bad debt or rent loss. (22) All payments of principal, interest or other charges of any kind incurred in connection with any indebtedness secured by the Complex, and any payments under any ground lease or other underlying lease; provided that if Landlord makes payment of ad valorem taxes to its lender, rather than to taxing authorities, then payment to the lender shall not be included in Operating Expenses, but payments by the lender to taxing authorities shall be considered payments by Landlord, to be included in Operating Expenses to the extent otherwise provided for herein. (23) The cost of any additional casualty insurance premium for the Complex in excess of the standard rate payable by Landlord, which additional cost is attributable to: (a) the tenancy of a particular tenant or tenants in the Complex other than Tenant or (b) the Commencement Date. Basic Rent use of any part of the Complex by Landlord other than for purposes of providing general services to the Complex. (24) Accounting costs and audit fees attributable to Landlords ownership (as opposed to the operation) of the Complex, including in connection with Landlord’s income tax returns. D. If the Term of this Lease Agreement commences or terminates on other than the first day of a calendar year, Tenant’s Additional Rent are sometimes collectively referred to shall be prorated for such commencement or termination year, as "Rent" or "rent."the case may be, by multiplying each by a fraction, the numerator of which shall be the numb

Additional Rent. Except Subtenant shall pay to Sublandlord as otherwise specifically provided "Additional Rent" when the same is due under the Master Lease all amounts set forth in Section 7.1 Sections 6, 7, 8 and 10 of this Leasethe Fourth Amendment to Lease dated March 31, the Basic Rent shall be net to Landlord so that this Lease shall yield2010 (“Fourth Amendment”), net to by and between Sublandlord and Master Landlord, the Basic Rent as well as $12,501 per annum, payable under this Lease in monthly installments of $1,041.75, for each year of the Term of this Lease and that all charges payable by Tenant under this Lease Subtenant’s contribution for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement parking lot expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic All Base Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes is collectively referred to as as, "Rent" ". In the event Subtenant is required to make a payment to Sublandlord pursuant to Section 10 of the Fourth Amendment, Sublandlord agrees to take commercially reasonable efforts to assist Subtenant as Subtenant may from time to time request in seeking to collect any such amounts from Southwest Florida Health System, Inc. (“Consult-A-Nurse”), however, Subtenant shall reimburse Sublandlord for any all reasonable costs and expenses (including reasonable attorneys' fees) actually incurred by Sublandlord in connection therewith. If Subtenant gives notice to Sublandlord requesting that Sublandlord institute an appropriate action or "rentproceeding for the enforcement of said obligations against Consult-A-Nurse and Sublandlord shall fail to do so within a reasonable time after Subtenant’s written request therefor (no less than 20 days after receipt of such written request), then Subtenant shall have the right to institute an appropriate action or proceeding against Consult-A-Nurse in the name of Sublandlord to enforce Sublandlord’s rights under the Office Building Lease for the fourth floor of the Premises between Sublandlord and Consult-A-Nurse which are applicable to Subtenant by virtue of this provision (and Sublandlord shall reasonably cooperate with such reasonable requests of Subtenant as may be necessary to enable Subtenant to proceed in Sublandlord’s name)."

Additional Rent. Except In addition to the Base Rent as otherwise specifically provided set forth in Article 3 herein, Tenant shall pay Landlord “Additional Rent,” which term shall be defined to include, but not be limited to, the following: (a) All Operating Costs (as defined in Section 7.1 4.4) associated exclusively with Leased Premises; (b) Tenant’s Proportionate Share (as defined in Section 4.2) of this LeaseOperating Costs for the CSLSC, the Basic Rent shall be net Land and the Common Areas, and which are not exclusively associated with a specific building within the CSLSC; (c) any sum owed for separately metered utilities, if any, including, without limitation, electricity, gas and telephone and data services; (d) to Landlord so that this Lease shall yield, net to the extent paid by Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating coverage required to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating be maintained pursuant to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring Article 12 hereof during the Term of this Lease; and (e) any other sums owed by Tenant pursuant to the terms of this Lease or which relate otherwise arising in connection with Tenant’s occupancy of the Leased Premises. Any other operating costs or expenses related to Tenant’s use and occupancy of the performance Leased Premises that are paid directly by Tenant of all the terms, covenants, conditions shall not be included in Additional Rent and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant Landlord/Building Management shall not be responsible for any property management fees such services or earthquake insurance premiums paid by other obligations, of any kind whatsoever, related to these items. If Landlord during subdivides and legally partitions the Term parcel of this Lease. Except as otherwise provided in Section 7.1 Land associated with planned building B of the CSLSC, Tenant’s Proportionate Share of Operating Costs shall not include any taxes or 14.9 site maintenance for that subdivided and legally partitioned unimproved parcel of the Land until such time improvements commence for the development and construction of building B. For purposes of this Lease, all payments of Basic Base Rent and Additional Rent shall hereinafter be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "“Rent" or "rent."”

Additional Rent. Except as otherwise specifically provided In addition to paying the Base Rent specified in Section 7.1 Article 3 of this Lease, Tenant shall pay as additional rent the Basic Rent shall be net sum of the following: (i) Tenant's Building Share (as such term is defined below) of the annual Building Operating Expenses which arc in excess of the amount of Building Operating Expenses applicable to the Expense Base Year, plus; (ii) Tenant's Project Share of the annual Project Operating Expenses which are in excess of the amount of Project Operating Expenses applicable to the Expense Base Year; plus (iii) Tenant's Project Share of the annual Tax Expenses which are in excess of the amount of Tax Expenses applicable to the Tax Expense Base Year, plus (iv) Tenant's Building Share of the annual Building Utilities Costs which are in excess of the amount of Building Utilities Costs applicable to the Utilities Base Year, plus (v) Tenant's Project Share of the annual Project Utilities Costs which are in excess of the amount of Project Utilities Costs applicable to the Utilities Base Year. Such additional rent, together with any and all other amounts payable by Tenant to Landlord so that this Lease shall yield, net pursuant to Landlord, the Basic Rent payable under this Lease for each year of the Term terms of this Lease (including, without limitation, pursuant to Article 6), shall be hereinafter collectively referred to as the "Additional Rent." The Base Rent and that all charges payable by Tenant Additional Rent are herein collectively referred to as the "Rent." All amounts due under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except Article 4 as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor for the same periods and without any right in the same manner, time and place as the We Rent. Without limitation on other obligations of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rentwhich shall survive the expiration of the Lease Term, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all the obligations of Tenant to pay the Additional Rent provided for in this Article 4 shall be paid survive the expiration of the Lease Term. [***] Confidential portions of this document have been redacted and filed separately with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentCommission."

Additional Rent. Except All monies other than Base Rent required to be paid by Sublessor under the Master Lease as otherwise specifically provided to the Subleased Premises, including, without limitation, any amounts payable by Sublessor to Master Lessor as “Direct Expenses” (as defined in Section 7.1 4.2.2 of the Master Lease) shall be paid by Sublessee hereunder as and when such amounts are due under the Master Lease, as incorporated herein. Sublessee shall also pay Sublessor, within thirty (30) days of request by Sublessor, fifty percent (50%) of (i) Sublessor’s cost of providing daily janitorial services, and 100% of nightly and weekend janitorial services, and sixty seven percent (65%) of Sublessor’s cost of utilities to the Premises pursuant to Section 6.1 of the Master Lease, and (ii) Sublessor’s cost of providing other services to the Premises that benefit the Subleased Premises (such as maintenance of any systems therein); provided, however, that Sublessee shall pay the entire cost of such amounts to the extent due to the misuse or excess use or negligence, willful misconduct or violation of this LeaseSublease by Sublessee or its agent, the Basic Rent employee, or contractor. All such amounts shall be net deemed additional rent (“Additional Rent”). Base Rent and Additional Rent hereinafter collectively shall be referred to Landlord so that this Lease shall yieldas “Rent”. Sublessee and Sublessor agree, net to Landlord, the Basic Rent payable under this Lease for each year as a material part of the Term of consideration given by Sublessee to Sublessor for this Lease and Sublease, that Sublessee shall pay all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements taxes, insurance, maintenance and obligations other charges of every kind and nature whatsoever relating arising in connection with this Sublease, the Master Lease as to the operation and use of the Subleased Premises, and/or or the Expansion Land (defined below) (whether or not Tenant has exercised Subleased Premises, such that Sublessor shall receive, as a net consideration for this Sublease, the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Base Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rentunder Paragraph 4.A. hereof." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this LeaseTenant covenants to pay without notice, the Basic Rent shall be net deduction, set-off or abatement to Landlord so that this Lease shall yield, net to Landlord, the Basic Additional Rent payable under this Lease for each year in lawful money of the Term United States in equal consecutive monthly installments in advance on the first day of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due each month during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expenseTerm. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on a per diem basis. Additional Rent shall be payable to Landlord at Landlord's Address or such other place as Landlord may designate in writing. In order to provide for current payments of Additional Rent, Tenant agrees to pay an amount of Additional Rent reasonably estimated by Landlord from time to time commencing on the basis first day of the number month following the month in which Landlord notifies Tenant of days within the amount of such Additional Rent. If, as finally determined, the amount of Additional Rent owing by Tenant shall be greater than or less than the aggregate of all installments so paid to Landlord for each calendar month year, the Tenant shall pay to Landlord the amount of such underpayment, or Landlord shall credit Tenant for the amount of such overpayment, as the case may be. It is the intention hereunder to estimate the amount of Additional Rent for each calendar year and paid within ten (10) then to adjust such estimate in the following year based on the actual amount of Additional Rent owing. The obligation of Tenant with respect to the payment of Additional Rent shall survive the termination of this Lease. Any payment, refund or credit made pursuant to this paragraph shall be made without prejudice to any right of Tenant to dispute the amount of Additional Rent owing, or the right of Landlord to correct any items as billed pursuant to the provisions hereof. Within 30 days of the later date Landlord notifies Tenant of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and amount of Additional Rent are sometimes collectively referred owing, Tenant or its authorized agent shall have the right to as "Rent" or "rentinspect the books of Landlord during the business hours of Landlord at such location that Landlord may specify, for the purpose of verifying such amount. Unless Tenant asserts specific errors within such 30 days, such notification by Landlord shall be deemed to be correct. No decrease in Additional Rent shall reduce Tenant's liability hereunder below the amount of Base Rent payable hereunder."

Additional Rent. Except (a) Commencing on July 1, 2019, Subtenant shall pay Subtenant’s Proportionate Share of (1) all Building Operating Costs, Property Operating Costs and Taxes (as otherwise specifically provided such terms are defined in Section 7.1 of this the Master Lease, the Basic Rent shall be net ) assessed or charged to Landlord so that this Lease shall yield, net Sublandlord pursuant to Landlord, the Basic Rent payable under this Lease for each year Sections 5.2 and 5.3 of the Term Master Lease which are in excess of this the Building Operating Costs, Property Operating Costs and Taxes paid by Sublandlord under the Master Lease and that during fiscal year ending June 30, 2019 (the “Sublease Base Year”), (2) all other additional rent or charges payable by Tenant Sublandlord under this Lease for Property Taxesthe Master Lease, insurance premiumsincluding, utility chargesbut not limited to, maintenance, repair and replacement expenses, all expenses relating any utilities that are separately metered to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or (3) all costs incurred by Sublandlord in operating (including the Expansion Land costs of utilities consumed in such operation), repairing, maintaining and replacing any supplementary or additional mechanical systems or equipment installed by Sublandlord in the Premises and which service the Subleased Premises, and (defined below4) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason all costs of events occurring during the Term of this Lease or which relate utilities supplied to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything Premises which are not separately metered to the contrarySubleased Premises (collectively, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during “Additional Rent”), in the Term manner and at the same time as set forth in Paragraph 4 above with respect to the payment of this LeaseBase Rent. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Base Rent and Additional Rent shall may be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional referred to collectively in this Sublease as “Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or ” (b) Subtenant shall install its own telephone system and data and internet systems prior to occupancy of the Commencement DateSubleased Premises and establish direct billing for its telephone services and for its data and internet systems. Basic Rent Subtenant shall pay directly and Additional Rent are sometimes collectively referred on time all ▇▇▇▇▇▇▇▇ for its data and internet systems. (c) Subtenant shall, within five (5) business days after receipt of an invoice from Sublandlord, reimburse Sublandlord for any after-hours heating, ventilation and air-conditioning and all other extra costs for services requested by Subtenant and provided or furnished to as "Rent" the Subleased Premises or "rentto Subtenant. The amount paid by Subtenant shall constitute the same rate paid by Sublandlord to the Master Landlord for such after-hours heating, ventilation and air-conditioning." (d) If Master Landlord charges Sublandlord for any excess costs of providing electrical service to the Premises, Subtenant shall reimburse Sublandlord for Subtenant’s Proportionate Share of the excess electrical charges. If, however, no portion of such excess usage is reasonably attributable to the Subleased Premises, then Subtenant shall have no liability for any portion of such excess electrical charges.

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. 5.01 All charges payable by Tenant Lessee other than Basic Rent, however denoted, Base Monthly Rent are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next monthly installment of Basic Rent falling dueBase Monthly Rent. Rent for any partial month shall be prorated on As used herein, the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic term "Rent" means Base Monthly Rent and Additional Rent Rent, and the phrase "Lessee's Proportionate Share" means 70% (which reflects Lessee's portion of the gross leasable area of the Project). 5.02 Lessee shall pay, as Additional Rent, all excise, privilege, sales, rental or transaction privilege taxes levied or assessed by any governmental authority against, on account of, allocable to or measured by any or all amounts payable hereunder by Lessee or the receipt thereof by Lessor (except state or federal income taxes levied or assessed against Lessor). 5.03 Operating Costs" are sometimes collectively referred all costs and expenses incurred by Lessor during the term of this Lease in connection with owning, operating, maintaining, managing, repairing and insuring the Project including, but not limited to, the following: all management fees; the cost of all supplies, materials, labor, equipment, and utilities (including but not limited to, water, electricity, gas, lighting, sewer, and waste disposal) used in or related to the operation, maintenance and repair of the Common Areas; all amounts payable to any owners' association under any covenants, conditions or restrictions applicable to the Project; all real estate tax consulting fees; all fees for licenses or permits related to the ownership or operation of the Project; all premiums and costs of liability, casualty, property and other insurance related to the Project; all costs of patching, overlaying, sealing and restriping roadways, driveways and parking areas; all costs of preventative maintenance of all building roofs and 70% annually of the replacement cost of the building roof; maintenance and repair costs related to building exteriors including painting; amortization (along with reasonable financing charges) of capital improvements made to the Common Areas which may be required by any government authority or which will improve the operating efficiency of the Project. Except as specified above, Operating Costs shall not include costs relating to structural repairs, or the maintenance or repair of any interior space other than the Premises. Operating Costs will not include depreciation of the Premises nor any overhead, or general and administrative charges of Lessor or its employees. 5.04 Lessee's total "Additional Rent" costs for this project are currently estimated to be $100 for Management Fees, $1,100 for Property Taxes, and $192.40 for Property Dues. These amounts may be adjusted up or "rentdown depending on the actual incurred expenses as outlined in section 5.02 & 5.03." 5.05 Lessee is responsible for interior janitorial cleaning and utilities for their suite.

Additional Rent. Except (a) Tenant shall pay and discharge, as additional rent (collectively, "Additional Rent"): (i) except as otherwise specifically provided herein, all costs and expenses of Tenant, Landlord and any other Persons specifically referenced herein which are incurred in Section 7.1 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, (B) the performance of any of Tenant's obligations under this Lease, (C) any sale or other transfer of any of the Leased Premises to Tenant under this Lease, including costs and expenses incurred in connection with the payment of a Prepayment Premium, (D) any Condemnation proceedings, (E) the adjustment, settlement or compromise of any insurance claims involving or arising from any of the Leased Premises, (F) the exercise or enforcement by Landlord, its successors and assigns, of any of its rights under this Lease, (G) any amendment to or modification or termination of this Lease made at the request of Tenant, (H) Costs of Landlord incurred in connection with the preparation, negotiation and execution of this Lease, or incurred in connection with any act undertaken by Landlord (or its counsel) at the Basic Rent request of Tenant, or incurred in connection with any act of Landlord performed on behalf of Tenant, (I) the reasonable Costs of Landlord incurred in connection with any act undertaken by Landlord at the request of Tenant or Tenant's failure to act promptly in an emergency situation, (J) an administrative fee of $5,000 (the "Administrative Fee") to defer the internal costs of Landlord with respect to each applicable Related Premises in connection with Tenant's exercise of its rights under Paragraphs 36 or 37 hereof, provided that (x) the total amount of Administrative Fees payable in any Lease Year shall not exceed $150,000 in the aggregate for the Leased Premises and (y) no Administrative Fee shall be net payable in connection with any exercise by Tenant's of its rights under Paragraphs 36 or 37 hereof if the Administrative Fee is paid by Mercury under the Mercury Lease in connection with such transaction, and (L) any other items specifically required to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable be paid by Tenant under this Lease; (ii) after the date all or any portion of any installment of Basic Rent is due and not paid by the applicable Basic Rent Payment Date, an amount (the "Late Charge") equal to the lesser of (x) $15,000 and (y) five percent (5%) of the amount of such unpaid installment or portion thereof to reimburse Landlord for its cost and inconvenience incurred as a result of Tenant's delinquency; provided, however, that with respect to the first late payment of all or any portion of any installment of Basic Rent in any Lease Year, the Late Charge shall not be due and payable unless the Basic Rent has not been paid within five (5) days' following the due date thereof. To the extent the Tenant has timely deposited funds sufficient to pay Basic Rent then due hereunder into a lockbox established for Property Taxesthe benefit of Landlord and/or Lender, insurance premiumsthe failure or delay of the transfer of such funds to Landlord shall not entitle Landlord to a Late Charge or to declare a default hereunder; (iii) to the extent in excess of amounts collected by Landlord under item (iv) below, utility chargesa sum equal to any additional sums (excluding the repayment of principal under a Loan but including 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, maintenancedefault penalties, repair 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 replacement expenses, all expenses relating to compliance with lawsinterest, and all other costs, fees, charges, expenses, reimbursements and obligations fees of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land OptionLender's counsel) which may arise are payable by Landlord to any Lender under any Note by reason of Tenant's late payment or become due during the Term non-payment of Basic Rent or by reason of events occurring during an Event of Default; and (iv) interest at the Term rate (the "Default Rate") of this Lease or which relate four percent (4%) over the Prime Rate per annum on the following sums until paid in full: (A) any and all installments of Basic Rent and/or any amounts of Additional Rent (other than as described in clause (B) herein below) not paid prior to the performance expiration of any applicable notice and cure period, (B) all overdue amounts of Additional Rent relating to obligations which Landlord shall have paid on behalf of Tenant, from the date of payment thereof by Landlord. (b) Tenant of all shall pay and discharge (i) any Additional Rent referred to in Paragraph 7(a)(i) when the termssame shall become due, covenantsprovided that amounts which are billed to Landlord or any third party, conditions and agreements but not to be performedTenant, paid or observed by Tenant hereunder shall be paid or discharged by Tenantwithin thirty (30) days after Landlord's demand for payment thereof, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for (ii) any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and other Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denotedwithin thirty (30) days after Landlord's demand for payment thereof. (c) In no event shall amounts payable under Paragraph 7(a)(ii), are called "Additional Rent." Unless (iii) and (iv) or elsewhere in this Lease provides otherwise, all Additional Rent shall be paid with exceed the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentmaximum amount permitted by applicable Law."

Additional Rent. Except as otherwise specifically provided in Section 7.1 In addition to the Base Rent under Paragraph 4 above, any and all charges, expenses or other sums Subtenant is required to pay under the terms of this LeaseSublease, including, without limitation, any additional rent required under the Basic Rent Master Lease shall be net to Landlord so that this Lease shall yielddeemed additional rent (“Additional Rent,” and together with Base Rent, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease “Subtenant’s Rent”) and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid by Subtenant. Sublandlord shall have the same rights and remedies with respect to payment of Additional Rent as Sublandlord shall have with respect to the Base Rent. Subtenant shall remain responsible for Subtenant’s Rent and any other charges, expenses or discharged other sums which first arise, accrue or are invoiced at any time during or after the expiration of the Sublease Term, whether by TenantSublandlord or Master Landlord, at Tenant's sole cost and expenseto the extent they arise or accrue with respect to any period during the Sublease Term from any liabilities or obligations of Subtenant under the provisions of this Sublease (including any obligations under the Master Lease which are incorporated herein as liabilities or obligations of Subtenant). Notwithstanding anything to the contrarycontrary set forth in this Sublease, Tenant Subtenant shall not be responsible required to pay any Additional Rent, or to perform any obligation that is (i) allocable to any period of time prior to the Sublease Commencement Date or following the expiration or sooner termination of the Sublease (for any property management fees or earthquake insurance premiums paid reason other than Subtenant’s default), (ii) allocable to any portion of the Master Premises other than the Sublease Premises, (iii) payable as a result of a default by Landlord during Sublandlord of any of its obligations under the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Master Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis as a result of the number gross negligence or willful misconduct of days within such calendar month and paid within ten (10) days Sublandlord or any of the later of (a) invoice from Landlord its agents, employees or contractors, or (biv) are incurred for the Commencement Date. Basic Rent sole and Additional Rent are sometimes collectively referred to as "Rent" or "rentexclusive benefit of Sublandlord."

Additional Rent. Except All monies other than Base Rent required to be paid by Sublessor under the Master Lease as otherwise specifically provided to the Subleased Premises, including, without limitation, any amounts payable by Sublessor to Master Lessor as “Direct Expenses” (as defined in Section 7.1 4.2.2 of this the Master Lease) and costs of utilities under Section 6.1 of the Master Lease, as incorporated herein, with respect to the Basic Rent Subleased Premises shall be net paid by Sublessee hereunder as and when such amounts are due under the Master Lease, as incorporated herein. All such amounts shall be deemed additional rent (“Additional Rent”). Base Rent and Additional Rent hereinafter collectively shall be referred to Landlord so that this Lease shall yieldas “Rent”. Sublessee and Sublessor agree, net to Landlord, the Basic Rent payable under this Lease for each year as a material part of the Term of consideration given by Sublessee to Sublessor for this Lease and Sublease, that Sublessee shall pay all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements taxes, insurance, maintenance and obligations other charges of every kind and nature whatsoever relating arising in connection with this Sublease, the Master Lease as to the operation and use of the Subleased Premises, and/or or the Expansion Land (defined below) (whether or not Tenant has exercised Subleased Premises, such that Sublessor shall receive, as a net consideration for this Sublease, the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expenseBase Rent payable under Paragraph 4.A hereof. Notwithstanding anything in this Sublease to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor not include, and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent Sublessee shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of have no obligation to pay for: (a) invoice from Landlord or any charges that apply solely to the 100 Premises/100 Building (e.g., real estate taxes on leasehold improvements therein), (b) late fees or penalties assessed against Sublessor as a result of Sublessor’s acts or omissions, (c) charges incurred as a result of excess or additional services specifically requested by Sublessor for the Commencement Date. Basic Rent 100 Premises/100 Building or for or including the Subleased Premises without Sublessee’s consent or as a result of Sublessee’s actions (including after hours utilities), and Additional Rent are sometimes collectively referred to (d) the cost of utilities and services consumed by Sublessor in the 100 Premises in excess of the reasonable and normal use of a comparable office user in the Project (such as "Rent" for labs or "rentserver rooms in the 100 Premises/100 Building), in which event Sublessor shall reasonably apportion the utilities portion of the Direct Expenses payable by Sublessee."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this LeaseIn addition to the Base Rent, Sublessor is obligated under the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Prime Lease for each year additional payments and reimbursement to the Prime Landlord in respect of Common Area Maintenance, utility, insurance, real estate taxes and other expenses together with an independent obligation to maintain the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expensesSubleased Premises, all expenses relating to compliance with laws, as more specifically set for in the Prime Lease attached as Exhibit B. Any and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether such sums as may be or not Tenant has exercised the Expansion Land Option) which may arise or shall become due during the Term or by reason of events occurring during the Term of this Lease or which relate Sublease are the responsibility of Sublessee and shall be deemed Additional Rent (together with the Base Rent, “Rent”) due hereunder. All payments due under this Sublease shall be considered “rent” for all purposes. Pursuant to the performance by Tenant terms of all the termsPrime Lease, covenantsPrime Landlord is required to reconcile the actual expenses for the Premises as compared to the estimated payments made throughout the preceding calendar year. Following Sublessor’s receipt of such reconciliation from Prime Landlord, conditions Sublessor shall promptly forward a copy of such reconciliation to Sublessee, and agreements to be performed, paid or observed by Tenant hereunder there shall be paid or discharged by Tenant, at Tenant's sole cost an adjustment between Sublessor and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible Sublessee for any property management fees over or earthquake insurance premiums paid by Landlord during the Term under payment of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and such Additional Rent shall be payable without previous demand therefor and without any right of setoff items for the preceding calendar year, with payment to Sublessor or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with credit to Sublessee against the next installment of Basic Additional Rent falling due. Rent for any partial month shall be prorated on (or refund following the basis expiration of the number of days Sublease term), as the case may require, within such calendar month and paid within ten thirty (1030) days after Sublessor’s delivery of such reconciliation to Sublessee. A summary of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to is annexed hereto as "Rent" or "rent."Exhibit C.

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this In accordance with the Sublease and Master Lease, in addition to the Basic Rent above Monthly Base Rent, commencing on the Commencement Date, Sub-Subtenant shall be net pay to Landlord so that this Lease shall yieldSub-Sublandlord Additional Rent, net to Landlord, in monthly installments in advance on or before the Basic Rent payable under this Lease for first day of each year full calendar month of the Term (or within three (3) business days of this Lease and that all charges payable written demand by Tenant under this Lease for Property TaxesSub-Sublandlord to Sub-Subtenant if the amounts are not a known amount), insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations in excess of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land 2020 base year (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Monthly Base Rent under the Sublease and Master Lease). Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be payable in advance and shall be prorated based on the basis of the actual number of days during the Sub-Sublease Term occurring in such month divided by the total number of days in such month. Sub-Sublandlord agrees to provide Sub- Subtenant with copies of invoices for Additional Rent from Sub-Landlord or Landlord, as the case may be, following receipt by Sub-Sublandlord. For the avoidance of doubt, Sub-Subtenant acknowledges and agrees that Sub-Subtenant is responsible for contracting directly with the applicable utility providers for all utilities that are separately metered to the Subleased Premises. To the extent any utilities are not separately metered to the Subleased Premises and are paid directly by Sub-Sublandlord (whether due to Sub-Sublandlord contracting with such providers directly, or due to Sub-Sublandlord reimbursing the Sublandlord or Master Landlord), Sub-Subtenant shall reimburse Sub-Sublandlord for all such utility costs within such calendar month and paid within ten three (103) business days of Sub-Sublandlord’s delivery to Sub-Subtenant of an invoice for the later same. Additionally, Sub-Subtenant acknowledges and agrees that Sub-Subtenant is responsible for the payment of all amounts payable by Sub-Sublandlord pursuant to the Sublease and/or Master Lease as applicable (aother than Monthly Base Rent under the Sublease and Master Lease) that are applicable to the Subleased Premises, and Sub-Subtenant shall pay all such sums to Sub-Sublandlord within three (3) business days of Sub- Sublandlord’s delivery to Sub-Subtenant of an invoice from Landlord or (b) for the Commencement Datesame. Basic Rent and Additional Rent are sometimes collectively referred No past capital expenditures shall be passed on to as "Rent" or "rentSub-Subtenant."

Additional Rent. Except (a) With respect to the Subleased Premises, during the Term, Sublessee shall pay to Sublessor as otherwise specifically provided “Additional Rent” as follows: (i) Any items specified in Section 7.1 the Prime Lease to be additional rent and any other sums of this Leasemoney, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expensesadjustments, reimbursements and obligations of every kind and nature whatsoever relating increases, rent or additional rent payable by Sublessor to Landlord under the Prime Lease (including, without limitation, overtime charges for HVAC) attributable to the operation Subleased Premises or the use and use occupancy thereof by Sublessee, or to any alteration or Change (as such term is defined in the Prime Lease), made or to be made therein by or for Sublessee, provided, that, for the purposes of calculating the amount of Additional Rent payable by Sublessee to Sublessor in respect of Taxes, the “Tenant’s Proportionate Share” (as defined in the Prime Lease) shall be deemed to be 11.12% (subject to adjustment in event of any reduction in the size of the Building or the Subleased Premises as a result of a casualty or condemnation) of the Premises, and/or with all other terms having the Expansion Land same meanings ascribed to them in Article 5 of the Prime Lease, except that the “Base Tax Year” (as defined belowin the Prime Lease) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term for purposes of this Lease or which relate Sublease shall mean the calendar year 2007 (i.e. one-half of the amount of Taxes in respect of the 2006/2007 Tax Year plus one-half of the amount of Taxes in respect of the 2007/2008 Tax Year). Except as modified by this Sublease, with respect to the performance by Tenant of all Subleased Premises, the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder Additional Rent for Taxes shall be paid or discharged by Tenant, at Tenant's sole cost and expensecalculated in accordance with the terms of the Prime Lease. Notwithstanding anything to the contrarycontrary contained in the Prime Lease, Tenant Sublessee shall not be responsible have no obligation to pay to Sublessor any Operating Expense Payment (as defined in the Prime Lease). (ii) Additional Rent due for any property management fees or earthquake insurance premiums paid electricity payable by Sublessor to Landlord during with respect to the Term Subleased Premises pursuant to the terms of this Section 16 of the Prime Lease, which electricity is currently measured by an existing submeter. Except With respect to the existing submeter, which measures the electricity consumption in the Subleased Premises and the balance of the 17th floor on which the Subleased Premises is located, Sublessee shall pay for Sublessee’s “Usage” (as otherwise provided defined in Section 7.1 or 14.9 16.02(a) of this the Prime Lease), all payments of Basic Rent and Additional Rent which shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis equal to Sublessee’s proportionate share of the number of days within electricity consumption measured by such calendar month and paid submeter. Sublessee shall have the right, upon written notice given to Sublessor within ten (10) days after Sublessor gives Sublessee an invoice, to contest Sublessee’s Usage shown on such invoice, provided that Sublessee shall pay to Sublessor the amount due as shown on such invoice in accordance with Article 16 of the later Prime Lease. If Sublessee shall so contest an invoice for electricity, then Sublessor shall, at Sublessee’s cost and expense, cause the electricity consumption measured by such existing submeter to be surveyed by an independent electrical consultant designated by Sublessor to determine whether the cost billed to Sublessee for Sublessee’s Usage equitable reflects Sublessee’s hours of operation and the quantity of electrical equipment in the Subleased Premises. In the event such survey determines that Sublessee’s actual electricity consumption for the period shown on Sublessor’s invoice was at least ten percent (a10%) less than Sublessee’s Usage shown on Sublessor’s invoice, then Sublessor shall credit such difference against the next invoice to Sublessee for electricity and Sublessor shall thereafter use commercially reasonable efforts to monitor the consumption of electricity by all subtenants measured by such existing submeter. If Sublessee or the other 17th floor subtenant(s) shall consume unreasonable amounts of electricity for more than a de minimis period of time, Sublessor shall use good faith efforts to implement a mutually agreeable process to monitor and assess the consumption of electricity by Sublessee and the other 17th floor subtenant(s). If a submeter(s) shall be installed that shall measure only the electricity consumption in the Subleased Premises, (x) Sublessee’s Usage shall be equal to 100% of the electricity consumption shown on such submeter(s), (y) Sublessee shall have no further right to contest an invoice for electricity from Landlord or Sublessor and Sublessee shall pay Sublessor for such Usage in accordance with Article 16 of the Prime Lease and (z) Sublessee shall, during the Term of this Sublease, pay for all costs and expenses to maintain and repair such submeter(s). (b) Sublessee shall pay to Sublessor the Commencement DateAdditional Rent at the time and in the manner Sublessor is required to pay the same to Landlord, as set forth in the Prime Lease. Basic Except as expressly provided herein, all other additional rent, charges, fees or other amounts payable under this Sublease or the Prime Lease by Sublessee shall be payable within fifteen (15) days of written demand therefor. (c) The initial demand for Additional Rent payable pursuant to this Section 4 and any subsequent demand for increases in Additional Rent shall be accompanied by copies of any invoices, bills or other documentation evidencing such Additional Rent which Sublessor shall have received from Landlord in connection therewith. Notwithstanding the foregoing, any failure by Sublessor to make a demand under the provisions of this Sublease, shall not in any way be a waiver, or cause Sublessor to forfeit or surrender its rights to collect, any Fixed Rent or Additional Rent that may have become due pursuant to the terms of this Sublease. (d) Sublessor shall credit Sublessee, its proportionate share of any refunds received by Sublessor from Landlord under the Prime Lease on account of any overpayment of Additional Rent for which Sublessee has paid Sublessor under this Sublease; provided, however, that Sublessor shall be entitled to deduct from the aggregate of the amount of such refund Sublessee’s proportionate share of any and all costs and expenses, including, without limitation, reasonable attorneys’ fees, consultants fees and disbursements, incurred by Sublessor in connection with the obtaining of any such refunds. Sublessee shall pay to Sublessor, as Additional Rent, within ten (10) days after demand therefor, Sublessee’s proportionate share of any amounts (plus interest, if any) due Landlord under the Prime Lease on account of any underpayment of Additional Rent payable under this Sublease, including, without limitation, Additional Rent payable hereunder on account of Taxes due under Article 5 of the Prime Lease. (e) All amounts payable by Sublessee to Sublessor pursuant to this Sublease, including, without limitation, Fixed Rent and Additional Rent are sometimes collectively referred Rent, shall be deemed to as "Rent" be and shall constitute rent for all purposes hereunder and, in the event of any non-payment thereof, Sublessor shall have all of the rights and remedies provided herein, at law or "in equity for non-payment of rent. The obligation of Sublessee to pay all amounts to Sublessor hereunder shall survive the Expiration Date or the earlier termination of this Sublease."

Additional Rent. Except All monies other than Base Rent required to be paid by Sublessor under the Master Lease as otherwise specifically provided to the Subleased Premises, including, without limitation, any amounts payable by Sublessor to Master Lessor as “Operating Expenses”, “Tax Expenses” and “Utilities Costs” (as defined in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year 4.2 of the Term of this Lease and that all charges payable by Tenant under this Lease for Property TaxesMaster Lease), insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid by Sublessee hereunder as and when such amounts are due under the Master Lease, as incorporated herein. Sublessee shall also pay to Sublessor any gross receipts or discharged rent tax payable with respect to this Sublease and all costs directly incurred by Tenantor at the request of Sublessee, at Tenant's sole cost and expenseSublessor’s reasonable expenses reasonably allocable to the Subleased Premises, in maintaining the systems serving the Premises and the Subleased Premises in common and providing utility service to the Premises and Subleased Premises in common to the extent not included in Operating Expenses (excluding any capital improvements or expenditures except to the extent amortized over their useful lives as reasonably determined by Sublessor). All such amounts shall be deemed additional rent (“Additional Rent”). Base Rent and Additional Rent hereinafter collectively shall be referred to as “Rent”. Notwithstanding anything to the contrarycontrary in the Sublease, Tenant (i) Sublessee shall not be responsible for required to pay any property management fees Rent or earthquake insurance premiums paid perform any obligation that is required as a result of a default by Landlord during Sublessor of any of its obligations under the Term Master Lease (except to the extent such default was due to the negligence, willful misconduct or violation of this Lease. Except as otherwise provided Sublease by Sublessee) or the misuse, negligence or willful misconduct of or by Sublessor or its agents, contractors or invitees or the violation of law by Sublessor, in Section 7.1 each case not caused by Sublessee, and (ii) Sublessee shall not be required to pay any cost to construct the Tenant Improvements (or 14.9 of this Leaseany other improvements constructed by or for Sublessor), all payments of Basic the Additional Allowance or the Amortization Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff under the Master Lease or deduction whatsoever. All charges payable Hazardous Materials brought onto the Premises, Building or Project by Tenant other than Basic Rent, however denoted, are called "Additional RentSublessor." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except During the Sublease Term, if Sublandlord shall be charged for additional rent or other sums pursuant to any of the provisions of the Master Lease, including, without limitation, “Operating Expenses”, as otherwise specifically provided defined in Section 7.1 7.2 of this the Master Lease, the Basic Rent shall be net to Landlord so that this Lease shall yieldand real property taxes, net to Landlord, the Basic Rent payable under this Lease for each year as set forth in Section 6.2 of the Term Master Lease, as each is incorporated herein by reference, but excepting those sums incurred by Sublandlord as a result of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use Sublandlord’s breach of the PremisesMaster Lease, and/or the Expansion Land (defined below) (whether Subtenant shall pay, as “Additional Rent,” 100% of such additional rent or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which sums that relate to the performance Subleased Premises, and if the same cannot be so allocated then 40.3% of those charges that relate generally to Building 170 or 23.68% of those charges that relate generally to the Master Premises (as applicable, “Subtenant’s Share”); provided, however, that Subtenant shall be entitled to a proportional share of any refund of such additional rent or sums received by Tenant Sublandlord from Master Landlord in accordance with Section 7.4 of the Master Lease. If Subtenant shall procure any additional services from Master Landlord, or if additional rent or other sums are incurred for Subtenant’s sole benefit, Subtenant shall make such payment to Sublandlord or Master Landlord, as Sublandlord shall direct, and such charges shall not be prorated between Sublandlord and Subtenant. Any other rent or other sums payable by Subtenant under this Sublease shall constitute and be due as additional rent. So long as Sublandlord timely provided Subtenant with an estimate of such Additional Rent in accordance with the terms of Section 7.3 of the Master Lease, all the terms, covenants, conditions and agreements Additional Rent that is payable to be performed, paid or observed by Tenant hereunder Sublandlord shall be paid or discharged by Tenantat the time and place that Base Rent is paid, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except except as otherwise provided in Section 7.1 or 14.9 this Sublease. Sublandlord will have the same remedies for a default in the payment of this Leaseany Additional Rent as for a default in the payment of Base Rent. Together, all payments of Basic Base Rent, Additional Rent and any other sums due hereunder from Subtenant are sometimes referred to in this Sublease as “Rent”. Sublandlord shall include with any bills for Additional Rent shall be payable without previous demand therefor and without appropriate back up materials for such amounts. In the event that Subtenant disputes or questions any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic ▇▇▇▇ from Sublandlord for Additional Rent, however denotedSublandlord and Subtenant agree to act in a commercially reasonable fashion and in good faith to resolve any such disputed or questioned bills. In addition to the foregoing, are called "Additional Rent." Unless this Lease provides otherwiseSublandlord shall deliver to Subtenant a copy of Master Landlord’s notice of Operating Expenses (as set forth in Sections 7.3 and 7.4 of the Master Lease) promptly following Sublandlord’s receipt thereof, all Additional Rent shall be paid and a copy of the results of any audit of Master Landlord’s records Sublandlord, in its sole discretion, elects to perform in accordance with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentMaster Lease."

Additional Rent. Except (a) In addition to the Base Rent reserved by Section 4.01., Lessee shall pay, as Additional Rent (i) 100% as to amounts applicable solely to the Premises or Property and Lessee's Share is to amounts applicable to the Project or Common Area of all taxes, assessments, fees and other impositions payable by Lessee in accordance with the provisions of Article IX, and insurance premiums in accordance with the provisions of Article VII, (ii) Lessee's Share of Operating Expenses defined below provided that notwithstanding the foregoing, prior to January 1, 2002, during the construction phase of the Project, Lessee shall pay 100% of Operating Expenses applicable to the Property or Premises in lieu of paying Lessee's Share of the specific items being billed, and (iii) any other charges, costs and expenses (including appropriate reserves therefor) which are contemplated or which may arise under any provision of this Lease during the Lease Term, plus a Management Fee to Lessor equal to 3% of the Base Rent. The Management Fee is due and payable, in advance, with each installment of Base Rent. All of such charges, costs, expenses, Management Fee and all other amounts payable by Lessee hereunder, shall constitute Additional Rent, and upon the failure of Lessee to pay any of such charges, costs or expenses, Lessor shall have the same rights and remedies as otherwise specifically provided in Section 7.1 this Lease for the failure of Lessee to pay Base Rent. (b) To the extent not paid pursuant to other provisions of this Lease, and at Lessor's sole election, Lessor may submit invoices and Lessee shall pay Lessee's share of Additional Rent in monthly installments on the Basic Rent shall first day of each month in advance in an amount to be net to Landlord so that this Lease shall yieldestimated by lessor, net to Landlord, based on Lessor's experience in managing office/research and development projects. Within ninety (90) days following the Basic Rent payable under this Lease for each year end of the Term of this Lease and that all charges payable period used by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided Lessor in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and estimating Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent Lessor shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten furnish to Lessee a statement (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively hereinafter referred to as "Lessor's Statement") of the actual amount of Lessee's proportionate share of such Additional Rent" , or "rentLessor shall remit or credit to Lessee, as the case may be, the difference between the estimated amounts paid by Lessee and the actual amount of Lessee's Additional Rent for such period as shown by such statement. Monthly installments for the ensuing year shall be adjusted upward or downward as set forth in Lessor's Statement."

Additional Rent. Except (i) Subtenant shall pay to Sublandlord, as otherwise specifically provided Additional Rent, an amount equal to Subtenant’s “pro rata share” of Operating Expenses, Taxes and Insurance (as such terms are defined in Section 7.1 of this the Master Lease), which are sometimes herein collectively referred to as “Other Charges,” for each Lease Year during the Sublease Term. Subtenant’s “pro rata share” share shall be a fraction, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year numerator of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of is the number of days within rentable square feet in the Subleased Premises and the denominator of which is the number of rentable square feet in the Building (which is agreed initially to be 750,000 square feet, subject to adjustment as set forth in the Master Lease, and accordingly, it is agreed that Subtenant’s pro rata share is initially (4%). (ii) Within a reasonable time following receipt from Landlord of invoices or other notices with respect to the Other Charges, Sublandlord shall invoice Subtenant for the Additional Rent due from Subtenant as described in clause (i) above, which invoices shall be based upon Landlord’s calculation (or estimate, if Landlord is permitted to estimate such calendar month charges under the Master Lease) of the Other Charges, and paid Subtenant shall pay the Additional Rent to Sublandlord within ten (10) business days after Subtenant’s receipt of such invoice. If and when any of the later Other Charges which have been estimated are reconciled under the Master Lease, they shall likewise be reconciled under this Sublease. (iii) Any costs or expenses for services or utilities in excess of (a) invoice from Landlord those required by the Master Lease to be supplied to a Sublandlord by Landlord, which are not otherwise included in Operating Expenses, and which are attributable directly to Subtenant’s use or (b) occupancy of the Commencement Date. Basic Rent and Subleased Premises, shall be paid by Subtenant as Additional Rent are sometimes collectively referred to as "Rent" on the next date for payment of Base Rent after the date Sublandlord invoices Subtenant therefor (which invoices shall be based on invoices for such costs or "rentexpenses received from Landlord)."

Additional Rent. Except Landlord shall, within one hundred twenty (120) days after the end of each Operating Period (or as otherwise specifically provided soon thereafter as it is reasonably able to do so), furnish Tenant with a statement of the Operating Expenses and Taxes during such year and a computation of the Additional Rent owed by Tenant for such Operating Period (“Expense Statement”). Failure of Landlord to provide such statement within such time period shall not be a waiver of Landlord’s right to collect any Additional Rent. If such statement shows that the actual amount Tenant owes for such Operating Period is more than the estimated Additional Rent paid by Tenant for such Operating Period, Tenant shall pay the difference within thirty (30) days after Tenant’s receipt of the Expense Statement. If the Expense Statement shows that Tenant paid more in Section 7.1 estimated Additional Rent than the actual amount of Additional Rent owed by Tenant for such Operating Period, Tenant shall receive a credit therefor. The credit shall be applied to future monthly payments attributable to Rent, or if this Lease has expired, such amount shall be refunded to Tenant. Unless adjusted as a result of an audit by Tenant conducted pursuant to the express terms of this Lease, the Basic Operating Expenses, Taxes and Additional Rent set forth in the Expense Statement shall be net to Landlord so binding upon Tenant. Provided, however, that this Lease shall yield, net to Landlord, in the Basic Rent payable under this Lease for each year of event that the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxesexpires, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating or is terminated pursuant to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 terms of this Lease, all payments on a date other than December 31, then, at the option of Basic Landlord, Landlord may, either prior to the date on which the Term expires, or within thirty (30) days thereafter, elect to provide Tenant with a revised estimate of the Operating Expenses and Taxes for the Operating Period in which such expiration or termination date occurs and the Additional Rent and that will be due from Tenant for such Operating Period, which estimated Additional Rent shall be payable without previous demand therefor prorated to reflect the portion of such Operating Period that is contained within the Term of the Lease (the “Final Expense Estimate”). In the event that Landlord elects to deliver a Final Expense Estimate to Tenant, then (i) Tenant shall pay the prorated Additional Rent reflected in such statement within thirty (30) days after Tenant’s receipt of such estimate; (ii) the estimated amount of the Additional Rent for the final Operating Period shall be binding upon Landlord and without Tenant; and (iii) Landlord shall not thereafter seek from Tenant any right additional payment of setoff or deduction whatsoever. All charges payable Additional Rent if the actual Operating Expenses and Taxes for such Operating Period are greater than those reflected in the Final Expense Estimate, but Landlord shall refund to Tenant any excess funds paid by Tenant other to Landlord should the actual Operating Expenses and Taxes for such Operating Period be less than Basic Rentthose reflected in the Final Expense Estimate. In the event that Landlord elects not to provide Tenant with a Final Expense Estimate, however denotedthen it shall be presumed that Landlord will provide Tenant with an Expense Statement within one hundred twenty (120) days after the end of the final Operating Period contained in the Term, are called "Additional Rent." Unless this Lease provides otherwiseas provided above, all and the Additional Rent shown in such Expense Statement shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days due from Tenant to Landlord within such calendar month and paid within ten thirty (1030) days after Tenant’s receipt of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentsuch statement."

Additional Rent. Except (1) Basic Rent hereunder includes an allowance for Taxes and Operating Costs (as otherwise specifically provided in Section 7.1 of this Leasethose terms are hereinafter (defined) based on the Landlord's expected costs and expenses for the Premises, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, Building and the Basic Rent payable under this Lease for each year Property as of the Term Commencement Date. If at any time (and from time to time) during the Term, the Landlord estimates that the amount by which the aggregate of this Lease Taxes and that all charges Operating Costs incurred by the Landlord for any given calendar year will exceed Six Dollars ($6.00) for each rentable square foot in the Premises, the Landlord shall provide the Tenant with written notice of the estimated amount payable by the Tenant in respect of the Tenant's Percentage of such deficit amount. Commencing with the next scheduled monthly rental payment following the Tenant's receipt of such notice, the Tenant shall prepay to the Landlord, as Additional Rent hereunder and in the same manner as Basic Rent, 1112 of the annual amount specified by the Landlord, which prepayments the Landlord agrees shall be applied, without interest, to such amounts as they actually become payable. As soon as any- such amounts so payable are actually determined, but no later than April 30 of each calendar year, the Landlord shall notify the Tenant of any overpayments or underpayments made by the Tenant. If the Tenant has made an underpayment, the Tenant shall pay the underpaid amount to the Landlord within thirty (30) days of receiving said notice. If the Tenant has made an overpayment, the Landlord shall credit the Tenant the amount of such overpayment against future Basic Rent due under this Lease for Property TaxesLease. (2) As used herein, insurance premiums, utility "QPERATING COSTS" means (x) any and all charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating as the Landlord may from time to time actually incur in good faith with regard to the Premises or the operation and use or maintenance thereof, except as otherwise expressly agreed in this Lease, including, without limiting the generality of the Premisesforegoing, and/or reasonable attorneys' fees incurred by the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term Landlord in connection with any amendments to, consents under and subleases and assignments of this Lease requested by the Tenant and in connection with the enforcement of rights and pursuit of the remedies of the Landlord under this Lease (whether during or which relate to after the performance by Tenant expiration or termination of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease), and (y) thirty-three percent (33 %) or such other percentage as the rentable square footage of the Premises bears to the rentable square footage of the Building (currently 5,800 square feet) from time to time ("TENANT'S PERCENTAGE") of Common Expenses as hereinafter defined. Except "COMMON EXPENSES" shall mean any and all charges, costs and expenses of every kind and nature whatsoever, which the Landlord may from time to time actually incur and the reasonable value, based on competitive rates, of any materials and services which the Landlord may provide in good faith with respect to the ownership, operation and maintenance of the Building and the Property, including, without limitation, (i) making repairs to and undertaking maintenance of the Building and the Property, including all alterations and improvements to the common areas of the Building; (ii) providing utilities, including heat, water, sewer, air conditioning and ventilation, to the Premises and to the common areas of the Building, expressly excluding electricity service, for which the Tenant shall pay a separate charge as otherwise provided in Section 7.1 or 14.9 Paragraph 9; (iii) providing daily cleaning and rubbish removal from. the common areas; (iv) providing watering, landscaping and lawn care for the Property; (v) sanding, plowing and removal of this Leasesnow and ice from driveways, all payments of Basic Rent walkways and Additional Rent shall be payable without previous demand therefor parking areas; (vi) maintaining casualty and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rentliability insurance with respect to the Landlord, however denotedthe ; Premises, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on Building and the basis Property; and (vii) reasonable administrative and management costs of the number of days within such calendar month and paid within ten (10) days of Landlord. Notwithstanding the later of (a) invoice from Landlord or (b) foregoing, Operating Costs shall not include the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."following;

Additional Rent. Except as otherwise specifically provided Lessor and Lessee acknowledge that Lessor is obligated to pay additional rent under the Prime Lease for taxes, operating expenses, insurance, common area maintenance charges and other expenses incurred in Section 7.1 connection with the Property (hereinafter "Additional Rent"). Lessor and Lessee agree that Lessee shall pay all Additional Rent under the Prime Lease subject to reimbursement by Lessor for its proportionate share of this such Additional Rent. To the extent any Additional Rent is or becomes payable to Prime Lessor directly under the terms of the Prime Lease, Lessor and Lessee agree to pay such amounts directly to Prime Lessor. In the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for event any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and such Additional Rent shall be remain payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable directly by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) Lessor after the Commencement Date, Lessor shall be entitled to reimbursement by Lessee for Lessee's proportionate share of such sums. Basic Rent Lessor's proportionate share is calculated by dividing the rentable area of the First Floor Retained Premises and Additional Rent are sometimes collectively referred Second Floor Retained Premises (as applicable) by the rentable area of the premises leased by Lessor pursuant to as "Rent" the Prime Lease. In the event the rentable area of the First Floor Retained Premises or "rentSecond Floor Retained Premises or the area of the premises leased pursuant to the Prime Lease shall be changed during the Term, then Lessee's proportionate share shall be recalculated. Lessee's proportionate share is calculated by dividing the rentable area of the Premises and by the rentable area of the premises leased by Lessor pursuant to the Prime Lease."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent Tenant shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that pay all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements taxes, and obligations of every kind and nature whatsoever relating to Tenant’s interest in the operation Premises and the appurtenances to and the use of the Premisesand occupancy thereof by Tenant or anyone claiming by, and/or the Expansion Land (defined below) (whether through or not under Tenant has exercised the Expansion Land Option) hereunder which may arise or become due during or with respect to the Term (including all real estate taxes and insurance premiums, electricity, gas, water, sewer, telephone, refuse disposal, security, janitorial, waste disposal, and other charges for any similar utilities and services supplied to the Premises and actual out-of-pocket, costs payable by Landlord, Tenant or anyone claiming by, through or under Tenant as Tenant hereunder arising by reason virtue of events occurring Tenant’s use and occupancy of the Premises during the Term of Term), provided that Landlord and Tenant shall pro-rate taxes and similar obligations that accrue for periods outside of, but are billed in, the Term. Any amount or payment obligation herein relating to the Premises that is not expressly declared in this Lease to be that of Landlord shall be deemed to be an obligation of Tenant to be performed by Tenant at Tenant’s expense. Tenant assumes the sole responsibility for the condition, use, operation, maintenance, repair, restoration and management of the Premises and Landlord shall have no responsibility in respect thereof except that Landlord shall be responsible for, and shall undertake at Landlord’s expense, all structural repairs or which relate replacements; and, shall undertake all repairs to or replacement of mechanical, electrical, HVAC, plumbing or life safety systems in the building, in excess of Two Hundred Thousand Dollars ($200,000) in the aggregate. Notwithstanding the foregoing, the parties agree that Tenant may undertake emergency repairs without notice or delay, as necessary to maintain Tenant’s operations, and to the performance by Tenant of all extent repairs are the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis responsibility of the number of days Landlord, Landlord shall reimburse Tenant accordingly, within such calendar month and paid within ten thirty (1030) days of presentment of an invoice for the later of (a) invoice same. Should Landlord fail to reimburse Tenant as provided herein, Tenant may deduct unpaid sums from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentnext ensuing Base Rental installment(s)."

Additional Rent. Except In addition to Base Monthly Rent, Sublessee shall pay to Sublessor all amounts payable with respect to the Subleased Premises by Sublessor to Master Lessor under the Master Lease (other than Base Monthly Rent), including, but not limited to, all amounts payable to Master Lessor as otherwise specifically provided "Additional Rent" (as set forth in Section 7.1 4 of the Master Lease). All monies other than Base Monthly Rent required to be paid by Sublessee under this Sublease, including, without limitation, any amounts payable by Sublessor to the Master Lessor as "Additional Rent" shall be deemed additional rent ("Additional Rent") for purposes of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease Sublease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenantto Sublessor within ten (10) days of receipt from Sublessor of written notice and copy of the Master Lessor's sole cost and expensestatement for each item of Additional Rent. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Base Monthly Rent and Additional Rent shall be payable without previous demand therefor and without any right are collectively referred to herein as "Rent". Upon receipt from the Master Lessor of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all a reconciliation of Additional Rent payable for the current lease year (pursuant to Section 4(IV) of the Master Lease), Sublessor and Sublessee shall be paid with the next installment of Basic Rent falling due. Rent for prorate between them any partial month shall be prorated credit and allocate any underpayment due on the basis of the number of days within such calendar month and paid within ten months of the Sublease Term which are included in the applicable lease year. Within eight (10) 8) days of receipt of the later Master Lessor's billing for any underpayment, Sublessee shall pay Sublessee's share of (a) invoice from Landlord such underpayment to Sublessor as hereinabove provided. Notwithstanding anything in this Subsection 4.2 to the contrary, Sublessee shall not be liable hereunder for the payment of any amounts payable by Sublessor to Master Lessor under the Master Lease as a result of Sublessor's default under the Master Lease unless Sublessor's default was directly or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred indirectly caused in whole or in part by Sublessee's failure to as "Rent" perform in a timely manner any of Sublessee's duties or "rentobligations under this Sublease."

Additional Rent. Except Tenant shall pay as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net additional rent to Landlord, at least thirty (30) days before the Basic Rent same are due to the Town of Natick, Tenant's proportionate share of the amount by which real estate and personal property taxes levied or assessed or becoming payable under this Lease for or in respect to the Lot on which the Building is located and the Building and other improvements located on the Lot for each year tax period included in the term and any partial period at the beginning and end thereof exceed the tax base amount ("Tax Base") set forth on Exhibit D, which shall be the amount of such taxes for Fiscal Year 1996. If at any time during the term, under the Laws of the Term United States of this Lease and that all any state or political subdivision thereof in which the Premises are situated, there shall be adopted some other method of taxation on real estate as a substitute in whole or in part for taxes on real estate as now constituted such as tax on the fixed rent, additional rent or the other charges payable by Tenant under this Lease for Property hereunder by whatever names called which is levied, assessed or imposed against Landlord or the rent or other charges payable hereunder to Landlord (which substitute tax on the fixed rent, additional rent, or other charges or other substitute method of taxation are hereinafter collectively referred to as "Substitute Taxes"), insurance premiumsTenant, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use extent that such Substitute Taxes are means of raising revenue from or with respect to the Premises, and/or shall pay to Landlord within thirty (30) days after notice from landlord, Tenant's proportionate share of Substitute Taxes in excess of the Expansion Land (defined below) (whether or not Tenant has exercised Tax Base as soon as the Expansion Land Option) which may arise or same shall become due during and payable. In the Term or by reason event that any such Substitute Taxes shall be based upon the income of events occurring during the Term of this Lease or which relate Landlord, then Tenant's obligation with respect to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder aforesaid Substitute Taxes shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything limited to the contrary, Tenant shall not amount thereof as computed at the rates that would be responsible payable if the same were the sole taxable net income of Landlord but without deduction or provision for any property management fees deductions, exemptions or earthquake insurance premiums paid by credits to which Landlord during may be entitled in computing the Term tax, Landlord would so bear on account of this Lease. Except as otherwise provided in Section 7.1 the fixed rent, additional rent or 14.9 other charges then due or thereafter becoming due from Tenant for the taxable period under the terms of this Lease, all payments as if Landlord were not entitled to any such deductions, exemptions or credits. Provided, however, that the taxation of Basic Rent Landlord's income by the United States and Additional Rent shall be payable without previous demand therefor and without any right the Commonwealth of setoff or deduction whatsoever. All charges payable by Tenant other than Basic RentMassachusetts, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively presently referred to as the "RentFederal Income Tax" and "State Income Tax" or "rentsimilar methods of taxation, including any local income taxes, are not intended to be herewith appl icable and are specifically excluded." 2.2.1. Tenant shall pay as additional rent to Landlord, Tenant's proportionate share of each installment of any public, special or betterment assessment levied or assessed or becoming payable for or in respect of the Lot or Building, or both for each installation period wholly included in the term, and, for any fraction of an installment period included in the term at the beginning or end thereof, provided only in the case of each respective assessment that Landlord shall have elected to pay such assessment in installments over the longest period permitted by law and not otherwise. Landlord hereby represents to Tenant that to the best of its knowledge, there are no such special assessments pending or threatened at the date hereof. 2.2.2. If Tenant deems itself aggrieved by any assessment as to which Tenant is required to pay under Subsections 2.2. or 2.2.1. hereof, Tenant may at Tenant's expense, without delaying the payment of such assessment beyond the extent permitted by law or otherwise bonding the obligation in an manner reasonably acceptable to Landlord, seek an abatement thereof, and Landlord shall cooperate with Tenant to the extent reasonably necessary to enable Tenant to do so. If such abatement is granted the parties hereto shall be reimbursed for reasonable expenses incurred in connection with such abatement proceedings, and Tenant's obligation for such taxes and assessments shall be thereafter adjusted in accordance with the remaining balance of the abatement. All taxes levied on the personal property of Tenant shall be the obligation and be paid by Tenant whether the same is assessed to Tenant or Landlord and whether the same shall be considered part of the realty or personalty and further that Tenant agrees to indemnify, and hold harmless the Landlord from any loss, damage, debt or claim resulting therefrom.

Additional Rent. Except as otherwise specifically provided In addition to Base Rent, Subtenant shall be responsible forreimbursing Sublandlord for (i) Subtemmt's Proportionate Share of Expenses that exceed the Expenses chargeable to Sublandlord under the Master Lease for the calendar year 2019, subject to Section 1 (B)(iv) of the Original Lease; (ii) electrical utility costs, which are separately sub-metered to the Subleased Premises, plus five (5%) percent administrative charge, and shall be payable in the amounts billed to Sublandlord under Section 7.1 3 ofthe Original Lease; and (iii) Subtenant's Proportionate Share of real estate taxes except that the base tax year for purposes of this Sublease shall mean the tax year commencing on July 1, 2019 and ending on June 30,2020 and (iv) Subtenant's Proportionate Share of routine and scheduled maintenance expenses under Sublandlord HVAC maintenance contract (a copy of which is attached hereto as Exhibit D). During the Sublease Tenn, Sublandlord agrees to maintain such HVAC maintenance contracts with a third-party vendor selected from time to time by Sublandlord and Subtenant shall pay Subtenant's Proportionate Share thereof so long as such cost is commercially reasonable, in no event shall the cost to Subtenant exceed $20,000 on an annual basis, charged to Subtenant in monthly installments. Aside from the foregoing Expenses, electric utility costs and real estate taxes (collectively, "Additional Rent"), Subtenant ▇▇▇▇▇ not be responsible for the payment of any other Expenses that may become due under the Master Lease; provided, however, that Subtenant agrees to pay all additional charges imposed by Master Landlord for any additional services or materials provided by Master Landlord to the Basic Rent Subleased Premises which are incUITed due to a request or action of Subtenant, including but not limited overtime HVAC or other special services, which costs and charges shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year included as part of the Term of this Lease and Additional Rent. For clarification purposes, Sublandlord shall be responsible for any expenses under the HVAC maintenance contract that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair are associated with any repairs and replacement expensesapproved by Sublandlord, all expenses relating to compliance with laws, acting reasonably and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become in good faith. The Additional Rent due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenantwithin twenty (20) business days from receipt of an invoice from Sublru1dlord setting forth such amounts in reasonable detail. "Subtenant's sole cost Proportionate Share"shall mean 5.686% for the purposes of items (i) and expense(iii) in Section 3(b) and shall mean 52.59% for the purposes of item (iv) in Section 3(b). Notwithstanding anything contained herein or in the Master Lease to the contrary, Tenant Subtenant shall not be responsible charged for any property management fees or earthquake insurance premiums paid by Landlord during freight elevator service in connection with its initial move­ in to the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this LeaseSubleased Premises, all payments of Basic Rent and Additional Rent any costs associated therewith shall be payable without previous demand therefor and without any right of setoff or deduction whatsoeverborne exclusively by Sublandlord. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."3

Additional Rent. Except In addition to Base Rent, Sublessee shall also pay to Sublessor the entirety of Tenant's Share of Common Area Operating Expenses (as otherwise specifically provided that term is defined in Section 7.1 of this the Master Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws), and all other costscosts payable by Sublessor under the Master Lease, feesexcept for any costs for services, chargesrepairs or maintenance which are not made at the request or for the benefit of Sublessee ("ADDITIONAL RENT"). In addition, expensesat all times during the term of this Sublease, reimbursements and obligations Sublessor shall maintain direct contracts, in Sublessor's own name, with the relevant utility provider, for the provision of every kind and nature whatsoever relating any utilities to the operation and use of the Premises, and/or including, without limitation, for utilities such as electricity, water and heating. Sublessor shall invoice Sublessee for the Expansion Land (defined below) (whether or not Tenant has exercised costs of the Expansion Land Option) which may arise or become due during utilities provided under such contracts, and Sublessee shall pay such amounts as Additional Rent pursuant to the Term or by reason of events occurring during the Term terms of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expenseSection 3.(b). Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor to Sublessor as and without any right of setoff or deduction whatsoeverwhen payments are due from Sublessor pursuant to the Master Lease, but at least five (5) business days prior to the date Sublessor must pay such amounts to Master Lessor. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Sublessee shall further pay to Sublessor as Additional Rent any costs and expenses applicable to the Sublease Premises which are paid directly by Sublessor, including, but not limited to, utilities, personal property taxes and real property taxes; provided, however, that Sublessee shall be paid have no obligation with respect to any of such costs which are incurred solely for the next installment benefit of Basic Rent falling dueSublessor. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Base Rent and Additional Rent are sometimes hereinafter collectively shall be referred to as "RentRENT." or "rentSublessee shall be entitled to, and benefit from, any rental abatement granted Sublessor under the Master Lease for whatever reason to the extent that such abatement relates to the Subleased Premises and the term of this Sublease."

Additional Rent. Except (i) The Lessee shall pay as otherwise specifically provided in Section 7.1 additional rent above the Rent ("Additional Rent") (i) the lesser of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease ____% ("Lessee's Proportionate Share") for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all exterior common area maintenance expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating attributable to the operation and use maintenance of the Premises, and/or Complex exclusive of electricity. Lessor will connect 15% of the Expansion Land outdoor lighting for the new Building in which the Space is located directly to Lessee's meter and there will be no other electric utility charges to Lessee. Lessor shall provide item- ization to Lessee of the exterior common area maintenance expenses. Lessee's Proportionate Share is determined by dividing the square footage of the Space by the square footage of the Complex. Any addi- tions to the Complex shall proportionately reduce Lessee's Propor- tionate Share. Lessor shall promptly notify Lessee of any such additions and the new computation of Lessee's Proportionate Share. (defined belowii) (whether With respect to each fiscal tax year or not Tenant has exercised the Expansion Land Option) which may arise or become due portion thereof during the Term or by reason of events occurring during Term, the Term of this Lease or which relate Lessee shall pay to the performance Lessor, as Additional Rent any real estate taxes, levies and special assessments assessed by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything any governmental authority only with respect to the contrarySpace. Should any such assessment be provided upon the Building or Complex rather than directly for the Space, Tenant then Lessee shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during pay Lessee's Proportionate Share of Lessor's interest in the Term Complex. The payment of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without pro-rated should the Lease or any right renewal thereof terminate before the end of setoff any fiscal year. Lessee shall make such tax payments semi-annually or deduction whatsoever. All charges on a quarterly basis, as determined by the billing method used by the Borough of Chambersburg, within twenty (20) days of written notice from Lessor that such taxes are payable by Tenant other than Basic RentLessor together with the written assessment and tax ▇▇▇▇. Subject to the provisions of Section 4.1 if any installment of Rent or Additional Rent is not paid within 10 days of its due date then Lessor may assess a late charge of five (5%) percent of the total amount of Rent or Additional Rent then due until the date of payment, however denoted, are called "which charge shall be immediately due and payable as further Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except Commencing on the Lease Commencement Date (as otherwise specifically provided determined pursuant to Paragraph 2.3 above) and continuing throughout the Lease Term, in Section 7.1 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 the following 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 Tenant as follows: Landlord shall 110015197v.8 deliver to Tenant a reasonably detailed statement of Landlord’s reasonable estimate of Property Operating Expenses, which it anticipates will be paid or incurred for the ensuing calendar or fiscal year, as Landlord may reasonably determine, and Tenant shall pay to Landlord an amount equal to the estimated amount of such Property Operating Expenses for such year in equal monthly installments during such year with the installments of Base Monthly Rent. Landlord reserves the right to revise such estimate from time to time; (b) Landlord’s share of the assignment consideration or excess rentals received by Tenant upon certain assignments and sublettings as required by Article 7; and (c) Any legal fees, costs, and other charges or reimbursements due Landlord from Tenant pursuant to the terms of this Lease, . Landlord shall pay Real Property Taxes prior to delinquency directly to the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with lawsapplicable taxing authority, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land Tenant shall reimburse Landlord for such payments in accordance with subparagraph (defined belowa) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expenseabove. Notwithstanding anything to the contraryforegoing, under no circumstance shall Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term fines, penalties, interest and damages for late payment of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rentsuch Real Property Taxes due to Landlord’s failure to timely comply with its obligation to pay Real Property Taxes." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except In addition to Base Rent, Subtenant also shall pay to Sublandlord, (a) Subtenant’s proportionate share of Tenant’s Proportionate Share of Basic Operating Costs (as otherwise specifically provided such terms are defined in the Basic Lease Information and in Section 7.1 7 of this the Master Lease), (b) all other costs payable by Sublandlord with respect to the Sublease Premises under the Master Lease, except penalties, interest and other costs and fees arising from a default by Sublandlord under the Master Lease, and (c) any costs and expenses applicable to the Sublease Premises which are paid directly by Sublandlord, if any, including, but not limited to, utilities, personal property taxes and real property taxes (collectively, “Additional Rent”). Subtenant shall pay Subtenant’s share of Basic Operating Costs and any Rent shall be net Increase as and when such payments are due from Sublandlord pursuant to Landlord so that this Lease shall yieldthe Master Lease, net but at least five (5) business days prior to the date Sublandlord must pay such amounts to Master Landlord. Within ten (10) days of receipt by Sublandlord from Master Landlord, the Basic Rent payable under this Lease for each year Sublandlord shall provide to Subtenant copies of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses notices relating to compliance with laws, Estimated Basic Operating Costs and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating Basic Operating Cost Adjustments applicable to the operation and use Sublease Premises. Subtenant shall pay items of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid Operating costs within ten (10) days after receipt of the later written demand from Sublandlord, which demand shall be accompanied by any invoice or statement that Sublandlord received from Master Landlord relating thereto. Promptly upon receipt from Master Landlord, Sublandlord shall provide Subtenant with an estimate of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentfor the year 2003, together with any notices received by Sublandlord from Master Landlord with respect thereto."

Additional Rent. Except as otherwise specifically provided All amounts over and above, or in Section 7.1 of this Leaseaddition to, the Basic Annual Fixed Rent shall be net which are payable by Tenant to Landlord so that this Lease shall yield, net to Landlord, under the Basic Rent payable under this Lease for each year of the Term terms of this Lease or otherwise in connection with the use and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use occupancy of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance including, without limitation, sums payable for work requested by Tenant of all the termsand performed by Landlord or Landlord’s agents, covenants, conditions shall be deemed Additional Rent hereunder and agreements to be performed, paid or observed by Tenant hereunder shall be paid by Tenant in lawful money of the United States, without any set-off or discharged by deduction whatsoever except as otherwise expressly provided in this Lease and otherwise in the same manner as an installment of the Annual Fixed Rent as elsewhere provided in this Lease; and Landlord shall have all the rights and remedies in the event of the non-payment thereof as it would have had in the event of the non-payment of any installment of the Annual Fixed Rent. Tenant, at Tenant's sole cost ’s obligation to pay any Annual Fixed Rent or any Additional Rent which shall have theretofore become due and expense. Notwithstanding anything to payable shall survive the contrary, Tenant shall not be responsible for any property management fees expiration or earthquake insurance premiums paid by Landlord during the Term earlier termination of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic The Annual Fixed Rent and Additional Rent are sometimes collectively referred to in this Lease as "Rent" or "“rent."”) Rent for any partial months during the Lease Term shall be prorated on a per diem basis. Except as otherwise expressly set forth in this Lease, to the extent that Tenant shall fail to dispute any invoice for Additional Rent within ninety (90) days after receipt thereof, such invoice shall be conclusive and binding upon Tenant and Tenant shall be deemed to have waived any right to dispute the same.

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Leaseherein, the Basic Rent shall be absolutely net to Landlord so that this Lease Agreement shall yield, net not to Landlord, the Basic Rent payable under this Lease for specified in Section 3.1 in each year of the Term term of this Lease and Agreement and, except as specifically provided herein, that all charges payable by Tenant under this Lease for Property TaxesImpositions (a hereinafter defined), insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, other than laws governing the construction of Landlord's Improvements to the extent that compliance with such is the obligation of Landlord as provided in Section 2.1 hereof, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use Demised Premises (excepting only Landlord's portion of the Premises, and/or proration of real estate taxes and special assessments for the Expansion Land (defined below) (whether or not Tenant has exercised first and last years of the Expansion Land Optionterm of this Lease Agreement referred to in Section 5.1 and certain taxes of Landlord referred to in the last sentence of Section 5.3 of this Lease Agreement) which may arise or become due during the Term term (or the Early Occupancy Period) or by reason of events occurring during the Term term (or the Early Occupancy Period) of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder Agreement shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, (all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are items being sometimes hereinafter collectively referred to as "Additional Rent" "). In the event Tenant fails to pay or "rentdischarge any Imposition, which is Tenant's obligation hereunder, insurance premium, utility charge, maintenance repair or replacement expense which it is obligated to pay or discharge, Landlord may, but shall not be obligated to pay the same, and in that event Tenant shall immediately reimburse Landlord therefore and pay the same as Additional Rent, and Tenant hereby agrees to indemnify, defend and save Landlord harmless from and against such Impositions, costs and expenses which are Tenant's obligations hereunder."

Additional Rent. Except as otherwise specifically provided In addition to paying the Base Rent specified in Section 7.1 Article 3 of this Lease, the Basic Rent Tenant shall be net pay to Landlord so that this Lease shall yield, net to Landlord, as additional rent the Basic Rent payable under this Lease for each year sum of the Term following: (i) Tenant’s Share of this Lease the annual Direct Expenses allocated only to the Building (pursuant to Section 4.3.4 below); and that (ii) Tenant’s Share of the annual Direct Expenses allocated to the entire Project (pursuant to Section 4.3.4 below). Such additional rent, together with any and all charges other amounts payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating Landlord pursuant to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 terms of this Lease, all payments of Basic shall be hereinafter collectively referred to as the “Additional Rent.” The Base Rent and Additional Rent are herein collectively referred to as the “Rent.” Except as specifically set forth herein, all amounts due under this Article 4 as Additional Rent shall be payable without previous demand therefor for the same periods and without in the same manner, time and place as the Base Rent. Without limitation on other obligations of Landlord and Tenant which shall survive the expiration of the Lease Term, the obligations of Tenant to pay the Additional Rent provided for in this Article 4 attributable to the period of time prior to the Lease Expiration Date or earlier termination of this Lease (or, in the event of a holdover in the Premises by Tenant, the period of time prior to Tenant vacating and surrendering the Premises to Landlord), and Landlord’s obligation to refund to Tenant any right overpayments of setoff or deduction whatsoever. All charges payable such Additional Rent, shall survive the expiration of the Lease Term; provided, however, that any such payments made by Tenant other than Basic Rent, however denoted, are called "of any Additional Rent." Unless this Lease provides otherwise, all Rent or any refund to Tenant by Landlord of any overpayments of such Additional Rent shall be paid not constitute a waiver by either Tenant or Landlord, as the case may be, of any amount that Tenant or Landlord (as the case may be) contend are in dispute to the extent that any such payments or refunds are made “under protest” whether or not designated as such concurrently with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentpayment and/or refund."

Additional Rent. Except as otherwise specifically provided in Section 7.1 In addition to the Base Rent, commencing on the Rent Commencement Date and thereafter throughout the Term of this the Sublease, Subtenant shall pay Subtenant's Proportionate Share (defined below) of Additional Rent which Sublandlord is obligated to pay to Master Landlord under the Master Lease (“Operating Expenses”) with respect to the Term, including, but not limited to, Master Landlord’s monthly management fee equal to three percent (3%) of Sublandlord’s “Base Monthly Rent” under the Master Lease, the Basic Rent property taxes, insurance premiums and maintenance costs. All Operating Expenses and other sums payable by Subtenant hereunder shall be net deemed to be Additional Rent. Notwithstanding the foregoing, Subtenant shall not be obligated to pay for those sums which (x) result from a default by Sublandlord under the Master Lease, except to the extent caused by the acts or omissions of Subtenant or (y) are not related in whole or in part to the Sublease Premises. Subtenant’s “Proportionate Share” shall be one hundred percent (100%) as Subtenant is subleasing the entire premises leased by Sublandlord under the Master Lease. Said sums (including any estimates of such sums) shall be paid to Sublandlord at the times required pursuant to the terms and conditions of the Master Lease. The estimated Operating Expenses for the calendar year 2016 is $14,660.10 per month. Subject to and without limiting the exclusions set forth above in this Section 5, Subtenant shall also be responsible to pay for any additional charges and expenses imposed by Master Landlord so that pursuant to the terms of the Master Lease and related specifically to Subtenant’s use and occupancy of the Sublease Premises during the Term. All sums payable pursuant to this Lease section shall yield, net to Landlord, the Basic be considered Additional Rent payable under this Lease Sublease and Sublandlord shall have all rights and remedies available hereunder for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating failure to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "pay such Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. 3.2.1 Except as otherwise specifically expressly provided in this Lease (including, without limitation, as provided with respect to Capital Repair Costs in Section 7.1 of this Lease11.2.2), the Basic Base Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that thus all charges payable by Tenant under this Lease for Property Taxesimpositions, insurance premiums, utility charges, maintenance, repair and replacement expenses, payments or charges under covenants, conditions and restrictions now or hereafter of record, all expenses relating to compliance with lawsLegal Requirements, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land Premises (defined below) (whether or not Tenant has exercised the Expansion Land Optionexcepting only Landlord’s obligations expressly set forth in this Lease) which may arise or become due to Landlord or third parties during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's ’s sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, expense (all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Base Rent, however denoted, are called "hereinafter being collectively referred to as “Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due”). Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Base Rent and Additional Rent are sometimes hereinafter collectively referred to as "“Rent" ” or "rent“Rents."” 3.2.2 Together with, and in addition to, any payment of Rent or other sum(s) payable to or for the benefit of Landlord under this Lease, Tenant shall pay to Landlord, further as Additional Rent, a sum equal to the aggregate of any excise, sales, occupancy, franchise, privilege, rental, or transaction privilege tax on, or of any similar tax now or in the future levied, assessed, or imposed by any governmental authority upon, Landlord or the Premises as a result (and to the extent) of payments comprising Rent under this Lease, or as a result of Tenant’s use or occupancy of the Premises.

Additional Rent. Except as otherwise specifically provided (a) All amounts over and above, or in Section 7.1 of this Leaseaddition to, the Basic Annual Fixed Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges which are payable by Tenant to Landlord under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term terms of this Lease or which relate to otherwise in connection with the performance use and occupancy of the Premises including, without limitation, sums payable under work orders issued by Tenant of all the termsmanaging agent for the Building, covenants, conditions shall be deemed Additional Rent hereunder and agreements to be performed, paid or observed by Tenant hereunder shall be paid by Tenant in lawful money of the United States, without any set-off or discharged by deduction whatsoever and otherwise in the same manner as an installment of the Annual Fixed Rent as elsewhere provided in this Lease; and Landlord shall have all the rights and remedies in the event of the non-payment thereof as it would have had in the event of the non-payment of any installment of the Annual Fixed Rent. Tenant, at Tenant's sole cost ’s obligation to pay any Annual Fixed Rent or any Additional Rent which shall have theretofore become due and expense. Notwithstanding anything to payable shall survive the contrary, Tenant shall not be responsible for any property management fees expiration or earthquake insurance premiums paid by Landlord during the Term earlier termination of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic The Annual Fixed Rent and Additional Rent are sometimes collectively referred to in this Lease as "Rent" or "“rent."”) Rent for any partial months during the Lease Term shall be prorated on a per diem basis. Except as otherwise expressly set forth in this Lease, to the extent that Tenant shall fail to dispute any invoice for Additional Rent within ninety (90) days after receipt thereof, such invoice shall be conclusive and binding upon Tenant and Tenant shall be deemed to have waived any right to dispute the same. (b) Any Additional Rent for which no due date is specified in this Lease shall be due and payable within thirty (30) days after the date of invoice. Whenever pursuant to this Lease either Landlord or Tenant, as applicable, requests reimbursement for its out-of-pocket costs (as opposed to specified costs), (i) such reimbursement shall be limited to those out-of-pocket expenses actually paid to unaffiliated third parties and (ii) such party shall deliver to the reimbursing party reasonable supporting documentation evidencing such costs promptly after delivery to such party of a written request therefor.

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, Commencing on the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, Sublease Commencement Date and continuing throughout the Basic Rent payable under this Lease for each year duration of the Term of this Lease and that all charges payable by Tenant under this Lease for Property TaxesSublease Term, insurance premiumsSubtenant shall pay to Sublandlord, utility chargesas Additional Rent (defined below), maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land both: (1) Subtenant’s Percentage – Project (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all expenses due under the termsLease, covenantsincluding without limitation, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except all Operating Expenses (as otherwise provided defined in Section 7.1 or 14.9 5.1.1 of this the Original Lease), all payments of Basic Rent and Additional Rent such amounts shall be payable without previous demand therefor as and without any right of setoff or deduction whatsoever. All charges when payable by Tenant Sublandlord to Master Landlord; and (2) Subtenant’s Percentage – Building (defined below) of all expenses, costs, and disbursements which Sublandlord shall actually pay or incur in connection with the Lease and/or the operation, repair, maintenance and/or replacement of the Building and calculated assuming the Building is one hundred percent (100%) occupied, including without limitation, all common area maintenance and elevator maintenance charges and fees, and such amounts shall be payable as and when paid or incurred by Sublandlord. “Subtenant’s Percentage – Project” shall mean Subtenant’s percentage of the entire Project as determined by dividing the rentable square footage of the Premises by the total rentable square footage of the Project (i.e., approximately 16.2558%). “Subtenant’s Percentage – Building” shall mean Subtenant’s percentage of the entire Building as determined by dividing the rentable square footage of the Premises by the total rentable square footage of the Building (i.e., approximately 48.7522%). “Additional Rent” shall mean all sums other than Basic RentBase Sublease Rent payable by Subtenant to Sublandlord under this Sublease, however denotedincluding without limitation: Operating Expenses; common area maintenance and elevator maintenance charges and fees; late charges; overtime or excess service charges; damages; interest and other costs and expenses related to Subtenant’s failure to perform any of its obligations under this Sublease. Subtenant shall not request or utilize overtime or excess services without Sublandlord’s prior consent. If Sublandlord consents to such overtime or excess services, are called "Additional Rent." Unless this Subtenant shall be solely responsible for the cost thereof. Because the Lease provides otherwise, all Additional Rent shall be paid with for the next installment payment by Sublandlord of Basic Rent falling due. Rent for any partial month shall be prorated Operating Expenses on the basis of an estimate thereof, as and when adjustments between estimated and actual Common Area Operating Expenses are made under the number Lease, the obligations of days within Sublandlord and Subtenant hereunder shall be adjusted in a like manner; and if any such calendar month and paid within ten (10) days adjustment shall occur after the expiration or earlier termination of the later Sublease Term, then the obligations of (a) invoice from Landlord Sublandlord and Subtenant under this Section 4.2 shall survive such expiration or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "renttermination."

Additional Rent. Except as otherwise specifically provided in Section 7.1 In addition to the Base Rent due pursuant to --------------- Paragraph 5.1 of this Sublease, but otherwise Subject to the terms hereof, Sublessee shall pay to Sublessor the additional rent (excluding the difference between basic monthly rent payable under the Lease and Base Rent payable hereunder) required to be paid by Sublessor to Lessor pursuant to Paragraphs 31 and 35 of the Lease (as modified by Paragraphs 9 and 11 hereof), and, following Sublessor's receipt of written notice from Sublessee, Sublessor shall pay such additional amounts required to be paid under any other provision of this Sublease, for the period commencing on the Commencement Date and continuing through the expiration of the Sublease term ("Additional Rent"). Additional Rent shall include all utilities and services described in Paragraph 37 of the Lease, which shall be paid by Sublessee directly to the Basic providers of such services. Additional Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that also include all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair costs and replacement expenses, expenses and other sums which Sublessee is required to pay hereunder (together with all expenses relating interest and charges that may accrue thereon in the event of Sublessee's failure to compliance with lawspay the same to the extent payable hereunder), and all other costsdamages, fees, charges, expenses, reimbursements costs and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) expenses which Sublessor may arise or become due during the Term or incur by reason of events occurring during the Term of this Lease or which relate to the performance any default by Tenant of all the terms, covenants, conditions and agreements Sublessee shall be deemed to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expenseAdditional Rent hereunder. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without accrue commencing on the commencement Date. In the event of nonpayment by Sublessee of any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Additional Rent, however denotedSublessor shall have all rights and remedies with respect thereto as Sublessor has for the nonpayment of Base Rent, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with Subject to the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days day notice period provided in Paragraph 30(a) of the later of (a) invoice from Landlord or (b) Lease. Notwithstanding the Commencement Date. Basic Rent and foregoing, Sublessee shall not be required to pay Additional Rent are sometimes collectively referred to as "Rent" or "rentthe extent such amounts become due by reason of a Sublessor's Lease Default, if such default is not cured within such ten (10) day period."

Additional Rent. Except All monies required to be paid by Sublessee under this Sublease (excluding Base Rent pursuant to Paragraph 4.A), including, without limitation, Tenant’s Pro Rata Share of Expenses and Taxes (as otherwise specifically provided defined in Section 7.1 Sections IV.C and IV.D of the Master Lease in excess of the Expenses and Taxes paid by Sublessor to Master Lessor with respect to the Premises for calendar year 2006 (the “Sublessee Expenses and Taxes”) and all other sums payable by Sublessee to Sublessor under the terms of this Sublease, are collectively herein referred to as the “Additional Rent”. Base Rent and Additional Rent hereinafter collectively shall be referred to as “Rent.” Sublessee and Sublessor agree that, except as expressly set forth in this Sublease to the contrary, and except to the extent of Additional Rent (as defined in the Master Lease) payable by Sublessor to Master Lessor as a consequence of a default by Sublessor (not caused by a default hereunder by Sublessee) to pay or perform any of its obligations under the Master Lease, as a material part of the Basic Rent consideration given by Sublessee to Sublessor for this Sublease, from and after the date that is one (1) month after the Commencement Date, Sublessee shall be net to Landlord so that pay all costs, expenses, taxes, insurance, maintenance and other charges payable by Sublessor under the Master Lease in connection with this Lease shall yield, net to LandlordSublease, the Basic Master Lease or the Premises during the Term, such that Sublessor shall receive as net consideration for this Sublease, the Base Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expenseParagraph 4.A hereof. Notwithstanding anything to the contrarycontrary contained in the foregoing, Tenant in no event shall not Sublessee be responsible obligated to reimburse Sublessor for any property management fees depreciation, or earthquake insurance premiums paid by Landlord during other “non-cash” expense items or amortization for Sublessor’s assets, including, without limitation, with respect to the Term of this LeasePersonal Property (as described in Paragraph 28 below). Except as otherwise provided in Section 7.1 or 14.9 of this LeaseSublessee’s obligation to pay Sublessee’s Expenses and Taxes shall commence on May 1, all payments of Basic Rent 2007 and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid as follows: For each month, commencing May 2007, Sublessee shall pay to Sublessor the total estimated amount of Expenses and Taxes payable by Sublessor to Master Lessor in excess of the estimated amount of Expenses and Taxes payable by Sublessor to Master Lessor for such month of the year in calendar 2006. Pursuant to the terms of the Master Lease, Master Lessor is required to provide a statement of the actual Expenses and Taxes for the Premises. Following Sublessor’s receipt of such statement from Master Lessor, Sublessor shall promptly forward a copy to Sublessee and notify Sublessee of any difference between the actual Expenses and Taxes for the calendar year in question and the actual Expenses and Taxes for calendar 2006 (the “Excess Expenses and Taxes”); provided, however, that, because payments for calendar year 2007 commence in May, the Excess Expenses and Taxes for 2007 shall be equal to 2/3 of the Excess Expenses and Taxes that would otherwise be determined in accordance with the foregoing formula. If the payments of Sublessee Expenses and Taxes for the calendar year in question are not equal to such Excess Expenses and Taxes, then there shall be an adjustment between Sublessor and Sublessee for any over or under payment of such Excess Expenses and Taxes for the preceding calendar period, with payment to Sublessor or credit to Sublessee against the next installment of Basic Additional Rent falling due. Rent for any partial month shall be prorated on (or refund following the basis expiration of the number of days within such calendar month and paid Sublease Term), as the case may require, within ten (10) days after Sublessor’s delivery of such reconciliation to Sublessee. If Master Lessor will not allow Sublessee to audit Master Lessor’s determination of the later Expenses and Taxes for any calendar year, then Sublessee shall have the right to request that Sublessor exercise the audit rights provided to Sublessor pursuant to Section IV.E of (a) invoice from Landlord the Master Lease, and Sublessor shall not unreasonably withhold its consent to such request and Sublessee shall pay any costs incurred by Sublessor in connection with the audit. In any event, to the extent Sublessor, either independently or (b) at Sublessee’s request, obtains any reduction in Expenses or Taxes paid by Sublessee to Sublessor, Sublessor shall credit the Commencement Date. Basic Rent savings against Expenses and Additional Rent are sometimes collectively referred Taxes payable by Sublessee to as "Rent" or "rentSublessor hereunder."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrarya. As Additional Rent, Tenant shall not be responsible for pay to Landlord at the times hereinafter set forth, an amount equal to (i) Tenant's Share specified hereinbelow of any property increase in "Operating Expenses" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year with respect to the operation, repair, maintenance and management fees of the Building above such Operating Expenses paid or earthquake insurance premiums paid incurred by Landlord during the Term Base Year specified herein below and (ii) Tenant's share of any increase in "Taxes" (defined below in this Leaseparagraph 5.2) paid or incurred by Landlord in any fiscal year in excess of those paid or incurred in the Base Tax Year specified herein below (all such rentals, charges and sums other than Minimum Rent being sometimes referred to in this Lease as Additional Rent and payable as additional rent hereunder, whether or not the same may be designated "Additional Rent"). Except as otherwise If such amounts are not paid at the time provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and they shall nevertheless be collectable, together with any interest or late charge provided for herein, as Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Minimum Rent thereafter falling due, but nothing herein contained shall be deemed to suspend or delay the payment of any amount of money or charge at the time the same becomes due and payable hereunder, or limit any other remedy of Landlord. Landlord's invoice or demand for any Additional Rent hereunder may be made by regular mail, notwithstanding the provisions hereof concerning notices. Where the time for payment of any Additional Rent is not specified herein, the same shall be due and payable twenty (20) days after Landlord's invoice or demand is given. If at any time during the Term, less than ninety-five percent (95%) of the total leasable area of the Building is occupied, the Operating Expenses and Taxes shall be adjusted by Landlord to reasonably approximate the Operating Expenses and Taxes which would have been incurred if the Building had been at least ninety-five percent (95%) occupied. At or after the commencement of any calendar year subsequent to the Base Year Landlord may, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in Operating Expenses for such calendar year over Operating Expenses for the Base Year, the amount of any increase in Taxes over those paid or incurred in the Base Tax Year and of the amount of such estimated increases payable to Tenant. Tenant shall pay to Landlord on the first day of each calendar month one-twelfth (1/12) of the amount of such estimated annual increases in Operating Expenses and Taxes payable by Tenant hereunder. Statements of the amount of actual Operating Expenses for the preceding calendar year, of Taxes for the appropriate fiscal year and of the amount of such increases payable by Tenant shall be given to Tenant following the end of the year. All amounts payable to Tenant as shown on said statement, less any amounts theretofore paid by Tenant on account of Landlord's estimate of increases in Operating Expenses and Taxes made pursuant to this paragraph 5.2 shall be paid by Tenant upon delivery of said statement to Tenant. In the event that Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliation, then such overpayment shall be applied toward the Rent for the following year or, if this Lease has terminated and not been renewed as provided herein, such overpayment shall be promptly refunded to Tenant. If at any partial month time Landlord determines that Operating Expenses or Taxes will materially vary from the then estimated Operating Expenses or Taxes, Landlord may, by written notice to Tenant, revise the amounts of the estimated payments due from Tenant, and Tenant shall thereafter pay such revised payments. b. The amount of any increase in Operating Expenses and Taxes payable by Tenant for the year in which this Lease terminates shall be prorated on the basis of which the number of days from and including the commencement of said year to and including the date on which this lease terminates bears to 365 and shall be due and payable when tendered notwithstanding termination of this Lease. c. The term "Operating Expenses" as used herein shall include all costs of operation, repair, maintenance and management of the Building, including the Premises, except those costs which are the exclusive responsibility of Tenant or any other tenant of the Building under this lease or other applicable leases. By way of illustration, but not limitation, Operating Expenses shall include the cost of and charges for the following items: heat, light, water, sewer, power, steam, and other utilities and systems (including without limitation any temporary or permanent utility surcharge or other exaction, whether now or hereafter imposed), waste disposal, janitorial services, guard services, window cleaning, air conditioning, repairs, replacements, materials and supplies, equipment and tools, service agreements on elevators, insurance, licenses, permits and inspections, wages and salaries, employee benefits and payroll taxes, accounting and legal expenses, management fees, depreciation on personal property, including, without limitation, window coverings provided by Landlord and carpeting in public corridors and common areas, and the cost of contesting the validity or applicability of any governmental enactments which may affect Operating Expenses. Notwithstanding the foregoing, the following items shall not be included in Operating Expenses: (1) any payments under a ground lease or master lease relating to the Building; (2) expenditures which, under generally accepted accounting principles, are capitalized, except that Landlord may include in Operating Expenses an amortization (in accordance with generally accepted accounting principles) of the amount of any capital expenditures made either for the purpose of reducing Operating Expenses or in order to comply with the requirements of applicable law which take effect with regard to the Building after the Commencement Date; (3) rentals for any improvements and permanently installed fixtures (including HVAC equipment and facilities) which if purchased, rather than rented, would constitute a capital expenditure not permitted to be included in Operating Expenses hereunder (excluding, rentals in connection with normal or emergency repairs and maintenance, and excluding in any event any equipment used in providing janitorial or similar services); (4) all costs and expenses for which Landlord is reimbursed under an "all-risk" policy of insurance or which are covered by condemnation proceeds, to the extent of the net receipts from such insurance or proceeds; (5) costs, including permit, license and inspection costs, directly incurred in the installation of improvements made within the premises and exclusively for the benefit of a particular tenant of the Building, including costs of improving, decorating, painting or redecorating premises for such calendar month a tenant; (6) costs incurred exclusively in connection with the leasing of premises in the Building, including but not limited to, leasing commissions, real estate brokerage commissions, and attorneys' fees in connection with the negotiation and preparation of lease proposals, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (7) costs and expenses of providing any service or utility to or within the premises of another tenant of the Building where such service or utility is of a nature which is not Landlord's responsibility to provide pursuant to this Lease, except where Landlord may provide such service or utility both to such other premises and to the Premises; (8) costs and expenses incurred in connection with the negotiation or litigation of disputes with Tenant or another tenant of claims of violation by Landlord of this Lease or any other lease in the Building, including fines, penalties, interest, damages and any legal and other professional fees; (9) the portion of any fee or charge for services paid within ten to a party owned by or under common ownership with Landlord to the extent that the same exceeds the competitive cost for such services were they not so rendered by a party affiliated with Landlord, except that Operating Expenses may, in any event, include a management fee in an amount not to exceed five percent (5%) of gross revenue; (10) days any interest, principal payments, attorneys' fees, points, fees or closing or other lender costs on financing secured by a deed of trust or mortgage on the Building; (11) a separate charge for Landlord's general corporate overhead and general and administrative expenses; (12) with regard to any employee who shall devote less than all of his or her time to the operation, management, repair and maintenance of the later Building, the labor costs allocable to the portion of his time not so devoted; (a13) invoice from advertising or promotional expenses with respect to leasing space in the Building; (14) costs incurred to comply with laws relating to the removal, remediation, containment or treatment of Hazardous Materials; (15) costs and expenses incurred by Landlord in performing work necessary to remedy violations of code requirements concerning Building improvements where such code requirements were applicable at the time of the initial installation or (b) construction of such improvements or were otherwise required to be complied with by Landlord in the Building prior to the Commencement Date. Basic Rent ; (16) all costs and Additional Rent expenses for repairs and maintenance for which Landlord is reimbursed directly by any tenant of any space in the Building (excluding reimbursement under an operating expense provision) or by vendor, contractor or provider of materials or services to Landlord; (17) charitable or political contributions of Landlord; (18) costs attributable to enforcing leases against tenants in the Building or in litigating other disputes with tenants regarding the rights and obligations of Landlord, such as attorneys' fees, court costs, adverse judgments and similar expenses; (19) costs associated exclusively with the operation of the business of the person or entity which constitutes Landlord which are sometimes collectively referred not directly related to the operation of the Building and which relate to the following: the formation of any entity which constitutes Landlord; the internal accounting and legal matters which relate exclusively to preparation of the tax returns and financial statements of such person or entity, together with the gathering of data therefor; the cost of defending any lawsuits with any mortgagee (except as "Rent" the actions of Tenant may be an issue); the costs of selling, syndication, financing, mortgaging or "hypothecating any of Landlord's interest in the real property and improvements constituting the Building; and the costs of any dispute between Landlord and any employee to the extent that the other costs attributable to the employment of such employee are not permitted to be included within Operating Expenses pursuant to this Lease; or (20) reserves for bad debt or lost rent."

Additional Rent. Except as otherwise specifically provided In addition to Minimum Monthly Rent, commencing on the Rental Commencement Date Sublessee shall pay to Sublessor, in Section 7.1 advance, on the first day of this Leaseeach calendar month, estimated payments for the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year amount of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility chargesreal property taxes, maintenance, repair repair, management, insurance, common area utilities and replacement expenses, all expenses relating other charges attributable to compliance with lawsand/or accruing against the Sublease Premises and the related common areas for the Sublease Term, and all other costspayable by Sublessor under the Master Lease. The 1998 estimated payments are broken down as follows: Maintenance/Management $1.53/sf/yr $0.1275/sf/mo $4,082.93/mo Real Property Taxes $1.53/sf/yr $0.1275/sf/mo $4,082.93/mo Insurance $0.30/sf/yr $0.025/sf/mo $ 800.58/mo At the end of the calendar year, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating Sublessor shall reconcile the actual expenses for the Sublease Premises as compared to the operation estimated payments made throughout the preceding calendar year and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder there shall be paid an adjustment between Sublessor and Sublessee, with payment to Sublessor or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything credit to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with Sublessee against the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on Additional Rent, as the basis of the number of days within such calendar month and paid case may require, within ten (10) days after Sublessor's delivery of such reconciliation to Sublessee. It is the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and parties' intent that Sublessee shall pay to Sublessor, as Additional Rent are sometimes collectively referred to as "Rent" hereunder, any and all charges, fees, impositions and payments of any kind whatsoever due or "rentowing by Sublessor under the Master Lease; provided, however, that Sublessee shall not be responsible for paying any charges, fees, or payments resulting solely from the negligence of Sublessor or breach of this Sublease by Sublessor."

Additional Rent. Except Sublessee shall pay as otherwise specifically provided in Section 7.1 of additional rent (“Additional Rent”), within twenty (20) days after demand therefor, all sums or other charges required to be paid by Sublessee under this Sublease. During the Term, Sublessee shall pay to Sublessor all sums or other charges required to be paid by Sublessor, as tenant, to Master Lessor under the Master Lease, the Basic Rent shall be net to Landlord so that this Lease shall yieldincluding without limitation, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that (a) all charges payable by Tenant under this Lease for Real Property Taxes, insurance premiumspremiums and common area expenses required to be paid to Master Lessor thereunder (collectively, utility charges“Operating Expense Payments”, maintenance, repair and replacement expenses, all which shall include expenses relating to compliance with lawsthe Parking Areas and Outdoor Areas, as such terms are defined below), (b) all “Additional Rent” (as defined in the Master Lease) due from Sublessor, as tenant, to Master Lessor under Paragraphs 4.D.(a) and (b) of the Master Lease, and all other costs(c) the management fee charged by Master Lessor to Sublessor under the Master Lease, feesbut expressly excluding (i) any “Basic Rent” due from Sublessor, as tenant, to Master Lessor under the Master Lease, and (ii) any late charges, expensesdefault interest and other penalties due from Sublessor, reimbursements and as tenant, to Master Lessor under the Master Lease provided the same are not caused by the default or breach of any of Sublessee’s obligations of every kind and nature whatsoever relating contained in this Sublease. Sublessor shall not charge Subtenant a management fee with regard to the operation and use of Building, other than the Premises, and/or management fees charged by Master Lessor under the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expenseMaster Lease. Notwithstanding anything the foregoing, Sublessee’s obligation to pay Operating Expense Payments for the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month Subleased Premises shall be prorated for all periods prior to the time that the entire Subleased Premises has been delivered to Sublessee, on the basis of the number ratio that the rentable square footage of days those portions of the Subleased Premises delivered to Sublessee bears to 94,484 rentable square feet. Moreover, Sublessee agrees to pay its proportionate share of any costs and expenses incurred by Sublessor for (A) any insurance obtained by Sublessor pursuant to Section 54 of the Master Lease, (B) repair or maintenance of the central courtyard amongst the Buildings, and (C) repair, maintenance, replacement or new construction of improvements in such central courtyard, within such calendar month and paid within ten twenty (1020) days after written demand therefor (which written demand shall contain documentation in reasonable detail evidencing the costs and expenses incurred by Sublessor); provided, however, that Sublessee shall have no obligation to reimburse Sublesssor for any (aa) replacement of an existing improvement in the later of (a) invoice from Landlord central courtyard, or (bbb) construction or installation of any new improvement in the Commencement Datecentral courtyard, if Sublessor had not first obtained Sublessee’s written approval thereof, which approval shall not be unreasonably withheld, conditioned or delayed by Sublessee. Basic Sublessor shall have the same remedies for a default in the payment of Additional Rent as for a default in the payment of Base Rent. Base Rent and Additional Rent are hereinafter sometimes collectively referred to collectively as "“Rent" or "rent."”

Additional Rent. Except as otherwise specifically provided in Section 7.1 of All monies other than Base Rent required to be paid by Subtenant under this LeaseSublease, including, without limitation, all amounts payable by Sublandlord under the Basic Rent Master Lease with respect to or reasonably allocated to the Subleased Premises shall be net deemed additional rent ("Additional Rent"). Subtenant acknowledges that Sublandlord is required to pay to Master Landlord so "Building Operating Expenses" (as defined in the Master Lease) and estimated payments thereof and adjustments thereto under the Master Lease. In addition to all other Additional Rent set forth in this Sublease, Subtenant shall pay to Sublandlord as Additional Rent hereunder, Subtenant's pro rata share of all of such Building Operating Expenses payable by Sublandlord to Master Landlord. Subtenant's pro rata share shall mean that this Lease 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 yieldbe payable by Subtenant no later than two (2) days before the dates the same are due under the Master Lease. Sublandlord shall promptly forward the appropriate invoices received from Master Landlord. Subtenant and Sublandlord agree, net to Landlord, the Basic Rent payable under this Lease for each year as a material part of the Term consideration given by Subtenant to Sublandlord for this Sublease, that Subtenant shall pay Subtenant's pro rata share of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements taxes, insurance, maintenance and obligations other charges of every kind and nature whatsoever relating to arising in connection with the operation and use of Master Lease or the Subleased Premises, and/or such that Sublandlord shall receive, as net consideration for this Sublease, full reimbursement thereof. Notwithstanding the Expansion Land (defined below) (whether or not Tenant has exercised foregoing, in the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenantevent any Additional Rent is incurred for Subtenant's sole benefit or as a result of Subtenant's request for certain services (such as extra hours' charges, etc.) or otherwise, Subtenant shall pay the entire cost thereof, and expense. Notwithstanding anything to the contrary, Tenant such charges shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent pro rated between Sublandlord and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional RentSubtenant." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this A. If and to the extent that Landlord is obligated to pay additional rent under the Prime Lease, whether such additional rent is to reimburse Prime Landlord for taxes, operating expenses, common area maintenance charges or other expenses incurred by the Basic Rent Prime Landlord in connection with the Leased Property, Tenant shall be net to Landlord so that this Lease shall yield, net pay to Landlord, the Basic Rent payable under this Lease for each year percentage of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating such additional rent (to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of extent such additional rent is attributable to events occurring during the Term term of this Lease or Sublease) which relate is set forth in Section 1(N) as the Sublease Share. Such payment shall be due from Tenant to Landlord no fewer than five (5) days prior to the performance by Tenant date upon which Landlord's payment of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything such additional rent is due to the contraryPrime Landlord, provided that Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand have been billed therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within at least ten (10) days prior to such due date (which b▇▇▇ shall be accompanied by a copy of Prime Landlord's b▇▇▇ and other material furnished to Landlord in connection therewith). B. The Sublease Share provided for in Section 1(N) is calculated by dividing the rentable area of the later Sub-leased Premises by the rentable area of (a) invoice from the Leased Property leased by Prime Landlord to Landlord pursuant to the Prime Lease. In the event the rentable area of the Sub-leased Premises or (b) the Commencement Datearea of the premises leased pursuant to the Prime Lease shall be changed during the Term, then the Sublease Share shall be recalculated. C. The Basic Services shall be billed by Landlord and paid monthly as additional rent, along with regular monthly installments of Base Rent as provided in section 7 above. Landlord shall not be liable to Tenant due to any failure to provide, or the inadequacy of , utilities or any other Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentServices if beyond the reasonable control of Landlord."

Additional Rent. Except (a) Tenant shall pay and discharge, before the imposition of any fine, lien, interest or penalty may be added thereto for late payment thereof, as additional rent during the Term (collectively, “Additional Rent”), all other amounts and obligations which Tenant assumes or agrees to pay or discharge pursuant to this Lease, together with every fine, penalty, interest and cost which may be added by the party to whom such payment is due for nonpayment or late payment thereof, including, without limitation, the following: (i) except as otherwise specifically provided herein, all Costs of Tenant, all reasonable and documented costs and expenses of Landlord and any other Persons specifically referenced herein which are incurred in Section 7.1 connection or associated with (A) the ownership, use, occupancy, possession, operation, condition, design, construction, maintenance, alteration, repair or restoration of the Leased Premises pursuant to the provisions of this Lease, (B) the Basic Rent shall be net performance of any of Tenant’s obligations under this Lease, (C) the adjustment, settlement, or compromise of any insurance claims involving or arising from the Leased Premises, except to Landlord so that this Lease shall yield, net to the extent any litigation is based on the acts of Landlord, (D) the Basic Rent payable exercise or enforcement by Landlord, its successors and assigns, of any of its rights under this Lease for each year of the Term Lease, subject to Paragraph 23(m), (E) any amendment, supplement, modification or termination of this Lease requested by Tenant or necessitated by any default by Tenant in the performance of any of its obligations under this Lease, (F) any act undertaken by Landlord (or its counsel) at the request of Tenant or any act of Landlord performed on behalf of Tenant, (G) Tenant’s failure to act promptly in an emergency situation, (H) the wire transfers of Rent payments and that (I) all charges payable other items specifically required to be paid by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expenseLease. Notwithstanding anything in this Lease to the contrary, Costs of Tenant shall not include: (1) principal or interest payments on any Mortgage; (2) leasing commissions or legal fees with respect to the negotiation of leases; (3) costs for which Landlord is entitled to be reimbursed by insurers (or would have been if Landlord’s insurance required under this Lease were in effect) and costs that are reimbursed or by governmental authorities in Condemnation proceedings to Landlord (net of reasonable collection expenses incurred); (4) marketing, advertising and promotional expenses; (5) overhead and profit paid to subsidiaries or affiliates of Landlord for management or other services, except as set forth in Paragraph 7(a)(v); (6) ground rental and interest on debt or amortization payments on any debt for borrowed money; (7) expenses to the extent resulting from the negligence or willful misconduct of Landlord or Landlord’s employees, agents or contractors; (8) any bad debt loss, rent loss, or reserves for bad debts or rent loss; (9) Landlord’s general corporate overhead and general and administrative expenses, including costs associated with operating the business of the landlord entity, as distinguished from costs of operating the Real Property, including accounting and legal matters, (10) costs of defending lawsuits with any Mortgage holder; (11) costs of selling, syndication, financing, mortgaging or hypothecating any of the Landlord’s interest in the Real Property, including attorney fees and costs of settlement, judgments and payments in lieu thereof, except as set forth in Paragraph 9(b), Paragraph 23(i) and Paragraph 34(b); (12) wages and benefits of any employee who does not devote substantially all of his or her time to the Building; (13) costs arising from Landlord’s political or charitable contributions; (14) costs for the acquisition of sculptures, paintings, or other objects of fine art; (15) reserves, except as set forth in Paragraph 9(b), Paragraph 23(i) and Paragraph 34(b). (ii) after the date all or any portion of any installment of Basic Rent or Additional Rent is due and not paid by the applicable Basic Rent Payment Date or any grace period allowed therefor, an amount (the “Late Charge”) equal to five percent (5%) of the unpaid sum to reimburse Landlord for its cost and inconvenience incurred as a result of Tenant’s delinquency. Notwithstanding the foregoing, Tenant shall not be responsible for charged with the Late Charge with respect to the first occurrence during any property twelve (12) month period in which Tenant fails to make any Rent payment when due until five (5) Business Days after Landlord delivers written notice of such delinquency to Tenant and Tenant fails to cure such delinquency within such five day period. Tenant acknowledges that the damages to and costs incurred by Landlord resulting from Tenant’s late payment of Basic Rent would be difficult, if not impossible, to ascertain with any accuracy, and that the five percent (5%) charge represents Landlord and Tenant’s efforts to approximate such potential damages and costs; (iii) [intentionally deleted] (iv) interest at the rate (the “Default Rate”) 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 subject to any applicable grace periods therefor, (B) all overdue amounts of Additional Rent relating to obligations which Landlord shall have paid on behalf of Tenant, from the date of payment thereof by Landlord, and (C) all other overdue amounts of Additional Rent, from the date when any such amount becomes overdue subject to any applicable grace periods therefor. Notwithstanding the foregoing, Tenant shall not be charged with interest at the Default Rate with respect to the first occurrence during any twelve (12) month period in which Tenant fails to make any Rent payment when due until five (5) business days after Landlord delivers written notice of such delinquency to Tenant and Tenant fails to cure such delinquency within such five day period; (v) a management fees or earthquake insurance premiums fee not to exceed three percent (3%) of the Basic Rent payable hereunder paid by Landlord during or Lender to an independent third-party property manager in an arms-length transaction in the Term event an Event of this Lease. Except as otherwise provided Default occurs and is continuing which results in Section 7.1 or 14.9 of (A) Tenant failing to manage and maintain the Leased Premises in the manner required by this Lease, all payments or (B) Lender taking possession of Basic Rent the Leased Premises to manage same; and (vi) two thousand five hundred dollars ($2,500.00) per month for each month that Tenant is late in the delivery of the annual or quarterly financial statements that are required to be delivered pursuant to Paragraph 28(b) (Books and Records), and provided that Tenant may, upon notice to Landlord delivered prior to the due date of such financial statements, extend the time period to deliver such financial statements for a reasonable period of time if Tenant is diligently pursuing obtaining such financial statements, but they are not available as of the applicable due date, in which case the above-referenced monthly penalty shall not apply. (b) Tenant shall pay and discharge (i) any Additional Rent referred to in Paragraph 7(a)(i) when the same shall be payable without previous demand therefor and without become due; provided that amounts which are billed to Landlord or any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rentthird party, however denotedbut not to Tenant, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten thirty (1030) days of after Landlord’s demand for payment thereof, and (ii) any other Additional Rent, within thirty (30) days after Landlord’s demand for payment thereof, together with reasonably detailed documentation evidencing the later of amount due. (ac) invoice from Landlord In no event shall amounts payable under Paragraph 7(a)(ii), (iii) and (iv) or (b) elsewhere in this Lease exceed the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentmaximum amount permitted by applicable Law."

Additional Rent. Except Section 5.1 All charges, sums and amounts other than Fixed Monthly Rent to be paid by Tenant pursuant to this Lease shall be deemed additional rent ("Additional Rent"), whether or not the same be designated as otherwise such, and shall be due and payable within twenty (20) days after written demand (or such earlier or later time as may be elsewhere specifically provided in Section 7.1 of this Lease). Owner shall have all rights and remedies provided for in this Lease or by law upon Tenant's failure to pay any Additional Rent, after giving effect to any applicable notice and cure period, as for the Basic non-payment of Fixed Monthly Rent. Section 5.2 If any of the Fixed Monthly Rent shall be net to Landlord so that or Additional Rent payable under the terms and provisions of this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise be or become due during the Term uncollectible, reduced or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements required to be performed, paid refunded because of any act or observed law enacted by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrarya governmental authority, Tenant shall not enter into such agreement(s) and take such other steps (without additional expense to Tenant) as Owner may request and as may be responsible for any property management fees or earthquake insurance premiums paid by Landlord legally permissible to permit Owner to collect the maximum rents which, from time to time during the Term continuance of such legal rent restriction, may be legally permissible (but not in excess of the amounts reserved therefor under this Lease). Except as otherwise provided in Section 7.1 or 14.9 Upon the termination of this Leasesuch legal rent restriction, all payments of Basic (a) the Fixed Monthly Rent and and/or Additional Rent shall become and thereafter be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid in accordance with the next installment of Basic Rent falling due. Rent amounts reserved herein for any partial month shall be prorated on the basis of the number of days within periods following such calendar month termination, and paid within ten (10) days of the later of (a) invoice from Landlord or (b) Tenant shall pay to Owner promptly upon being billed, to the Commencement Date. Basic maximum extent legally permissible, an amount equal to (x) the Fixed Monthly Rent and and/or Additional Rent are sometimes collectively referred which would have been paid pursuant to as "Rent" or "rentthis Lease but for such legal rent restriction less (y) the rents and other sums paid by Tenant during the period such legal restriction was in effect."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this LeaseIn addition to the Base Rent, the Basic Rent Subtenant shall be net pay to Landlord so that this Lease shall yieldSublandlord, net to Landlord, the Basic Rent payable under this Lease for each year all of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating following items related to the operation and use of the Premisespremises, and/or the Expansion Land as defined at Paragraph 4b (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent.") of Master Lease A, and as further defined as "Building Costs" Unless this at Section 4.2(f) of Master Lease provides otherwise, all B: (1) Taxes and Assessments (2) Insurance (3) Outside Area expenses (4) Parking charges (5) Maintenance and Repair of Building (6) Management and Administration Additional Rent costs are currently estimated at $.19/square foot/month or Six Thousand Three Hundred Eighty-four Dollars ($6,384.00) per month. Subtenant shall be paid pay such estimated Additional Rent to Sublandlord on a monthly basis concurrently with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis payment of the number Base Rent. By April 1st of days within each calendar year or as soon thereafter as Sublandlord is able to do so, Sublandlord will provide to Subtenant a copy of the statement from the Master Landlord showing the actual Additional Rental due for the prior calendar year, prorated from the Commencement Date during the first year. If the total of the monthly payments of Additional Rent that Subtenant has made for the prior calendar year (or portion thereof during which this Sublease was in effect) is less than the actual Additional Rent chargeable to Subtenant for such prior calendar month and paid year, then Subtenant shall pay the difference in a lump sum within ten (10) days after receipt of the later such statement from Sublandlord. Any overpayment by Subtenant of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred for the prior calendar year shall be credited towards the Additional Rent next due, or paid to as "Rent" Subtenant if no Additional Rent remains unpaid or "rentshall be due. Sublandlord agrees to exercise any right it may have to request clarification, or seek correction of Master Landlord's statement, upon request of Subtenant."

Additional Rent. Except All monies other than Monthly Base Rent required to be paid by Sublessor under the Master Lease during the Term, including, without limitation, any amounts payable by Sublessor to Master Lessor as otherwise specifically provided “Additional Rent” (as defined in Section 7.1 3.2(b) of this the Master Lease), shall be paid by Sublessee hereunder as and when such amounts are due under the Master Lease, as incorporated herein. Sublessee shall also pay to Sublessor all costs directly incurred by or at the Basic Rent request of Sublessee with respect to its use of the Premises. All such amounts shall be net to Landlord so deemed additional rent (“Additional Rent”). Until such time that this Lease both the First Floor Commencement Date and the Second Floor Commencement Date have occurred, Sublessee shall yield, net to Landlord, the Basic Rent payable under this Lease for each year pay its pro rata portion of the Term Additional Rent based on the portion of the Premises to which Sublessor has delivered possession to Sublessee. Base Rent and Additional Rent hereinafter collectively shall be referred to as “Rent”. Sublessee and Sublessor agree, as a material part of the consideration given by Sublessee to Sublessor for this Lease and Sublease, that Sublessee shall pay all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements taxes, insurance, maintenance and obligations other charges of every kind and nature whatsoever relating to arising in connection with this Sublease, the operation and use of Master Lease or the Subleased Premises, and/or such that Sublessor shall receive, as a net consideration for this Sublease, the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the termsBase Rent payable under Section 4.A. hereof; provided, covenantshowever, conditions and agreements to be performed, paid or observed by Tenant hereunder that in no event shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not Sublessee be responsible for Sublessor’s costs and expenses incurred in connection with the negotiation and execution of this Sublease or Sublessor’s request for Master Lessor’s consent to this Sublease, including without limitation attorneys’ fees, broker commissions, and any property management Bonus Rent or other fees or earthquake insurance premiums paid consideration payable to Master Lessor in connection with Master Lessor’s consent to this Sublease. C. Advance Payment of Rent. Upon execution hereof by Landlord during Sublessee, Sublessee shall pay to Sublessor the Term sum of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this LeaseSeventy-Nine Thousand Four Hundred Eighty-Three and 20/100 Dollars ($79,483.20), all payments of Basic Rent and Additional Rent which shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. constitute Base Rent for any partial the month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentJanuary 2019."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall Any amounts required to be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable paid by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair (in addition to Base Rent) hereunder and replacement expenses, all any charges or expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid incurred by Landlord during on behalf of Tenant under the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 terms of this Lease, all payments including, without limitation, any expenses incurred for taxes, insurance, maintenance, repairs, replacements, owner's association dues and assessments, utilities and other charges assessed against or attributed to the Demised Premises which are the obligation of Basic Tenant hereunder, shall be considered additional rent (herein, "Additional Rent") payable in the same manner and upon the same terms and conditions as Base Rent reserved hereunder except as expressly set forth herein to the contrary. Without limiting the foregoing, Tenant shall and does hereby agree to pay directly, or to reimburse Landlord upon demand for, as Landlord may direct, and Additional Rent shall be payable include, any and all owner's association dues and assessments, utilities and charges assessed against or attributed to the Demised Premises pursuant to any applicable easements, covenants, restrictions, agreements, declaration of protective covenants or development standards, including, without previous demand therefor limitation, the Protective Covenants, paid by Landlord with respect to or imposed or assessed upon or against the Demised Premises from time to time throughout that portion of the Term (and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid extension thereof) commencing with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Lease Commencement Date. Basic Rent and Any failure on the part of Tenant to pay such Additional Rent are sometimes collectively referred when due shall entitle Landlord to as "the remedies available to it for non-payment of Base Rent" or "rent, including, without limitation, late charges and interest thereon at the Interest Rate pursuant to Section 32 of the Lease." 8. Effective as of the Effective Date, Section 8 of the Lease (Insurance) shall be deleted in its entirety and the following shall be substituted in lieu thereof:

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges All sums payable by Tenant under this Lease other than Base Rent shall be deemed "Additional Rent;" the term "Rent" shall mean Base Rent and Additional Rent. Landlord shall estimate in advance and charge to Tenant the following costs, to be paid with the Base Rent on a monthly basis throughout the Lease Term: (i) all Real Property Taxes for which Tenant is liable under Section 5.01 and 5.02 of the Lease, (ii) all utility costs (if utilities are not separately metered) for which Tenant is liable under Section 6.01 of the Lease, (iii) all insurance premiums for which Tenant is liable under Sections 7.01 and 7.06 of the Lease and (iv) all OAM Expenses for which Tenant is liable under Section 8.04 of the Lease. Collectively, the aforementioned Real Property TaxesTax, insurance, utility, and OAM Expenses (if not paid by Tenant directly) shall be the "Total Operating Costs." Landlord may adjust its estimates of Total Operating Costs at any time based upon Landlord's experience and reasonable anticipation of costs. Such adjustments shall be effective as of the next Rent payment date after notice to Tenant. Within one hundred twenty (120) days after the end of each fiscal year during the Lease Term, Landlord shall deliver to Tenant a statement prepared in accordance with generally accepted accounting principles setting forth, in reasonable detail, the Total Operating Costs paid or incurred by Landlord during the preceding fiscal year. Within thirty (30) days after Tenant's receipt of such statement, there shall be an adjustment between Landlord and Tenant, with payment to or credit given by Landlord (as the case may be) in order that Landlord shall receive the entire amount of Tenant's share of such costs and expenses for such period. In addition to its obligation to pay Base Rent and Total Operating Expenses, Tenant is required hereunder to pay directly to suppliers, vendors, carriers, contractors, etc. certain insurance premiums, utility chargescosts, maintenancepersonal property taxes, maintenance and repair and replacement expenses, all other expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible collectively "Additional Expenses." If Landlord pays for any property management fees or earthquake insurance premiums paid by Landlord during Additional Expenses in accordance with the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 terms of this Lease, all payments of Basic Rent and Tenant's obligation to reimburse such costs shall be an Additional Rent shall be obligation payable without previous demand therefor and without any right of setoff or deduction whatsoeverin full with the next monthly Rent payment. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, Tenant shall pay all Additional Rent shall be paid then due with the next monthly installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Base Rent" or "rent."

Additional Rent. Except .1 In addition to Fixed Rent to be paid pursuant to Paragraph 2 hereof, during the term of this Sublease, beginning as otherwise specifically of November 1, 1996, Sublessee shall pay to Sublessor 58% of all other rentals, charges, fees and expenses provided in Section 7.1 of this the Lease, the Basic Rent shall be net including but not limited to Landlord so that this Lease shall yieldall additional rents, net to Landlordtaxes, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costsdues, fees, chargesand charges set forth in the Lease due from Sublessor, expensesas lessee, reimbursements and obligations of every kind and nature whatsoever relating to Lessor, in accordance with the operation and use terms of the Premises, and/or the Expansion Land Lease (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called collectively "Additional Rent")." Unless this Lease provides otherwise, all .2 Additional Rent shall be paid by Sublessee to Sublessor at such time or times as such expenses shall become payable by Sublessor to the Lessor under the Lease. Any such Additional Rent payments applicable to the year in which this Sublease shall end shall be apportioned so that the Sublessee shall pay its aforesaid share of only that amount which corresponds with the next installment portion of Basic said year which is within the term hereby demised. .3 Bills for Additional Rent falling dueshall be sent to Sublessee in the same detail as such bills are received by Sublessor from the Lessor and shall be accompanied by Lessor's Statement in connection with Additional Rent and a computation showing the amounts due from Sublessee. .4 Sublessee shall be entitled to 58% of any refund or credit to which Sublessor is entitled in connection with any overpayment of Additional Rent by Sublessor to the Lessor with respect to the Demised Premises during the term hereof. In the event of any such refund or credit from the Lessor to Sublessor, Sublessor shall promptly notify Sublessee thereof and shall, based on Lessor's treatment of such overpayment, refund or credit Sublessee's share of such refund or credit as applicable. .5 The obligations provided for in this Paragraph 3 shall survive the termination or expiration of this Sublease for a period of two (2) years, provided, however, that Sublessee's obligations with respect to unpaid Additional Rent for any partial month which Sublessee has received bills shall be prorated on the basis of the number of days within such calendar month survive until paid and Sublessor's obligations with respect to refunds or credits due Sublessee which Sublessor has received or had a right to receive shall survive until paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred credited to as "Rent" or "rentSublessee."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall Any amounts required to be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable paid by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair (in addition to Base Rent) hereunder and replacement expenses, all any charges or expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid incurred by Landlord during on behalf of Tenant under the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 terms of this Lease, all payments including, without limitation, any expenses incurred for taxes, insurance, maintenance, repairs, replacements, owner's association dues and assessments, utilities and other charges assessed against or attributed to the Demised Premises which are the obligation of Basic Tenant hereunder, shall be considered additional rent (herein, "Additional Rent") payable in the same manner and upon the same terms and conditions as Base Rent reserved hereunder except as expressly set forth herein to the contrary. Without limiting the foregoing, Tenant shall and does hereby agree to pay directly, or to reimburse Landlord upon demand for, as Landlord may direct, and Additional Rent shall be payable without previous demand therefor include, any and without all owner's association dues and assessments, utilities and charges assessed against or attributed to the Demised Premises pursuant to any right applicable easements, covenants, restrictions, agreements, declaration of setoff protective covenants or deduction whatsoeverdevelopment standards paid by Landlord with respect to or imposed or assessed upon or against the Demised Premises from time to time throughout that portion of the Term (and any extension thereof) commencing with the Lease Commencement Date. All charges payable by Any failure on the part of Tenant other than Basic to pay such Additional Rent when due shall entitle Landlord to the remedies available to it for non-payment of Base Rent, however denotedincluding, are called "Additional Rent." Unless this Lease provides otherwisewithout limitation, all late charges and interest thereon at the Interest Rate (as herein defined) pursuant to Section 32 hereof. Tenant's obligations for payment of Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated begin to accrue on the basis Lease Commencement Date regardless of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Base Rent Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this LeaseThe Landlord shall receive the rents, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease additional rents and that all charges sums payable by the Tenant under this Lease for Property Taxesfree of all taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements damages and obligations deductions of every kind and any nature whatsoever relating and the Tenant covenants and agrees to pay all sums which except for this Lease would have been chargeable against the operation Demised Premises and use payable by the Landlord. The Tenant shall, however, be under no obligation to pay interest on any mortgage on the fee of the Demised Premises, and/or any franchise, capital or income tax payable by the Expansion Land (defined below) (whether Landlord, or not Tenant has exercised the Expansion Land Option) which may arise any gift, inheritance, transfer estate or become due during the Term or succession tax by reason of events occurring any present or future law which may be enacted during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term term of this Lease. Except as otherwise provided All taxes, charges, costs and expenses which the Tenant is required to pay hereunder, together with all interest that shall accrue thereon in Section 7.1 the event of the Tenant's failure to pay such amounts and all damages, costs and expenses which the Landlord may incur by reason of any default of the Tenant or 14.9 failure on the Tenant's part to comply with the terms of this LeaseLease shall be deemed to be additional rent and in the event of nonpayment by the Tenant, the Landlord shall have all the rights and remedies with respect thereto as a Landlord for the nonpayment of the Rent. It is further agreed between the parties hereto that any charges against the Tenant by the Landlord for services or work done on or in the Demised Premises by written order of the Tenant, or otherwise accruing under this Lease shall be considered Additional Rent and shall be included in any demand for rent due and unpaid. Landlord, at its election, shall have the right (but not the obligation) to pay for or perform any act which requires the expenditure of any sums of money by reason of the failure or neglect of Tenant to perform any of the provisions of this Lease within the grace period of thirty (30) days if applicable thereto, and in the event Landlord shall at its election pay such sums or perform such acts requiring the expenditure of monies, Tenant agrees to reimburse and pay Landlord, upon demand, all payments of Basic Rent and Additional Rent such sums, which shall be payable without previous demand therefor deemed for the purpose of securing the collection thereof to be additional rent hereunder and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rentas such." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except All monies other than Base Rent required to be --------------- paid by Subtenant under this Sublease, including, without limitation, any amounts payable by Sublandlord to the Master Landlord as otherwise specifically provided "Additional Rent" (as defined in Section 7.1 Paragraph 3B of this the Master Lease), the Basic Rent shall be net deemed additional rent to be paid by Subtenant ("Additional Rent"). Base Rent and Additional Rent hereinafter collectively shall be referred to as "Rent". All amounts payable by Sublandlord to the Master Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year as "Additional Rent" (as defined in Paragraph 3B of the Term of this Master Lease) are referred to herein as "Master Lease Additional Rent". Subtenant shall pay all Master Lease Additional Rent as and that all charges when the same are due and payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use Master Landlord under the Master Lease. Subtenant shall be entitled to all credits, if any, given by the Master Landlord to Sublandlord for Sublandlord's overpayment of Master Lease Additional Rent to the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring extent such overpayment is fairly allocable to Master Lease Additional Rent accruing during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expenseSublease. Notwithstanding anything to the contrary, Tenant Subtenant shall not be responsible for required to pay any property management fees Master Lease Additional Rent that is (i) fairly allocable to any period of time prior to the Delivery Date or earthquake insurance premiums paid after the Expiration Date, or (ii) payable solely as a result of a default by Landlord during Sublandlord under the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Master Lease, which default is not the result of any failure of Subtenant to fully and timely observe, perform and discharge all payments obligations imposed on Subtenant by this Sublease (including, without limitation, the obligation of Basic Rent Subtenant, at Subtenant's sole cost, fully to restore the Premises and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable otherwise surrender the Premises in the condition required by Tenant other than Basic Rent, however denoted, are called "Additional Rentthe Master Lease)." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except as otherwise specifically provided in Section 7.1 In addition to the Base Rent, beginning on the Sublease Term Commencement Date and continuing throughout the Sublease Term thereafter, Subtenant shall pay Additional Rent (hereinafter defined) to Sublandlord. For purposes of this Sublease, “Additional Rent” shall mean any and all amounts required to be paid by Subtenant under this Sublease, other than Base Rent, including the actual, out-of-pocket, reasonable expenses incurred by Sublandlord on behalf of Subtenant under the terms of this Sublease. Additional Rent shall include (without limitation) Subtenant’s Share of Operating Expenses (hereinafter defined), as such term “Operating Expenses” is defined in the Lease, . “Subtenant’s Share of Operating Expenses” shall mean eleven and seventy-eight hundredths percent (11.78%) based on the Basic ratio of the rentable area of the Subleased Premises to the rentable area of all premises in the Project as set forth in the Lease. Additional Rent shall be net to Landlord so that this Lease shall yieldpayable in the same manner and upon the same terms and conditions as the Base Rent. Base Rent, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with lawsAdditional Rent, and all other amounts payable by Subtenant to Sublandlord hereunder are collectively referred to herein as “Rent.” In the event of a default in the payment of Additional Rent, Sublandlord shall have the same remedies as for a default in the payment of Base Rent. Subtenant acknowledges and agrees that it is intended that this is a net sublease that is completely carefree to Sublandlord; that Sublandlord is not responsible during the Sublease Term for any costs, fees, charges, expenses, reimbursements and obligations outlays of every kind and any nature whatsoever arising from or relating to the operation and use of the Subleased Premises, and/or or the Expansion Land (defined below) (whether use and occupancy thereof, or not Tenant has exercised the Expansion Land Option) which may arise contents thereof, or become due during the Term or by reason business carried on therein; and Subtenant shall pay all charges, expenses, costs, and outlays of events occurring during the Term of this Lease or which relate every nature and kind relating to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional RentSubleased Premises." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except as otherwise specifically provided in Section 7.1 In addition to Base Rent, Sublessee shall also pay directly to Master Lessor, with a copy to Sublessor, the entirety of this all other costs payable by Sublessor under the Master Lease, except for any costs for services, repairs or maintenance which are not made at the Basic Rent shall be net to Landlord so that this Lease shall yieldrequest or for the benefit of Sublessee ("ADDITIONAL RENT"). In addition, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that at all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring times during the Term of this Lease or which relate Sublease, Sublessor shall maintain direct contracts, in Sublessor's own name, with the relevant utility provider, for the provision of any utilities to 1. the Subleased Premises, including, without limitation, for utilities such as electricity, water and heating. Sublessor shall invoice Sublessee for the costs of the utilities provided under such contracts, and Sublessee shall pay to Sublessor such amounts as Additional Rent pursuant to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term terms of this LeaseSection 3.(b). Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoeverto Master Lessor, except for those payments that are expressly due to Sublessor hereunder, which shall be due at least five (5) business days prior to the date Sublessor must pay such amounts to Master Lessor. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Sublessee shall further pay to Sublessor as Additional Rent any costs and expenses applicable to the Subleased Premises which are paid directly by Sublessor, including, but not limited to, utilities, personal property taxes and real property taxes; provided, however, that Sublessee shall be paid have no obligation with respect to any of such costs which are incurred solely for the next installment benefit of Basic Rent falling dueSublessor. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Base Rent and Additional Rent are sometimes hereinafter collectively shall be referred to as "RentRENT." or "rentSublessee shall be entitled to, and benefit from, any rental abatement granted Sublessor under the Master Lease for whatever reason to the extent that such abatement relates to the Subleased Premises and the Term of this Sublease."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Base Rent shall be net to Landlord so that this Lease shall yield, absolutely net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and such that all charges payable by Tenant under this Lease for Property costs, charges, expenses, Taxes, insurance premiums, utility charges, cost of maintenance, repair and replacement expenses, all expenses relating to compliance with laws, the Premises and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating related to the operation Premises shall be paid by Tenant, and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions such costs and agreements payments to be performed, paid or observed made by Tenant hereunder shall be paid deemed, for the purposes of securing the collection thereof, to be additional rent due and owing hereunder (“Additional Rent”), and Landlord shall have the same rights and remedies upon Tenant’s failure to make such payments as for the nonpayment of the Base Rent. Without limiting the generality of the foregoing, during the Term Tenant covenants and agrees to pay without notice, demand, setoff, deduction, abatement or discharged by Tenantcounterclaim, at Tenant's sole cost and expense. Notwithstanding anything to without relief from valuation or appraisement laws, all Taxes, and the contrary, Tenant same shall not be responsible for any property management fees or earthquake insurance premiums constitute Additional Rent if initially paid by Landlord during on behalf of Tenant. (a) Should any governmental agency or political subdivision impose any taxes and/or assessments, whether or not now customary or within the Term contemplation of the Parties, either by way of substitution for Taxes presently levied and assessed against the Premises and MOB and any property of Tenant located on the Premises, or in addition thereto, other than Landlord’s personal income tax or any estate tax or inheritance tax, such taxes and/or assessments shall be deemed to constitute “Taxes” for the purpose of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling dueby Tenant. Rent for any partial month Taxes shall be prorated for the first and last Lease Year of the Term, and as to Taxes for the last Lease Year, whether or not such Taxes are imposed before or after such termination, and Tenant’s obligation to pay its prorated share thereof shall survive such termination. Tenant shall deliver to Landlord (i) not more than five (5) days after the due date of each Tax, copies of the invoice for such Tax and the check delivered for payment thereof; and (ii) not more than thirty (30) days after the due date of each Tax, a copy of the official receipt evidencing such payment or other proof of payment satisfactory to Landlord. (b) Notwithstanding Section 4.2(a), until the Premises are separately assessed for Taxes, Landlord shall pay all Taxes, including the Premises, and Tenant shall pay to Landlord its proportionate share of the Taxes in accordance with proportion of the area of the Premises bears to the total area assessed for purposes of Taxes, as reasonably determined by Landlord on the basis of information furnished by the number of days within such calendar month Governmental Authority responsible for real estate valuation and paid within ten assessment; provided, however, if the Premises are not separately assessed for Taxes but tax assessor’s work papers reflect a separate valuation for the improvements, then Tenant shall pay the taxes applicable to the improvements based on the information from the tax assessor’s work papers and the taxes attributable to the land shall be proportionately assessed as described above. Landlord agrees, at no expense or liability to Landlord, to reasonably cooperate with Tenant in connection with Tenant’s application to have the Premises separately assessed for real estate purposes. (10c) days Commencing with the first year the Premises are separately assessed for Taxes, Tenant may seek a reduction in the assessed valuation (for Tax purposes) of the later Premises, the MOB and any property of (a) invoice from Tenant located on the Premises, provided the same is done in good faith by and at Tenant’s sole cost and expense and in compliance with Section 11.8. No contest permitted hereunder, however, shall permit Tenant to defer payment of any such contested Taxes. Landlord may, at its option, pay the disputed amounts if Landlord determines in its sole judgment that payment is necessary to protect Landlord’s property. Provided there is not an Event of Default, Tenant shall be entitled to all refunds associated with Tenant’s successful prosecution of any such proceeding; provided, such refunds relate to periods of time during which Tenant is in possession of the Premises. All refunds related to periods of time other than during Tenant’s occupancy of the Premises shall belong to Landlord, or (b) the Commencement Dateif there is an existing Event of Default, any refund shall belong to Landlord. Basic Rent and Additional Rent are sometimes collectively If required by Applicable Law, Landlord shall join in any proceeding referred to in this Section; provided, however, Tenant shall pay, and shall indemnify and save Landlord harmless from, any and all costs and expenses associated with such proceedings. (d) If by law any Taxes are payable or, at the option of the taxpayer, may be paid in installments, Tenant may pay the same in installments at the time said installments become due and payable and in any event before any fine, penalty, interest or cost may be added thereto for the nonpayment of any such installment; provided, however, with respect to any Taxes, which are levied and assessed during the Term hereof, the foregoing shall not excuse Tenant from paying such installments thereof as "Rent" may become due and payable after the expiration of the Term, and Tenant’s obligation with respect to the payment thereof shall survive the expiration of this Lease. (e) Tenant, at its expense, shall prepare and file all tax returns and reports in respect of any Taxes as may be required by Governmental Authorities. In the event Governmental Authorities classify any property covered by this Lease as personal property, Tenant shall file all personal property tax returns in such jurisdictions where it may legally so file. (f) If an Event of Default occurs and while it remains uncured, Tenant shall, at Landlord’s election, deposit with Landlord on the first day of each month a sum equal to 1/12th of the Taxes assessed against the Premises for the preceding tax year, which sums shall be used by Landlord toward payment of such Taxes. Tenant, on demand, shall pay to Landlord any additional funds necessary to pay and discharge the obligations of Tenant pursuant to the provisions of this Section. The receipt by Landlord of the payment of such Taxes by and from Tenant shall only be as an accommodation to Tenant, the mortgagees, and the taxing authorities, and shall not be construed as rent or "rentincome to Landlord, Landlord serving, if at all, only as a conduit for delivery purposes; provided, however, if Tenant’s Leasehold Mortgagee requires an escrow for Taxes pursuant to a tax escrow or tax pledge agreement acceptable to Landlord and that Tenant makes monthly deposits equal to 1/12 of the Taxes, and agrees that all such deposits shall be used for Taxes, Landlord agrees that an escrow under this Section shall not be required." (g) Tenant shall also pay all taxes, assessments, charges, deposits, and bills for utilities, including without limitation charges for water, gas, oil, sanitary and storm sewer, electricity, telephone service, and trash collection, which may be charged against the occupant of the Premises during the Term.

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and All Additional Rent shall be due and payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis to Landlord in lawful money of the number United States, at Landlord’s address set forth in Item 1 of days within the Basic Lease Provisions or at such calendar month and paid other place as Landlord may from time to time designate, without abatement, deduction, claim or offset, within ten (10) days of receipt of Landlord’s invoice or statement for same, or, if this Lease provides another time for the later payment of (a) invoice from Landlord or (b) certain items of Additional Rent, then at such other time. Notwithstanding the Commencement Date. Basic Rent and foregoing, Additional Rent are sometimes collectively referred for Tenant's Share of Operating Expenses shall be payable on the first (1st) day of each calendar month of the Term, without abatement, deduction, claim or offset. Notwithstanding anything to the contrary contained herein and provided that Tenant faithfully performs all of the terms and conditions of this Lease, and no default by Tenant occurs hereunder beyond any applicable notice and cure period, Landlord hereby agrees that Tenant shall not be required to pay Tenant's Share of Operating Expenses during the Abatement Period. It is estimated that the total amount of Tenant's Share of Operating Expenses abated during the Abatement Period will be equal to $74,000.00. Except as "provided in the second paragraph of Section 4.1 above, during the Abatement Period, Tenant shall still be responsible for the payment of all of its other monetary obligations under this Lease including all Additional Rent" or "rent. In the event of a default by Tenant under the terms of this Lease that results in termination of this Lease in accordance with the provisions of Article XIX hereof, then as a part of the recovery set forth in Article XV of this Lease, Landlord shall be entitled to the immediate recovery, as of the day prior to such termination, of Tenant's Share of Operating Expenses that was abated under the provisions of this Section 4.2."

Additional Rent. Except (a) If after December 31, 2016, Operating Expenses (defined below) for the Project for any calendar year during the Lease Term exceed Base Operating Expenses (defined below), Tenant shall pay to Landlord as otherwise specifically additional rent (“Additional Rent”) an amount equal to Tenant’s Proportionate Share (defined below) of such excess in accordance with this Paragraph 3. If after December 31, 2016, Taxes (defined below) for the Project for any calendar year during the Lease Term exceed Base Taxes (defined below), Tenant shall pay to Landlord as Additional Rent an amount equal to Tenant’s Proportionate Share (defined below) of such excess in accordance with this Paragraph 3. Without limitation on other obligations of Landlord and Tenant which survive the expiration of the Lease Term, the obligations of Tenant to pay the Additional Rent provided for in Section 7.1 this Paragraph 3 attributable to the period of time prior to the Expiration Date or earlier termination of this Lease, the Basic and Landlord’s obligation to refund to Tenant any overpayments of such Additional Rent shall be net survive the expiration of the Lease Term; provided, however, that any such payments made by Tenant of any Additional Rent or any refund to Tenant by Landlord so that this Lease of any overpayments of such Additional Rent shall yield, net to not constitute a waiver by either Tenant or Landlord, as the Basic Rent payable under this Lease for each year case may be, of any amount that Tenant or Landlord (as the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating case may be) contend are in dispute to the operation and use of the Premises, and/or the Expansion Land (defined below) (extent that any such payments or refunds are made “under protest” whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expensedesignated as such concurrently with any such payment and/or refund. Notwithstanding anything herein to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with abated for the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis initial twelve (12) months of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentInitial Term."

Additional Rent. Except as otherwise specifically provided Any amount required to be paid by Tenant hereunder (in Section 7.1 addition to Base Rent) and any charges or expenses incurred by Landlord on behalf of this Lease, Tenant under the Basic Rent shall be net to Landlord so that terms of this Lease shall yieldbe considered “Additional Rent” payable in the same manner and upon the same terms and conditions as the Base Rent reserved hereunder, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything except as set forth herein to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Base Rent and Additional Rent are sometimes collectively collective referred to herein as "“Rent" ”. In addition to the Base Rent specified in this Lease, commencing as of the Rent Commencement Date, Tenant shall pay to Landlord as Additional Rent for the Demised Premises, in each full or "rentpartial Lease Year during the Term, an amount equal to the Operating Expenses for a particular Lease Year (the “Annual Operating Expense Adjustment”). Landlord and ▇▇▇▇▇▇ acknowledge and agree that so long as Tenant is leasing all of the rentable square footage of the Building, Tenant shall be responsible for 100% of the Operating Expenses incurred by Landlord, but that such amount shall be reduced proportionately in the event of any assignment or sublease permitted by this Lease or other reduction of the Demised Premises as may be agreed by Landlord or Tenant. As used herein “Operating Expenses” shall mean the amount of all of Landlord’s costs and expenses paid in connection with utilities (if any), taxes and governmental assessments payable pursuant to Section 21 below, trash removal service, drainage system expense, landscaping maintenance, management fees, professional service fees and expenses (including reasonable attorneys’ fees and accounting fees), parking area maintenance costs, insurance premiums for any insurance coverage requirements under this Lease, any and all assessments imposed by any Property Owners Association with jurisdiction over the Demised Premises, and any and all other costs and expenses attendant with the Landlord’s obligations with respect to the operation, maintenance and repair of the Demised Premises. Operating Expenses shall not include (i) replacement of or structural repairs to the roof structure or the exterior walls; (ii) repairs to the extent covered by insurance proceeds that are actually received by Landlord, or paid by Tenant or other third parties; (iii) alterations solely attributable to third parties other than Tenant; (iv) marketing expenses; (v) any cost or expense associated with compliance with any Laws if such condition existed prior to the Rent Commencement Date; (vi) amortization of principal or interest on account of any indebtedness; (vii) any legal expenses arising out of any misconduct or negligence of Landlord or any person for which Landlord is responsible or arising out of dealings between any principals constituting Landlord or arising .out of any leasing, sale or financing of the Building or the Land or any part of either of them. Within sixty (60) days after the end of Lease year, Landlord and ▇▇▇▇▇▇ agree to calculate the actual Operating Expense for the prior twelve month period, and if such calculation results in the Tenant having underpaid the actual Operating Expense for such period, within thirty (30) days after demand is made by Landlord, Tenant shall pay any deficiency. Additionally, Landlord shall estimate the Annual Operating Expense Adjustment annually, and written notice thereof shall be given to Tenant prior to the beginning of each calendar year. In no event may any such Annual Operating Expense Adjustment exceed, by more five percent (5%), the actual Operating Expenses for the immediately preceding Lease Year. Tenant shall pay to Landlord each month, at the same time the Base Rent is due, an amount equal to one-twelfth (1/12) of the estimated Annual Operating Expense Adjustment. If Landlord does not furnish any such Annual Operating Expense Adjustment subsequent to the commencement thereof, then until the first day of the second month following the month in which such estimate is furnished to Tenant, Tenant shall pay to Landlord on the first day of each month an amount equal to the monthly sum payable by Tenant to Landlord under this Section in respect of the last month of the preceding Lease Year, and after such estimate is furnished to Tenant, Landlord shall refund Tenant any overpayment or if there is a deficiency, Tenant shall pay any deficient amount to Landlord thirty (30) days after demand therefor."

Additional Rent. Except The Subtenant shall pay as otherwise specifically provided in Section 7.1 of this Lease, Additional Rent Subtenant’s pro-rata share (based on the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use Rentable Square Feet of the Premises, and/or ) of (i) the Expansion Land amount (defined belowif any) (whether or not Tenant has exercised the Expansion Land Option) by which may arise or become due Taxes for each Tax Year during the Term or term of this Sublease exceed the Taxes for annual fiscal year 2004, and (ii) the amount (if any) by reason of events occurring which Operating Expenses for any calendar year during the Term term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expenseSublease exceeds Operating Expenses for annual calendar year 2004. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and The Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless computed under this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month Section 5 shall be prorated on should the basis of the number of days within such calendar month and paid within ten (10) days of the later of Sublease commence or terminate before (a) invoice from Landlord the end of any Tax Year for that portion related to Taxes; or (b) the Commencement Dateend of any calendar year for that portion related to Operating Expenses. Basic Rent and The Subtenant shall pay to Sublandlord such Additional Rent within thirty (30) days after written notice from Sublandlord that it is due. Upon request of Sublandlord, Subtenant shall make monthly payments of Additional Rent on the first day of each month equal to one-twelfth (1/12) of the amount of such Additional Rent last paid by Subtenant or as reasonably projected by Sublandlord to be due from Subtenant, with a final accounting and payment for each tax and operating period to be made within thirty (30) days after written notice from Sublandlord of the exact amount of such Additional Rent. In the event Taxes on the Premises, based upon which Subtenant shall have paid Additional Rent, are sometimes collectively referred subsequently reduced or abated, Subtenant shall be entitled to as "Rent" receive a rebate of its pro-rata share of the amount abated, provided that the amount of the rebate allocable to Subtenant shall in no event exceed the amount of Additional Rent paid by Subtenant for such fiscal year on account of such real estate taxes under this Section 5, and further provided the rebate allocable to Subtenant shall be reduced by 30% of the cost of obtaining such reduction or "rentabatement. In addition, if Subtenant requests that any non-standard services provided by Prime Landlord to Subtenant or the Premises in accordance with Section 3.3 of the Prime Lease, Subtenant shall negotiate directly with Prime Landlord for all such non-standard services and billing procedures, and Subtenant shall pay Prime Landlord directly for all such non-standard services."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, For the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each calendar year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary1999, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by pay $1,655.71 per month to Landlord during the Term of this Leaseas Additional Rent. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be due and payable without previous demand therefor and without any right during each month of setoff or deduction whatsoever. All charges payable by Tenant other than Basic abated Base Rent, however denotedif any. Tenant covenants to pay without notice, are called "Additional Rent." Unless this Lease provides otherwisededuction, all set-off or abatement to Landlord the Additional Rent shall be paid with in lawful money of the next installment United States in equal consecutive monthly installments in advance on the first day of Basic Rent falling dueeach month during the Lease Term. Additional Rent for any partial month shall be prorated on a per diem basis. Additional Rent shall be payable to Landlord at Landlord's Address or such other place as Landlord may designate in writing. In order to provide for current payments of Additional Rent, Tenant agrees to pay an amount of Additional Rent reasonably estimated by Landlord from time to time commencing on the basis first day of the number month following the month in which Landlord notifies Tenant of the amount of such Additional Rent. If, as finally determined, at the close of books for the calendar year and within sixty (60) days within after the end of said calendar year, the amount of Additional Rent owing by Tenant shall be greater than or less than the aggregate of all installments so paid to Landlord for each calendar year, Tenant shall pay to Landlord the amount of such underpayment, or Landlord shall credit Tenant for the amount of such overpayment, as the case may be. It is the intention hereunder to estimate the amount of Additional Rent for each calendar month year and paid within ten (10) then to adjust such estimate in the following year based on the actual amount of Additional Rent owing. The obligation of Tenant with respect to the payment of Additional Rent shall survive the termination of this Lease with regard to Additional Rent attributable to any full and/or partial year immediately preceding the termination of this Lease for which the amount of any underpayment has not yet been calculated pursuant hereto. Any payment, refund or credit made pursuant to this paragraph shall be made without prejudice to any right of Tenant to dispute the amount of Additional Rent owing, or the right of Landlord to correct any items as billed pursuant to the provisions hereof. Within 30 days of the later date Landlord notifies Tenant of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and amount of Additional Rent are sometimes collectively referred owing, Tenant or its authorized agent at Tenant sole cost and expense shall have the right to as "Rent" or "rentinspect the books of Landlord during the business hours of Landlord at such location that Landlord may specify, for the purpose of verifying such amount. Unless Tenant asserts specific errors within such 30 days, such notification by Landlord shall be deemed to be correct. No decrease in Additional Rent shall reduce Tenant's liability hereunder below the amount of Base Rent payable hereunder."

Additional Rent. Except as otherwise specifically provided (a) All taxes, charges, premiums, costs and expenses which the Lessee is required to pay hereunder, together with all interest penalties that may accrue thereon in Section 7.1 the event of the Lessee's failure to pay such amounts and all damages, costs, and expenses which the Lessor may incur by reason of any default of the Lessee or failure on the Lessee's part to comply with the terms of this Leaselease, shall be deemed to be additional rent and, in the event of nonpayment by the Lessee, the Basic Rent Lessor shall be net to Landlord so that this Lease shall yield, net to Landlord, have all the Basic Rent payable under this Lease rights and remedies with respect thereto as the Lessor has for each year the nonpayment of the Term base rent. The Lessor upon receipt of this Lease and that any such bills, statements or charges shall deliver them promptly to the Lessee. (b) The Lessee shall pay as additional rent, before any fine, penalty, interest, or costs may be added thereto for the nonpayment thereof Lessee's proportionate share of all charges payable by Tenant under this Lease for Property Taxesreal estate taxes, fire fees, Foxcroft Condominium Office Building maintenance fees, assessments, Lessor Operating Costs, insurance premiums, utility and other governmental levies and charges, maintenancegeneral and special, repair ordinary and replacement expensesextraordinary, unforeseen as well as foreseen, of any kind, which are assessed or imposed against the Lessor and paid or payable with respect to or allocable to Foxcroft Condominium Office Building during the term of this lease. Any additional rent which shall become due and payable by Lessee to Lessor shall be payable, unless otherwise provided herein, with the next regularly due monthly installment of base rent. Lessees proportionate share of all such expenses relating that are to compliance with lawsbe paid by the Lessee as additional rent shall be computed by multiplying the amount of all such Lessor expenses by a fraction, the numerator of which shall be Lessee's leased floor area and all other coststhe denominator of which shall be Lessor's aggregate amount of owned square feet of leasable floor area in Foxcroft Condominium Office Building. (c) Nothing contained in this lease shall require the Lessee to pay any franchise, feescorporate, chargesstate, expensesinheritance, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use succession, capital levy, or transfer tax of the PremisesLessor or any income, and/or profits, or revenue tax, or any other tax, assessment, charge or levy upon the Expansion Land rent payable by the Lessee under this lease. (defined belowd) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant In each lease year Lessee will pay Lessor, as additional rent, Lessee's proportionate share of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder of Lessor's Operating Costs as herein set forth. Such Operating Costs shall be paid or discharged by Tenant, at Tenant's sole cost and expenseLessee within thirty (30) days after receipt of any invoice therefor from Lessor. Notwithstanding anything Failure of Lessor to the contrary, Tenant provide such statement within a reasonable time shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term relieve Lessee of this Leaseits obligations hereunder. Except as otherwise provided in Section 7.1 or 14.9 of this LeaseAt Lessor's option, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent Operating Costs shall be paid with by Lessee in monthly installments in such amounts as are estimated and billed by Lessor at the next beginning of each twelve (12) month period commencing and ending on dates designated by Lessor, each installment being due on the first day of Basic Rent falling dueeach calendar month. Rent for At any partial time during each twelve (12) month period, Lessor may re-estimate Lessee's Operating Costs and adjust Lessee's monthly installments payable thereafter during such twelve (12) month period to reflect more accurately Lessor's Operating Costs. Within one hundred twenty (120) days (or such additional time thereafter as is reasonable under the circumstances), after the end of such twelve (12) month period, the monthly installments paid or payable shall be prorated on adjusted between Lessor and Lessee in accordance with Lessor's Operating Costs, and Lessee shall pay Lessor or Lessor shall credit Lessee's account or (if such adjustment is at the basis end of the number of days term) pay Lessee, as the case may be, within such calendar month and paid within ten thirty (1030) days of receipt of a statement from Lessor to Lessee, such amounts as may be necessary to effect adjustment to the later agreed share, Failure of (a) invoice from Landlord or (b) Lessor to provide such statement within the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "renttime prescribed shall not relieve Lessee of its obligations hereunder."

Additional Rent. Except Tenant shall pay, as otherwise specifically provided additional Rent (“Additional Rent”), prorated for that part of the Lease Term within the applicable calendar year, Tenant’s Percentage Share (“Tenant’s Percentage Share”), as hereafter defined, of the total amount of (i) the annual operating expenses (“Operating Expenses”), as hereafter defined and (ii) the annual Taxes (as defined below), for the Building. For all years during the Lease Term, Landlord shall, in Section 7.1 of this Leaseadvance, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease reasonably estimate for each such calendar year the total amount of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use Additional Rent. One-twelfth (1/12) of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and estimated Additional Rent (plus all applicable taxes due and payable on Rent, now existing or hereafter enacted) shall be payable without monthly, along with the monthly payment of the Base Rent. Landlord shall use its commercially reasonable efforts to make such estimate on or before January 1 of each calendar year. On or before April 30 following a year for which Additional Rent is payable hereunder, Landlord shall use its commercially reasonable efforts to provide Tenant with the amount of the actual Additional Rent for the previous demand therefor year, and without a reasonable breakdown of the items included therein, together with an invoice for any right underpayments of setoff Additional Rent (to be paid within thirty (30) days following receipt of such invoice, or deduction whatsoever. All charges payable by Tenant other than Basic to be included with the next monthly payment of Rent, however denotedwhichever shall first occur) or credit Tenant’s account or deliver a check to Tenant, are called "in Landlord’s sole discretion, to reimburse Tenant for any overpayment of Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except Sublessee agrees to pay to Sublessor upon demand therefor, as otherwise specifically provided additional rent, Sublessee's pro rata share of any Excess Real Estate Taxes and Excess Operating Expenses, as these terms are defined in Section 7.1 of this Lease, the Basic Rent Master Lease and as modified below. Sublessee's prorated amount shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated determined on the basis of the number of days within such calendar month and paid within ten (10) days size of the later Subleased Premises. The Parties hereby agree that Sublessee's pro rata share of any Excess Real Estate Taxes and Excess Operating Expenses shall be deemed to be percent (a19.4%). Notwithstanding anything in the Master Lease to the contrary, and notwithstanding Master Lease Section 5.1 in particular, Operating Expenses shall include all electricity, gas, steam, water, sewer and other utility charges, none of which shall be charged directly to Sublessee. Notwithstanding anything in Master Lease Section 2.2 to the contrary, the base year for the purpose of calculating Excess Real Estate Taxes shall be the calendar Year 2000. The base period for calculating Excess Operating Expenses in any Sublease Year shall be the sum of the Operating Expenses, including utilities as noted above, incurred during the first twelve (12) invoice from Landlord or (b) months after the Sublease Commencement Date. Basic Notwithstanding anything in the Master Lease to the contrary, and notwithstanding master Lease Section 9.1 in particular, this Section 7 sets forth the entire financial obligation of Sublessee beyond Base Rent, it being the intent of the Parties that this is a fully serviced Sublease. Sublessee shall pay Base Rent and Additional Rent are sometimes collectively referred to as "Rent" without demand or "rentsetoff."

Additional Rent. Except (a) Tenant shall pay and discharge, as otherwise additional rent (collectively, "Additional Rent"): (i) all costs and expenses of Landlord and any other Persons specifically provided referenced herein which are incurred in Section 7.1 connection or associated with (A) the use, non-use, occupancy, possession, operation, condition, design, construction, maintenance, alteration, repair or restoration of any of the Leased Premises, (B) the prosecution, defense or settlement of any litigation involving or arising from any of the Leased Premises or this Lease, (C) Costs of Landlord's counsel and reasonable internal Costs of Landlord incurred in connection with any act undertaken by Landlord (or its counsel if counsel is customarily required in Germany for such matter) at the written request of Tenant, or any act of Landlord performed on behalf of Tenant following an Event of Default, including compliance with applicable Law, (D) all costs and fees associated with the wire transfers of Rent payments, (E) Costs of Landlord incurred in connection with the collection, payment and refunds of VAT, if any, (F) all Ground Lease Basic Rent shall be net to Landlord so that this Lease shall yieldRent, net to Landlord, the Basic Rent additional rent and other charges payable under this Lease for each year by or on behalf of the Term lessee under the terms of this Lease the Ground Lease, and that all charges payable (G) any other items specifically required to be paid by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, Lease; (ii) after the date all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations or any portion of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling is due and not paid by the applicable Basic Rent Payment Date and after the date all or any portion of any installment of Ground Lease Basic Rent is due and not paid, an amount (the "Late Charge") equal to three percent ( 3%) of the amount of such unpaid installment or portion thereof to reimburse Landlord for its cost and inconvenience incurred as a result of Tenant's delinquency provided, however, that with respect to the first late payment of all or any portion of any installment of Basic Rent in any Lease Year, the Late Charge shall not be due and payable unless the Basic Rent has not been paid within five (5) business days' following the due date thereof; (iii) 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 or Ground Lease Basic Rent from the respective due dates thereof, (B) all overdue amounts of Additional Rent relating to obligations which Landlord shall have paid on behalf of Tenant, from the date of payment thereof by Landlord, and (C) all other overdue amounts of Additional Rent, from the date when any such amount becomes overdue. (b) Tenant shall pay and discharge (i) any Additional Rent referred to in Paragraph 7(a)(i) when the same shall become due. Rent for , provided that amounts which are billed to Landlord or any partial month third party, but not to Tenant, shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of Business Days after Landlord's demand for payment thereof, and (ii) any other Additional Rent, within ten (10) Business Days after Landlord's demand for payment thereof. (c) To the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and extent that any Additional Rent are sometimes collectively referred is subject to as "Rent" VAT under any applicable VAT provision, Tenant shall pay such VAT imposed on the Additional Rent amount at the applicable rate. (d) In no event shall amounts payable under Paragraph 7(a)(ii) and (iii) or "rentelsewhere in this Lease exceed the maximum amount permitted by applicable Law."

Additional Rent. Except Commencing on the Lease Commencement Date (as otherwise specifically provided determined pursuant to Paragraph 2.3 above) and continuing throughout the Lease Term, in Section 7.1 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 the following amounts: (a) An amount equal to all Property Operating Expenses (as defined in Article 13) incurred or to be incurred by Landlord. Landlord shall 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 equal monthly installments during such year with the installments of Base Monthly Rent. Landlord reserves the right to revise such estimate from time to time. (b) Landlord’s share of the consideration received by Tenant upon certain assignments and sublettings as required by Article 7. (c) Any legal fees and costs that Tenant is obligated to pay or reimburse to Landlord pursuant to Article 13; and Building E (d) Any other charges or reimbursements due Landlord from Tenant pursuant to the terms of this Lease. Notwithstanding the foregoing, at any time that both (i) the Basic Rent Property consists of one or more separate legal parcels on which the Building (but none of the Other Buildings) are located, and (ii) Tenant leases all of the rentable square footage in the Building, 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 be net make such payments and deliver satisfactory evidence of payment to Landlord so that this Lease no later than thirty (30) days before such Real Property Taxes become delinquent. In the event Tenant is responsible to pay taxes directly, Landlord shall yieldhave no obligation to make such payments, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason Landlord receives evidence of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by payment from Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not in all cases be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Leasefines, all payments of Basic Rent penalties, interest and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rentdamages for late payment." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except as otherwise specifically provided in Section 7.1 (a) During the term of this the Lease, Tenant shall pay all general and special real and personal property taxes and assessments relating to the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, Premises or Tenant's personal property located on or used in connection with the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expensesPremises, all expenses relating to compliance with lawspremiums for insurance maintained on the Premises by Landlord, and all dues and assessments levied or charged against the Premises or its owner by Northgate Business Properties or pursuant to any covenants, which shall be Additional Rent payable to 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) Estimated assessments by Northgate Business Properties or pursuant to other costscovenants for the new Lease year; (v) Estimates for any other costs Landlord is entitled to as Additional Rent; and (vi) The Additional Rent Deposit due monthly in the then current Lease year, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating including the amount or revised amount due for months prior to the operation and use rendition of the Premisesstatement. (b) Tenant shall pay to Landlord within thirty (30) days after receipt of such statement any amounts for Additional Rent then due in accordance with Landlord's Statement. Any amounts due from Landlord to Tenant pursuant to this Section shall be credited to the Additional Rent Deposit next coming due, and/or the Expansion Land (defined below) (whether or not refunded to Tenant has exercised the Expansion Land Option) which may arise or become due during 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 events occurring during this Section. Landlord's failure to deliver Landlord's Statement or in computing the Term amount of this Lease or which relate the Additional Rent shall not constitute a waiver by Landlord of its right to the performance by Tenant deliver such items nor constitute a release of all the terms, covenants, conditions and agreements Tenant's obligations to be performed, paid or observed by Tenant hereunder pay such amounts. The Additional Rent Deposit shall be paid credited against Additional Rent due for the applicable Lease year. During the last complete calendar year or discharged by Tenantduring any partial calendar year in which the Lease terminates, at Tenant's sole cost and expense. Notwithstanding anything to Landlord may include in the contrary, Tenant shall Additional Rent Deposit its estimate of Additional Rent that may not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during finally determined until after the Term termination of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Tenants's obligation to pay Additional Rent (and Landlord'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, for a period of one hundred fifty (150) days following the date upon which Landlord's Statement is delivered to Tenant, to examine the Landlord's books and records with respect to the items in Landlord's Statement during normal business hours, upon written notice, delivered at least three (3) business days in advance. If Tenant does not object in writing to Landlord's Statement within one year of Tenant's receipt thereof, specifying the nature of the item in dispute and the reasons therefor, then Landlord's Statement shall be payable without previous demand therefor considered final and without accepted by Tenant. Landlord shall promptly repay Tenant for any right of setoff overpayments which Tenant or deduction whatsoever. All charges payable its auditors identify, together with interest thereon at the Interest Rate from the date paid by Tenant other than Basic Rent, however denoted, are called "Additional Rentuntil refunded in full." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except (a) Tenant shall pay and discharge, as additional rent (collectively, “Additional Rent”): (i) except as otherwise specifically provided herein (including, without limitation, Paragraphs 20 and 31), all costs and expenses of Tenant which are incurred in Section 7.1 of this Leaseconnection or associated with (A) the use, the Basic Rent shall be net to Landlord so that this Lease shall yieldnon-use, net to Landlordoccupancy, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxesmonitoring, insurance premiumspossession, utility chargesoperation, condition, design, construction, maintenance, alteration, repair and replacement expenses, all expenses relating to compliance with lawsor restoration of any of the Leased Premises, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined belowB) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by any of Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of ’s obligations under this Lease. Except as otherwise provided in Section 7.1 ; (ii) after the date all or 14.9 any portion of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. is due and not paid by the applicable Basic Rent for any partial month shall be prorated on the basis Payment Date, an amount equal to four percent (4%) of the number amount of days within such calendar unpaid installment or portion thereof; provided, however, that with respect to the first late payment in any twelve (12) month period of all or any portion of any installment of Basic Rent in any Lease Year, the Late Charge shall not be due and payable unless the Basic Rent has not been paid within ten (10) days days’ following the due date thereof; (iii) a sum equal to any additional sums (including any late charge, default penalties, 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 later rate (the “Default Rate”) of three percent (3%) over the Prime Rate per annum on the following sums until paid in full: (A) all overdue installments of Basic Rent from and after the expiration of any applicable notice and cure period under Paragraph 22(b) of this Lease, (B) all overdue amounts of Additional Rent relating to obligations which Landlord shall have paid on behalf of Tenant, from the date of payment thereof by Landlord, and (C) all other overdue amounts of Additional Rent, from and after the expiration of any applicable notice and cure period under Paragraph 22(b) of this Lease. (b) Tenant shall pay and discharge any Additional Rent referred to in Paragraph 7(a)(i) when the same shall become due. (c) In no event shall amounts payable under Paragraph 7(a)(ii), (iii) and (iv) exceed the maximum amount permitted by applicable Law. In addition, Tenant and Landlord acknowledge and agree that the amounts due or to become due under Paragraph 7 (a) invoice from (ii), (iii) and (iv) have been specifically negotiated by the parties hereto and represent that such amounts represent the parties’ best estimate of actual losses, costs and expenses to be suffered by Landlord or (b) under the Commencement Date. Basic Rent circumstances meriting the application of such provisions and Additional Rent are sometimes collectively referred to as "Rent" or "rentdo not constitute a penalty."

Additional Rent. Except 4.1. From and after the Commencement Date, Tenant shall pay, as otherwise specifically provided Additional Rent, all amounts payable by Landlord or Tenant on account of real estate taxes, assessments and any other charges ("TAXES") in Section 7.1 respect of this Leasethe Land and/or the Premises. Tenant shall pay all such Taxes as and when due, the Basic Rent and shall be net to Landlord so that this Lease shall yieldexhibit, net and deliver to Landlord, the Basic Rent payable under this Lease for each year photostatic copies of the Term of this Lease receipted bills or other evidence satisfactory to Landlord showing such payment promptly after such receipts shall have been received by Tenant, but in any event prior to the Delinquency Date (as hereinafter defined). If the bills, statements, invoices or other demands for payment (collectively, "STATEMENTS") for Taxes due and that all charges payable by Tenant under this Lease for Property Taxeshereunder are delivered to Landlord rather than Tenant, insurance premiumsLandlord shall deliver any such Statement to Tenant promptly upon receipt by Landlord, utility chargesbut in any event not less than ten (10) days, maintenance, repair and replacement expenses, all expenses or such shorter period of time if such Statement is not received by Landlord within ten (10) days prior to the date on which Taxes relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to such Statement become delinquent (the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense"DELINQUENCY DATE"). Notwithstanding anything in this Article 4 otherwise provided, if such Statements are delivered by the taxing authority to Landlord (and not also to Tenant) and not forwarded by Landlord to Tenant as provided in the contraryimmediately preceding sentence, then Tenant's obligation to pay Taxes hereunder shall not arise until such Statements are delivered to Tenant. Landlord and Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord cooperate to cause the taxing authority imposing Taxes to deliver such Statements directly to Tenant during the Term of this Lease. Except Tenant's obligation to pay Taxes shall include the payment of any fines, fees, penalties or other amounts imposed by the taxing authority for the late or non payment of Taxes to the extent that same were not imposed solely upon Tenant's failure to timely pay Taxes resulting solely from, Landlord's failure to timely deliver to Tenant any Statements as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Renthereinabove provided." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property a. Real Estate Taxes, insurance premiumsExpenses. Commencing on the Commencement Date, utility chargesReliant shall pay to Mercury, maintenance, repair and replacement expensesas additional rent (“Additional Rent”), all expenses relating Additional Charges (as defined in the Prime Lease), including but not limited to compliance with lawsReal Estate Taxes, Expenses, and all other costs, fees, charges, expenses, reimbursements such amounts payable by Mercury under the Sublease and obligations of every kind and nature whatsoever relating allocable to the operation Subleased Premises (excluding Specific Default Charges). As used herein, “Specific Default Charges” shall mean, to the extent not caused in whole or in part by Reliant’s default hereunder, any amounts resulting solely from a default by Mercury under the Sublease and use identified in a notice of default delivered by Master Sublandlord to Mercury, which amounts may include, without limitation, any late fees or interest payable by Mercury pursuant to Section 4(e) of the PremisesPrime Lease. Without limiting the generality of the foregoing, and/or Reliant shall pay to Mercury, as Additional Rent, all charges for (1) alterations (excluding charges for alterations made by Mercury prior to the Expansion Land date hereof), (ii) all amounts payable to by Reliant pursuant to Section 2(c) of the Workletter, and (iii) any additional services provided to the Subleased Premises or otherwise in connection wit the Prime Lease, including, without limitation, charges and fees for after-hours heating and air conditioning services, if any. Mercury shall provide Reliant with copies of all relevant statements and bills received by Mercury pursuant to the applicable provisions of the Prime Lease and Sublease. Reliant shall pay one-twelfth of the annual Expenses and Real Property Taxes, as defined below) (whether or and estimated pursuant to Article 4 of the Prime Lease, respect to the Subleased Premises and Sublease Term not Tenant has exercised later than the Expansion Land Option) which may arise or become due first day of each month during the Term or by reason until the Rent Commencement Date and, thereafter, to Mercury together with each monthly payment of events occurring during Base Rent, subject to annual reconciliation in accordance with Section 4(c)(3) of the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expensePrime Lease. Notwithstanding anything the foregoing, if the Prime Lease requires Mercury to the contrarypay Expenses or Real Estate Taxes other than on a monthly basis based on estimates of such costs, Tenant Reliant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all make payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right each element of setoff Expenses or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated Real Estate Taxes on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (ai) invoice from Landlord two (2) business days prior to the date on which Mercury in obligated to pay the applicable sum under the Prime Lease (only if the applicable element of Expenses and/or Real Estate Taxes is payable by Mercury under the Prim Lease), or (bii) twenty (20) business days after receipt of a statement from Mercury setting forth the Commencement Dateamount of Real Estate Taxes and/or Expenses due. Basic Rent and Reliant shall pay all other Additional Rent are sometimes collectively referred within twenty (20) business days after receipt of an invoice therefore from Mercury. Reliant’s obligation to as "Rent" pay Additional Rent shall survive the expiration or "rentearlier termination of this Sub-Sublease with respect to the Subleased Premises and Sublease Term."

Additional Rent. Except as Each and every payment and expenditure, other than Annual Fixed Rent, shall be deemed to be Additional Rent or additional rent hereunder, whether or not the provisions requiring payment of such amounts specifically so state, and shall be payable, unless otherwise specifically provided in Section 7.1 this Lease, within ten (10) days after written demand by Landlord, and in the case of the non-payment of any such amount, Landlord shall have, in addition to all of its other rights and remedies, all the rights and remedies available to Landlord hereunder or by law in the case of non-payment of Annual Fixed Rent. Unless expressly otherwise provided in this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease performance and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance observance by Tenant of all the terms, covenants, covenants and conditions and agreements of this Lease to be performed, paid or performed and observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's ’s sole cost and expense. If Tenant has not objected to any statement of Additional Rent which is rendered by Landlord to Tenant within ninety (90) days after Landlord has rendered the same to Tenant, then the same shall be deemed to be a final account between Landlord and Tenant not subject to any further dispute. In the event that Tenant shall seek Landlord’s consent or approval under this Lease (except in connection with Tenant’s Work, which shall be governed by Exhibit B-1), then Tenant shall reimburse Landlord, upon demand, as Additional Rent, for all reasonable costs and expenses, including legal and architectural costs and expenses, incurred by Landlord in processing such request, whether or not such consent or approval shall be given. Notwithstanding anything in this Lease to the contrary, Tenant shall not if Landlord or any affiliate of Landlord has elected to qualify as a real estate investment trust (“REIT”), any service required or permitted to be responsible for any property management fees or earthquake insurance premiums paid performed by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of pursuant to this Lease, all payments the charge or cost of Basic Rent and which may be treated as impermissible tenant service income under the laws governing a REIT, may be performed by a taxable REIT subsidiary that is affiliated with either Landlord or Landlord’s property manager, an independent contractor of Landlord or Landlord’s property manager (the “Service Provider”). If Tenant is subject to a charge under this Lease for any such service, then, at Landlord’s direction, Tenant will pay such charge either to Landlord for further payment to the Service Provider or directly to the Service Provider, and, in either case, (i) Landlord will credit such payment against Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by due from Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless under this Lease provides otherwisefor such service, all Additional Rent shall be paid with and (ii) such payment to the next installment Service Provider will not relieve Landlord from any obligation under the Lease concerning the provisions of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentservice."

Additional Rent. Except In addition to the Basic Rent, Subtenant covenants and agrees to pay to Sublandlord as otherwise specifically provided additional rent (the "Additional Rent"), in Section 7.1 addition to and in the same manner as the Basic Rent, the following: (i) beginning on the Sublease Commencement Date and monthly thereafter throughout the Sublease Term, Operating Expenses and Real Property Taxes in accordance with the terms of this Article 5 of the Master Lease, provided that for purposes of such calculation (a) the Basic Rent rentable square footage of the Subleased Premises shall be net used, (b) Subtenant shall only be obligated to pay for increases in Operating Expenses and Real Property Taxes over the Operating Expenses and Real Property Taxes applicable to the calendar year 2000 (the "Base Year"), (c) "Subtenant's Share," as that term is defined hereinbelow, of actual, annual calculations of Operating Expenses and Real Property Taxes made by Landlord (including those with respect to the Base Year), as evidenced by the statements delivered by Landlord pursuant to Section 5.3 of the Master Lease, setting forth the amounts payable by Sublandlord to Landlord so under the Master Lease, copies of which statements shall be delivered by Sublandlord to Subtenant, and (d) Subtenant's Share of Operating Expense and Real Property Tax estimates made by Landlord pursuant to Section 5.3 of the Master Lease, provided that this Lease Subtenant shall yieldonly be obligated to pay Subtenant's Share of the such estimates to the extent they exceed the Operating Expenses and Real Property Taxes applicable to the Base Year; (ii) within five (5) business days after delivery to Subtenant of a notice of Additional Rent due, net to Landlordwhich notice shall include a copy of the applicable ▇▇▇▇ or escalation statement or other evidence, if any, that Additional Rent is due, the Basic Rent payable under this Lease for each year amount of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, any and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating charges or expenses (other than Basic Rent payable by Sublandlord under the Master Lease) attributable to the operation and use Subleased Premises payable by Sublandlord to Landlord pursuant to the provisions of the PremisesMaster Lease; (iii) commencing on the Sublease Commencement Date and monthly thereafter throughout the Sublease Term, and/or the Expansion Land (defined below) (whether or not Tenant has exercised rent for the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate parking passes provided to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except Subtenant as otherwise provided in Section 7.1 4 hereof; and (iv) from time to time as may be applicable, the amount of any other costs, charges or 14.9 of this expenses billed to Sublandlord by Landlord for reimbursement to Landlord pursuant to the Master Lease for special construction services or other special services to the extent such items have been specifically requested by Subtenant in a written notice to Landlord, such amounts being due from Subtenant to Sublandlord at least five (5) business days before such amounts are due to Landlord pursuant to the Master Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other but in no event more than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) business days of after Sublandlord delivers to Subtenant the later of (a) invoice applicable statement or ▇▇▇▇ from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentLandlord."

Additional Rent. Except Sublessee shall pay as otherwise specifically provided in Section 7.1 of additional rent (“Additional Rent”), within twenty (20) days after demand therefor, all sums or other charges required to be paid by Sublessee under this Sublease. During the Term, Sublessee shall pay to Sublessor all sums or other charges required to be paid by Sublessor, as tenant, to Master Lessor under the Master Lease, the Basic Rent shall be net to Landlord so that this Lease shall yieldincluding without limitation, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that (a) all charges payable by Tenant under this Lease for Real Property Taxes, insurance premiumspremiums and common area expenses required to be paid to Master Lessor thereunder (collectively, utility charges“Operating Expense Payments”, maintenance, repair and replacement expenses, all which shall include expenses relating to compliance with lawsthe Parking Areas and Outdoor Areas, as such terms are defined below), (b) all “Additional Rent” (as defined in the Master Lease) due from Sublessor, as tenant, to Master Lessor under Paragraphs 4.D.(a) and (b) of the Master Lease, and all other costs(c) the management fee charged by Master Lessor to Sublessor under the Master Lease, feesbut expressly excluding (i) any “Basic Rent” due from Sublessor, as tenant, to Master Lessor under the Master Lease, and (ii) any late charges, expensesdefault interest and other penalties due from Sublessor, reimbursements and as tenant, to Master Lessor under the Master Lease provided the same are not caused by the default or breach of any of Sublessee’s obligations of every kind and nature whatsoever relating contained in this Sublease. Sublessor shall not charge Subtenant a management fee with regard to the operation and use Building, other than the management fees charged by Master Lessor under the Master Lease. Notwithstanding the foregoing, Sublessee’s obligation to pay Operating Expense Payments for the Subleased Premises shall be tolled until the earlier of (x) such time as twenty-five (25) or more employees of Sublessee occupy any portion of the PremisesBuilding, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (by) the Commencement Date. Basic Moreover, Sublessee agrees to pay its proportionate share of any costs and expenses incurred by Sublessor for (A) any insurance obtained by Sublessor pursuant to Section 55 of the Master Lease, (B) repair or maintenance of the central courtyard, and (C) repair, maintenance, replacement or new construction of improvements in such central courtyard, within twenty (20) days after written demand therefor (which written demand shall contain documentation in reasonable detail evidencing the costs and expenses incurred by Sublessor); provided, however, that Sublessee shall have no obligation to reimburse Sublesssor for any (aa) replacement of an existing improvement in the central courtyard, or (bb) construction or installation of any new improvement in the central courtyard, if Sublessor had not first obtained Sublessee’s written approval thereof, which approval shall not be unreasonably withheld, conditioned or delayed by Sublessee. Sublessor shall have the same remedies for a default in the payment of Additional Rent as for a default in the payment of Base Rent. Base Rent and Additional Rent are hereinafter sometimes collectively referred to collectively as "“Rent" or "rent."”

Additional Rent. Except Commencing on the Lease Commencement Date (as otherwise specifically provided determined pursuant to Paragraph 2.3 above) and continuing throughout the Lease Term, in Section 7.1 of this Leaseaddition to the Base Monthly Rent and to the extent not required by Landlord to be contracted for and paid directly by Tenant, the Basic Rent Tenant shall be net pay to Landlord so that this Lease as additional rent (the “Additional Rent”), cash or other immediately available good funds in the following amounts: (a) An amount equal to all Property Operating Expenses (as defined in Article 13) incurred or to be incurred by Landlord. Landlord shall yield, net deliver to Tenant Landlord, the Basic Rent payable under this Lease for each year ’s reasonable estimate of the Term of this Lease and that all charges payable by Tenant under this Lease for any given expense (such as Landlord’s Insurance Costs or Real Property Taxes), insurance premiums, utility charges, maintenance, repair and replacement or group of expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall it anticipates will be paid or discharged incurred for the ensuing calendar or fiscal year, as Landlord may determine, and Tenant shall pay to Landlord an amount equal to Tenant’s Building Share or Tenant’s Project Share, as applicable, of the estimated amount of such expenses for such year in equal monthly installments during such year with the installments of Base Monthly Rent. Landlord reserves the right to revise such estimate from time to time but not more than once during the applicable year and, in any event shall provide Tenant with at least one (1) month advance notice of such adjusted estimates taking effect. (b) Landlord’s share of the consideration received by Tenant, at Tenant's sole cost Tenant upon certain assignments and expense. Notwithstanding anything sublettings as required by Article 7. (c) Any legal fees and costs that Tenant is obligated to pay or reimburse to Landlord pursuant to Article 13; and Building C (d) Any other charges or reimbursements due Landlord from Tenant pursuant to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term terms of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this LeaseNotwithstanding the foregoing, at any time that Tenant leases all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number rentable square footage in the Building, 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 days within such calendar month and paid within payment to Landlord no later than ten (10) days before such Real Property Taxes become delinquent. In the event Tenant is responsible to pay taxes directly, Landlord shall have no obligation to make such payments, whether or not Landlord receives evidence of the later of (a) invoice payment from Landlord or (b) the Commencement Date. Basic Rent Tenant, and Additional Rent are sometimes collectively referred to as "Rent" or "rentTenant shall in all cases be responsible for any fines, penalties, interest and damages for late payment."

Additional Rent. Except Sublessee shall pay to Sublessor, as otherwise specifically provided in Section 7.1 additional rent, 65.60% of all amounts payable by Sublessor to Underlying Landlord pursuant to Article 3 of the Underlying Lease, which are applicable to the term of this Lease, Sublease. For purposes of determining the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges amounts payable by Tenant under Sublessee pursuant to this Lease Paragraph 4: Base Operating Factor shall mean the Operating Expenses for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with lawsthe 2004 Operating Year, and all other costsBase Tax Factor shall mean the fiscal tax year beginning on July 1, fees2004 and ending June 30, charges, expenses, reimbursements and obligations 2005. Payment of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become amounts due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost made in the manner and expense. Notwithstanding anything five (5) days before each such date as Sublessor shall be required to pay its corresponding share of such additional rent pursuant to the contraryUnderlying Lease. Payments for the first and last years of the term of this Sublease shall be equitably prorated. Promptly after receipt by Sublessor of any real estate tax statement from the Underlying Landlord or of any ▇▇▇▇ or statement from the Underlying Landlord in respect of which Sublessee shall, Tenant pursuant to the terms of this Paragraph 4, be required to pay additional rent, Sublessor shall not be responsible for deliver a comparable statement to Sublessee, together with copies of the statements received by Sublessor from Underlying Landlord, setting forth the amount of additional rent payable by Sublessee hereunder. If Sublessor shall receive a refund of any property management fees amounts from Underlying Landlord pursuant to the terms of the Underlying Lease, Sublessor shall promptly notify Sublessee and shall, promptly after receipt thereof, refund to Sublessee the portion thereof, if any, constituting fixed rent or earthquake insurance premiums additional rent which shall have been paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional RentSublessee hereunder." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except House Corporation shall also pay to Vanderbilt upon demand, as otherwise specifically provided in Section 7.1 additional rent ("Additional Rent"), the full amount of any sales, use or personalty taxes that may be levied upon the Premises or assessed against Vanderbilt on account of this Lease. Real property ad valorem taxes shall not be included in Additional Rent and shall be paid by Vanderbilt. The parties agree that the Rent payable by the Fraternity hereunder shall be received by Vanderbilt net of any tax payable to any governmental authority. In this regard, it is further understood and agreed that Vanderbilt is a non-profit corporation exempt from Federal income taxes and the Rent is based on the assumption that the amount paid as Rent is not subject to Federal or State income taxes. If the Rent is later determined to be subject to Federal or State income taxes, the Basic Rent shall be net increased by the amount Vanderbilt is required to Landlord so that pay in such income taxes. House Corporation shall also pay as Additional Rent all reasonable and verified charges assessed by Vanderbilt for repair of damage in excess of normal wear and tear to be determined in Vanderbilt's sole discretion. House Corporation shall also pay any special governmental assessments or other direct costs and expenses not contemplated by the parties as included in the Rent for the operation of the Premises and the repair, replacement and maintenance necessary to keep the Premises in good order, condition and repair, except as otherwise provided for by this Lease Lease. The cost of any and all capital expenditures, such as the replacement of the roof or HVAC system, but not maintenance or repair, shall yieldbe the responsibility of the House Corporation, net and shall be deemed to Landlordbe Additional Rent. Notwithstanding the foregoing paragraph, the Basic Rent payable under this Lease for each year parties are aware that as of the Term execution of this Lease and that all charges payable by Tenant under this Lease for Property Taxesthe roof currently is in need of replacement. Vanderbilt agrees to perform, insurance premiums, utility charges, maintenance, repair and replacement expensesat its sole cost, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations currently required replacement of every kind and nature whatsoever relating and/or repairs to the operation and use roof within six (6) months following execution of this Lease. House Corporation agrees that it shall be responsible for the cost of any subsequent required replacement of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due roof during the Term or by reason of events occurring during the Term term of this Lease or which relate any renewals hereof. Vanderbilt shall be entitled to estimate the performance by Tenant total amount of all the terms, covenants, conditions and agreements Additional Rent to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord House Corporation during each Lease Year and, upon notice to House Corporation of such estimate, to assess Fraternity members' charges for such estimate pursuant to Section 2. To the Term extent that such estimate is not sufficient, House Corporation shall reimburse Vanderbilt within 30 days after Vanderbilt has provided House Corporation with notice of this Leasesuch deficiency. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, If Fraternity members and/or House Corporation fail to pay any and all payments of Basic Rent and Additional Rent when due, Vanderbilt shall be payable without previous demand therefor entitled to all remedies hereunder in the same manner and without to the same extent as in the case of any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rentdefault hereunder." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except as Unless otherwise specifically provided stated in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable any charge under this Lease for each year of the Term of this Lease and that all charges other amounts payable by Tenant to Landlord or to third parties as required by this lease which are not specifically denominated as “rent" shall be payable as and shall be deemed to be additional rent. Such sums and amounts shall be payable, without notice, deduction or offset, as and when provided under this Lease for Property TaxesLease, insurance premiumsunless no date is specified, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) in which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder case such sums shall be paid or discharged by Tenant, at Tenant's sole cost and expensepayable together with each installment of Base Rent payable hereunder. Tenant shall be responsible for a Proportionate Share of Operating Expenses in accordance with the term as set forth in this Lease. Notwithstanding anything in this lease to the contrary, Tenant shall not be liable for and responsible to Landlord for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless items comprising additional rent under this Lease provides otherwiseafter the earlier of (i) the date Tenant opens for business; or (ii) the Rent Commencement Date. Taxes, all Additional Rent shall be paid with the next installment insurance and other items of Basic Rent falling due. Rent for any partial month additional rent shall be prorated in an equitable manner. Notwithstanding the foregoing sentence, Tenant shall also be liable for additional rent for the costs of any insurance required pursuant to this Lease after the effective date of this Lease for any liability insurance or course of construction insurance. No payment by Tenant, or receipt by Landlord, of a lesser amount than the Rent and/or Additional Rent herein provided shall be deemed to be other than on the basis account of the number earliest Rent due and payable hereunder, nor shall any endorsement or statement on any check, or letter accompanying any check or payment, as Rent be deemed an accord and satisfaction. Landlord may accept any such check or payment without prejudice to Landlord's right to recover the balance of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord Rent or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" pursue any other right or "rentremedy provided in this Lease."

Additional Rent. Except During the Lease Term hereof, Tenant agrees to pay the Landlord at the address as otherwise specifically shown herein, or at such other place as the Landlord may from time to time designate in writing, “Additional Rent,” in an amount equal to the amount by which seven (7%) percent of “Gross Sales,” as defined hereinafter, exceeds the Minimum Rent described above. The Additional Rent for each month of the term hereof shall be paid on the fifteenth day of the following month, for example, the Additional Rent for January shall be paid on February 15. Tenant shall keep or cause to be kept, full, complete, and proper books, records and accounts of the Gross Sales and credits of each separate department and concession at any time operated in the Demised Premises; said books, records and accounts, including any sales tax reports that Tenant may be required to furnish to any governmental agency, shall at all reasonable times be open to the inspection and audit of Landlord, Landlord’s auditor or other authorized representative or agent. At Landlord’s expense, Landlord may cause at any reasonable time upon fifteen (15) days prior notice to Tenant a complete audit to be made of Tenant’s records relating to Gross Sales for the period covered by any statement issued by Tenant pursuant to this Lease; provided, however, that if such records are found to be incorrect to the extent of three-percent (3%) or more over the Gross Sales figure submitted by Tenant, Tenant shall pay for such audit. Tenant shall promptly pay to Landlord any deficiency, or Landlord shall promptly credit to Tenant’s account any overpayment, as the case may be, which is established by such audit. Landlord shall have the right to audit Tenant’s books and records with respect to Gross Sales twice during any Lease Year and any time within 3 years after the date of such statement. Within thirty (30) days after the close of each Lease Year, a final adjustment and accounting for each Lease Year shall be had to determine the Gross Sales of the preceding Lease Year, and the amount of rent paid by Tenant during such preceding Lease Year, including the rent based upon the percentage of Gross Sales. In the event the amounts of rent for said Lease Year actually paid by Tenant exceed seven percent (7%) of Gross Sales as so computed on a twelve month basis, then such excess rental payments shall be promptly credited by Landlord to Tenant’s account; provided, however, that Tenant shall never pay for any Lease Year less than the Minimum Rent provided for above. In the event the amount of rent paid by Tenant is less than seven percent (7%) of Gross Sales, Tenant shall pay the difference to Landlord. All debits and credits arising under the terms of this paragraph shall be paid in Section 7.1 any event within thirty (30) days of the completion of the final adjustment and accounting. Tenant shall continuously during the entire Term of this Lease, occupy and operate said business on the Basic Rent shall be net Premises with due diligence and efficiency as to Landlord so that this Lease shall yield, net to Landlord, reasonably produce the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent maximum return and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rentto Landlord." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except (a) In addition to the foregoing minimum rent, all other payments and any other monetary obligations hereunder to be made by Tenant shall be deemed to be and shall become additional rent hereunder whether or not the same be designated as otherwise specifically provided in Section 7.1 such; and shall be due and payable within ten (10) days of receipt of an invoice therefor or together with the next succeeding installment of rent, whichever shall first occur. Additional rent shall also include any sales or rent tax which is or may be chargeable against the Demised Premises or Landlord, the minimum rent, and/or additional rent as herein defined. Landlord, at its election, shall have the right to pay or do any act which requires the expenditure of any sums of money by reason of the failure or neglect of Tenant to perform any of the provisions of this LeaseLease in regard to the Demised Premises, and in the Basic Rent event Landlord, shall at its election pay such sums or do such acts requiring the expenditure of monies, Tenant agrees to pay Landlord, all such sums, and the sum so paid by Landlord, shall be deemed additional rent and be payable as such. All installments of minimum rent, additional rent and all other rent and monetary obligations due hereunder which is not paid within ten (10) days after the due date thereof, shall bear interest from such due date through the date of payment at a rate of fifteen percent (15%) per annum, or the highest rate of interest to which parties such as Landlord and Tenant are then lawfully permitted to agree in Connecticut. Landlord shall have the same remedies for failure to pay said interest as for nonpayment of rent. (b) It is the intention of the parties that the rent payable hereunder shall be absolutely net to Landlord Landlord, so that this Lease shall yield, yield to Landlord the net to Landlord, annual basic minimum rent specified herein during the Basic Rent payable under this Lease for each year of the Term term of this Lease Lease, and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements expenses and obligations of every kind and nature whatsoever relating to the operation Demised Premises shall be paid by Tenant, except as specifically set forth in this Lease, and use of the Premises, and/or the Expansion Land (defined below) (shall be deemed to be and shall become additional rent hereunder whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during same be designated such and Landlord shall have the Term or by reason same remedies for failure to pay same as for a nonpayment of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall Any and all amounts required to be net to Landlord so that this Lease shall yield, net paid to Landlord, the Basic Rent payable under for Landlord's benefit or otherwise required to be reimbursed to Landlord pursuant to this Lease for each year including without limitation, any and all amounts required to be paid pursuant to Sections 3.04, 8.01, 8.02, 9.01, 10.09 and 22.02, shall be deemed and hereby constitutes "ADDITIONAL RENT" and shall be paid, without offset, in lawful money of the Term United States of this Lease America, when and that all charges payable as often as required by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term terms of this Lease. Except as Unless otherwise provided paid when due or specified in Section 7.1 or 14.9 of this Lease, all payments items of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent to Landlord shall be paid with the next installment of Basic Base Rent thereafter falling due. Rent for any partial month due hereunder; but nothing contained in the preceding clause of this sentence shall be prorated on deemed to suspend or delay the basis payment of any amount of money at the number time the same becomes due and payable hereunder, or limit any remedy of days within such calendar month Landlord. It is the intent of Landlord and paid within ten (10) days Tenant that all payments of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Base Rent, Supplemental Base Rent and Additional Rent are payable to Landlord (all of which is hereinafter sometimes collectively referred to as "Rent" RENT") shall be absolutely net to Landlord, with all costs, expenses and charges of every kind and nature relating to the Leased Property that may arise or "rentbecome due during the Lease Term to be paid by Tenant, and with Landlord to be indemnified and held harmless by Tenant from and against the same. It is the intention of the parties that Tenant shall bear any and all expenses relating to the Leased Property, whether such expenses be deemed significant or insignificant, whether currently anticipated or unanticipated by Landlord or Tenant, and whether or not required by any governmental or quasi-governmental authority as a condition to use or occupancy of the Leased Property or otherwise. Nothing contained in this Section 3.03, however, shall be construed to obligate Tenant to pay any principal, interest or other charges accruing with respect to any Fee Mortgage (as defined in Section 14.01)."

Additional Rent. Except (a) Tenant shall pay and discharge, as additional rent (collectively, “Additional Rent”): (i) except as otherwise specifically provided herein, all costs and expenses of Tenant and Landlord which are incurred in Section 7.1 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, (B) the performance of any of Tenant’s obligations under this Lease, (C) the Basic Rent shall be net to Landlord so that this Lease shall yield, net to exercise or enforcement by Landlord, the Basic Rent payable its successors and assigns, of any of its rights under this Lease for each year in connection with an Event of the Term Default, (D) any amendment to or modification or termination of this Lease made at the request of Tenant, (E) Costs of Landlord’s counsel and that reasonable internal Costs of Landlord incurred in connection with any act undertaken by Landlord (or its counsel) at the request of Tenant, any act of Landlord performed on behalf of Tenant in connection with an Event of Default or the review and monitoring of compliance by Tenant with the terms of this Lease in connection with an Event of Default, including compliance with [Post Closing Obligations and] applicable Law, (F) all charges payable costs and fees associated with the wire transfers of Rent payments, and (G) any other items specifically required to be paid by Tenant under this Lease; (ii) after the date all or any portion of any installment of Basic Rent is due and not paid by the applicable Basic Rent Payment Date, an amount (the “Late Charge”) equal to four percent (4%) of the amount of such unpaid installment or portion thereof to reimburse Landlord for its cost and inconvenience incurred as a result of Tenant’s delinquency, provided, however, that with respect to the first late payment of all or any portion of any installment of Basic Rent in any Lease for Property TaxesYear, insurance premiumsthe 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. Tenant acknowledges that the damages to and costs incurred by Landlord resulting from Tenant’s late payment of Basic Rent would be difficult, utility chargesif not impossible, maintenance, repair and replacement expenses, all expenses relating to compliance ascertain with lawsany accuracy, and all other that the four percent (4%) charge represents Landlord and Tenant’s efforts to approximate such potential damages and costs, fees, charges, expenses, reimbursements and obligations ; (iii) a sum equal to any late charge in excess of every kind and nature whatsoever relating the amount payable under clause (ii) above for that portion of the Basic Rent paid to the operation Lender as scheduled installments of principal and use interest, any default interest in excess of amounts payable under clause (iv) below for that portion of the PremisesBasic Rent paid to the Lender as scheduled installments of principal and interest, and/or the Expansion Land (defined below) (whether 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 not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term non-payment of Basic Rent or by reason of events occurring during an Event of Default; and (iv) interest at the Term 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 relating to obligations which Landlord shall have paid on behalf of Tenant pursuant to this Lease or which relate to Lease, from the performance date of payment thereof by Landlord; (v) five thousand dollars ($5,000) per month for each month that Tenant is late in the delivery of all the terms, covenants, conditions annual and agreements quarterly financial statements that are required to be performeddelivered pursuant to Paragraph 28(b). (b) Tenant shall pay and discharge (i) any Additional Rent referred to in Paragraph 7(a)(i) when the same shall become due, paid provided that amounts which are billed to Landlord or observed by Tenant hereunder any third party, but not to Tenant, shall be paid or discharged by Tenantwithin thirty (30) days after Landlord’s demand for payment thereof, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for (ii) any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and other Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denotedwithin thirty (30) days after Landlord’s demand for payment thereof. (c) In no event shall amounts payable under Paragraph 7(a)(ii), are called "Additional Rent." Unless (iii) and (iv) or elsewhere in this Lease provides otherwise, all Additional Rent shall be paid with exceed the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentmaximum amount permitted by applicable Law."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of All monies other than Base Rent required to be paid by Subtenant under this Sublease shall be deemed additional rent (“Sublease Additional Rent”). Subtenant acknowledges that Sublandlord is required to pay to Master Landlord “Additional Rent” under the Master Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable and estimated payments thereof and adjustments thereto under this Lease for each year Article V of the Term Master Lease (collectively, “Master Lease Additional Rent”). Subtenant shall pay to Sublandlord as Sublease Additional Rent hereunder, all of this such Master Lease Additional Rent and any other sums which are included in the definition of “Rent” under the Master Lease and that all charges payable by Tenant under Sublandlord is required to pay to Master Landlord. During the Term, Subtenant shall pay to Sublandlord monthly installments of Sublease Additional Rent in advance on the first day of each calendar month and otherwise on the same terms and conditions described above with respect to Base Rent. Unless a shorter time period is specified in this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this LeaseSublease, all payments of Basic miscellaneous Rent charges hereunder (that is, all Rent other than Base Rent and Master Lease Additional Rent) shall be due and payable within thirty (30) days following Master Landlord’s delivery to Subtenant of an invoice therefor. Sublandlord and Subtenant agree that each provision of this Sublease for determining charges and amounts payable by Subtenant (including provisions regarding Sublease Additional Rent) is commercially reasonable and, as to each such charge or amount, constitutes a statement of the amount of the charge or a method by which the charge is to be computed for purposes of Section 93.012 of the Texas Property Code. Sublandlord shall promptly forward the Master Landlord’s estimate of Master Lease Additional Rent (and any adjustments thereto by Master Landlord), any appropriate invoices received from Master Landlord, Master Landlord’s Reconciliation Statements, and any other estimates, invoices or statements that Master Landlord provides to Sublandlord with respect to any Master Lease Additional Rent. Subtenant and Sublandlord agree, as a material part of the consideration given by Subtenant to Sublandlord for this Sublease, that this Sublease is intended to be a net sublease and in accordance therewith Subtenant shall pay any Rent owed by Sublandlord to Master Landlord under the Master Lease. Any overpayments or underpayments of Master Lease Additional Rent, shall be payable without previous demand therefor handled directly between Master Landlord and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid Subtenant in accordance with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis Section 5.4(a) of the number Master Lease, and Sublandlord agrees to remit any refunds that it receives from Master Landlord for overpayments of days within such calendar month and paid Rent to Subtenant within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentBusiness Days."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and As Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called ("Additional Rent." Unless this Lease provides otherwise") hereunder, all Additional Rent Lessee shall be paid with pay Lessor the next installment of Basic Rent falling following on or before the date such additional payment shall become due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within , but not later than ten (10) days from rendition of a bil▇ ▇▇erefor (unless otherwise set forth herein): A. All "Taxes" (as hereinafter defined) assessed or imposed upon the Premises during the term of this Lease and any Extension Term or Renewal Term or applicable to the Premises during the term of this Lease, including penalties thereon, as indicated by bills of taxing authorities. The amount due hereunder on account of such Taxes shall be apportioned for that part of the later first and last calendar years covered by the original term, Renewal Term or Extension Term hereof as regards county and township real estate taxes and for that part of (a) invoice from Landlord the first and last July 1st fiscal years covered by the original term, Renewal Term or (b) Extension Term hereof regarding school real estate taxes. On or before the Lease Commencement Date, Lessee shall pay Lessor the pro rated portion of the township and county taxes on the Premises for the calendar year in which the Lease Commencement Date occurs and the pro rated portion of school real estate taxes on the Premises for the July 1st fiscal year in which the Lease Commencement Date occurs. Basic Rent Lessor shall promptly forward to Lessee all bills received by Lessor for such Taxes and Additional Rent the amount of such Taxes shall be paid by Lessee to Lessor at least one (1) month before the expiration of the net payment period for said Taxes and before penalties are sometimes collectively referred assessed. In the event Lessee desires to take advantage of any early payment discount, said tax payment shall be paid by Lessee to Lessor at least one (1) month before the expiration of any discount period. A bil▇ ▇▇bmitted by Lessor to Lessee shall be conclusive evidence of the amount of Taxes assessed or levied as "Rent" or "rentwell as the items taxed."

Additional Rent. Except Beginning on the first day of the second (2nd) Sublease Year, and on the first day of each Sublease Year thereafter, Sublessee agrees to pay to Sublessor, as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable additional rent under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property TaxesSublease, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land Sublessor's Pro-Rata Share (defined below) of increases in the Real Estate Taxes and Operating Costs (whether or not Tenant has exercised as such terms are defined in the Expansion Land Option) ▇▇▇▇▇▇▇▇▇), over the Real Estate Taxes and Operating Costs for calendar year 1997, grossed-up to reflect that the Building was a fully leased and fully assessed building for Real Estate Taxes and Operating Expenses throughout calendar 1997 and each of the Sublease Years being compared (the "Additional rent"). Any Additional Rent which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate be payable to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder Sublessor in any Sublease Year shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent apportioned such that Sublessee shall be payable without previous demand therefor and without any right obligated to pay to Sublessor a proporationate share of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rentsuch Additional June 1, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional 1997 Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of which is attributable to the number of days within such calendar month in the Sublease Year. For the purpose of this Sublease, Sublessor and paid within ten (10) days Sublessee agree that Sublessor's Pro-Rata Share is equal to a fraction, the numerator of which is the number of Gross Rentable Area of the later Demised Premises, and the denominator of (a) invoice from Landlord which is the number of Gross Rentable Office Are of the Building. Sublessee shall also pay to Sublessor, or (b) the Commencement Date. Basic Rent Lessor as Additional Rent, all charges for any additional services provided by Sublessor or Lessor to Sublessee which Sublesee requests and Additional Rent are sometimes collectively referred to as "Rent" not provided for or "rentallocated in this Sublease or int ▇▇ ▇▇▇▇▇▇▇▇▇."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges All amounts payable by Tenant under this Lease for Property Taxeshereunder, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Base Rent, however denoted, are called rent and are referred to as "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid is payable by Tenant within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement DateLandlord's demand therefor. Basic Additional Rent and Additional Base Rent are sometimes collectively referred to as "Rent." The utilities for the Building are not separately metered. Tenant's Pro Rata Share (as defined below) the cost of real property taxes, repairs and maintenance (including the items listed on Exhibit B), and utilities for the Building (collectively, "Operating Expenses") is included in the Base Rent, based on their average cost per square foot of the Building over Landlord's entire Anaheim campus in the year 2000 ("the Base Year"). Tenant shall reimburse Landlord as Additional Rent for its Pro Rata Share, based on the number of square feet leased by Tenant within the Building (which is equal to 85%, such percentage, Tenant's "Pro Rata Share"), of any increase in Operating Expenses over the Base Year, determined in the manner set forth above in accordance with the accounting practices of Landlord in effect at the commencement of the Term. Base Rent includes an amount for utilities related charges of $1.31 per square foot per month (the "Electrical Energy Charge"). The parties shall, at the commencement of any Extended Term, review actual such charges previously incurred to determine whether such Electrical Energy Charge should be prospectively adjusted, whether upwards or downwards, to reflect the prospective cost of such electrical energy related charges during such Extended Term. To the extent that the adjusted energy charge ("Adjusted Energy Charge") exceeds the Electrical Energy Charge, then Base Rent for such Extension Period shall be increased accordingly, or if less, reduced accordingly. No credit shall be due either party for any overpayment or underpayment for any period prior to the date such adjustment is made. Until such adjustment is made, Tenant will continue to pay Base Rent and Additional Rent as otherwise provided in this Lease Agreement. Notwithstanding the foregoing, the following shall not be included in "Operating Expenses:" 1. capital costs or expenditures; 2. depreciation on the Building; 3. costs for which Landlord is reimbursed by its insurer or any third party's insurer; 4. ground rent; 5. any increase in real property taxes due to a reassessment upon a sale of the Building; 6. leasing or brokerage fees, commissions or expenses and attorneys' fees and disbursements incurred in connection with lease preparation or negotiation for the Building or litigation existing as of the date hereof; 7. salaries of personnel above the level of Manager - Plant Services; 8. interest or principal or other payments on mortgage or other debt costs, if any, or any payments whatsoever on any ground leases; 9. capital expenditures incurred in connection with compliance with laws, unless expenditures are the result of the specific operations of Tenant's business as compared with the occupancy of the Premises by tenants generally; 10. taxes as measured by the net income of Landlord from the operation of the Building; 11. janitorial services; and 12. costs that are paid directly by Tenant."

Additional Rent. Except All Additional Rents (as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate have been received in respect to the performance by Tenant of all month in which the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder Closing Date occurs (the “Current Month”) shall be paid or discharged by Tenant, at Tenant's sole cost and expenseprorated as of the Closing Date. Notwithstanding anything to Such Additional Rents for the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during Current Month which have been received as of the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month Closing Date shall be prorated on the a per diem basis of based upon the number of days within such calendar month in the Current Month prior to, but not including, the Closing Date (which shall be allocated to Seller) and paid within ten the number of days in the Current Month from and after the Closing Date (10) days which shall be allocated to Buyer). In addition, Seller shall be credited on the Closing Date with their share of rents and other tenant charges and Additional Rents for the Current Month and for all periods prior to the Current Month which have not been received as of the later Closing Date. Buyer shall be solely responsible, after the Closing Date, for collecting unpaid Additional Rents. At least five (5) business days prior to the Closing Date, Seller shall cause to be prepared and delivered to Buyer a reconciliation (“Additional Rents Reconciliation”) of (ai) invoice from Landlord or actual operating and similar expenses of the Property upon which Additional Rents are based (b) the Commencement Date. Basic Rent and “Additional Rent are sometimes collectively referred to Expenses”) for the period commencing on January 1, 2012 and ending on the last day of the Current Month (“Additional Rents Reconciliation Period”), it being understood that certain Additional Rents Expenses for the Additional Rents Reconciliation Period, if not based on actual amounts (such as "Rent" or "rent."certain operating expenses for the Current Month), may be

Additional Rent. Except This Lease is a triple net lease, and Base Rent shall be paid to Landlord absolutely net of all costs and expenses, except as otherwise specifically provided to the contrary in Section 7.1 this Lease. The provisions for payment of Operating Expenses, Tax Expenses and Utility Expenses (as those terms are defined below) are intended to pass on to Tenant and reimburse Landlord for all costs and expenses of the nature described in this Article 4 in connection with the ownership, management, maintenance, repair, preservation, replacement and operation of the Building, the Project, the Real Property and its supporting facilities and such additional facilities now and in subsequent years as may be determined by Landlord to be necessary or desirable to the Building, the Project and/or the Real Property. Accordingly, in addition to paying the Base Rent specified in Article 3 of this Lease, Tenant shall pay as additional rent the Basic Rent shall be net sum of the following: (i) Tenant’s Share (as such term is defined below) of the annual Operating Expenses; plus (ii) Tenant’s Share of the annual Tax Expenses; plus (iii) Tenant’s Share of the annual Utilities Costs. Such additional rent, together with any and all other amounts payable by Tenant to Landlord so that this Lease shall yield, net pursuant to Landlord, the Basic Rent payable under this Lease for each year of the Term terms of this Lease (including, without limitation, pursuant to Article 6), shall be hereinafter collectively referred to as the “Additional Rent.” The Base Rent and that all charges payable by Tenant Additional Rent are herein collectively referred to as the “Rent.” All amounts due under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except Article 4 as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor for the same periods and without any right in the same manner, time and place as the Base Rent. Without limitation on other obligations of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rentwhich shall survive the expiration of the Lease Term, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all the obligations of Tenant to pay the Additional Rent provided for in this Article 4 shall be paid with survive the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis expiration of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rentLease Term."

Additional Rent. Except In the event that Tenant has sought and received Landlord's consent to assign this Lease, or to monthly base rent by Tenant to Landlord, pursuant to Paragraph 3, shall be increased by an amount equal to one-half of the amount to be received by Tenant during each month pursuant to the terms of the assignment or sublease, in excess of Tenant's monthly base rent for the space subject to the assignment or sublease. The amounts referred to in the previous sentence include rent, rent credit additional rent, or any other payment in respect of use of occupancy, or in reimbursement of costs of leasehold improvements installed by Tenant, and whether paid in a lump sum or periodic payments. In no event shall the total sums payable to the Landlord be less than the monthly rental Landlord would have received but for such assignment or sublease. The additional rent shall be due and payable to Landlord in accordance with the schedule specified in the sublease or assignment instrument, and the failure of any subtenant or assignee to make any payments in accordance with that schedule shall not affect the obligation of Tenant to pay the additional rent to Landlord. The calculation of the amount of rentable space being sublet shall be made by Landlord in accordance with its usual standards, Landlord may require acknowledgment by Tenant of Tenant's concurrence on the Landlord's calculation of the amount of rentable space being sublet as otherwise specifically provided a condition to Landlord's consent to any sublease. The provisions of a sublease or assignment instrument consented to by Landlord cannot be modified, not the sublease or assignment terminated, other than in Section 7.1 accordance with its terms, without the prior written consent of the Landlord, which consent shall not be unreasonably withheld. The terms of this Paragraph 17.2 shall apply to any subleasing or assignment by any subtenant or assignee. The following exhibits and riders are attached to and are part of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease : Exhibit A -- Building Floor Plan Exhibit B -- Rules and Regulations Exhibit C -- Building Floor Plan for each year of the Term of this Lease First and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Second Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."Spaces

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, the Basic Rent Tenant shall be net pay to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease amount (per each rentable square foot in the Premises) (“Additional Rent”) by which the annual Operating Costs (defined below) per rentable square foot in the Building for each year of the Term exceed the annual Operating Costs per rentable square foot in the Building for calendar year 2006 (the “Base Year”). Landlord may make a good faith estimate of this Lease the Additional Rent to be due by Tenant for any calendar year or part thereof during the Term. During each calendar year or partial calendar year of the Term after the Base Year, Tenant shall pay to Landlord, in advance concurrently with each monthly installment of Base Rent, an amount equal to the estimated Additional Rent for such calendar year or part thereof divided by the number of months therein. From time to time, Landlord may estimate and that re-estimate the Additional Rent to be due by Tenant and deliver a copy of the estimate or re-estimate to Tenant. Thereafter, the monthly installments of Additional Rent payable by Tenant shall be appropriately adjusted in accordance with the estimations so that, by the end of the calendar year in question, Tenant shall have paid all charges of the Additional Rent as estimated by Landlord. Any amounts paid based on such an estimate shall be subject to adjustment as herein provided when actual Operating Costs are available for each calendar year. Operating Costs for the Base Year, for the purpose of comparisons of the Base Year with subsequent years only, shall be calculated so as to not include market-wide labor-rate increases due to extraordinary circumstances, including boycotts and strikes; utility rate increases due to extraordinary circumstances, including conservation surcharges, boycotts, embargos or other shortages; or amortized costs relating to capital improvements. Notwithstanding the foregoing, for purposes of calculating the amount payable by Tenant under this Lease for Property TaxesSection 1, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance Operating Costs (with laws, and all other costs, fees, charges, expenses, reimbursements and obligations the exception of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (Uncontrollable Expenses [defined below]) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible exceed for any property management fees or earthquake insurance premiums paid by Landlord calendar year during the Term of this Lease, other than the first calendar year, the amount of Operating Costs for the preceding calendar year, plus five percent (5%) (compounded annually). Except Any increases in Operating Costs not recovered by Landlord due to the foregoing limitation shall be carried forward into all succeeding calendar years during the term (subject to the foregoing limitation) until fully recouped by Landlord. The term “Uncontrollable Expenses” means expenses relating to the cost of utilities, insurance, real estate taxes, and other uncontrollable expenses (such as, but not limited to, increases in the minimum wage, which may affect the cost of service contracts). Operating Costs shall be determined using sound accounting principles consistently applied. As used in this Lease “sound accounting principles” will, to the extent applicable and except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff consistent with generally accepted accounting principles or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional RentGAAP." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except as otherwise specifically provided Notwithstanding any provision in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Master Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything in this Sublease to the contrary, Tenant in addition to the Base Rent, Subtenant shall also pay each month for (i) Subtenant’s electricity usage in accordance with Section 4.6 of the Master Lease, (ii) Prop C Taxes associated with Subtenant’s payments under this Sublease (it being understood and agreement that Sublandlord shall retain all responsibility for paying Prop C Taxes associated with Sublandlord’s payments under the Master Lease) and (iii) commencing on January 1, 2025, Tenant’s Proportionate Share of increases in Direct Expenses over the Direct Expenses attributable to calendar year 2024 (the “Base Year”), as calculated and provided by Sublandlord based upon the estimates and annual reconciliation provided by Master Landlord, pursuant to Section 4.6 of the Master Lease. Subject to the foregoing, all monies other than Base Rent required to be paid by Subtenant under this Sublease, including, without limitation, all amounts payable by Sublandlord under the Master Lease shall be deemed additional rent (the “Additional Rent”). Without limiting the foregoing, in the event any Additional Rent is incurred exclusively for Subtenant’s benefit or as a result of Subtenant’s request for certain services beyond standard Building services (such as extra hours’ charges, etc.) or otherwise, Subtenant shall pay the entire cost thereof. Notwithstanding the foregoing, “Additional Rent” under this Sublease shall not be responsible include, and Subtenant shall have no responsibility or liability for (i) the payment of any property management cost, expense, and/or charge arising from Sublandlord’s breach of the Master Lease, (ii) costs arising from Sublandlord’s failure to perform any condition or obligation under the Master Lease, or (iii) any costs, expense or fee imposed by Master Landlord as a result of this Sublease (including any consent fees or earthquake insurance premiums paid attorneys’ fees incurred by Master Landlord during the Term as a result of this LeaseSublease). Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent Subtenant shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rententitled to receive the same regular weekday janitorial services provided to Sublandlord under the Master Landlord." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except (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 terms of this Lease shall be considered “Additional Rent” payable in the same manner and upon the same terms and conditions as otherwise specifically provided 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 for each calendar year during the Lease Term, as Additional Rent, Tenant’s Proportionate Share of all costs and expenses incurred by Landlord during the Lease Term for Operating Expenses (as hereinafter defined) for the Building and the common areas associated therewith. (c) In addition to the Minimum Annual Rent and Tenant’s share of Operating Expenses, Tenant shall pay to Landlord for each calendar year during the Lease Term, as Additional Rent (i) any increase in Section 7.1 insurance premiums and deductibles (payable by Landlord) over the base amount paid in the Base Year; and (ii) the amount by which all Real Estate Taxes (as herein defined) for each tax year exceeds all Real Estate Taxes for the Base Year. (d) For purposes of this Lease, “Operating Expenses” shall mean all of Landlord’s expenses for operation, repair, and maintenance to keep the Basic Building and the common areas associated therewith in good order, condition and repair (including all additional direct costs and expenses of operation and maintenance of the Building which Landlord reasonably determines it would have paid or incurred during such year if the Building had been fully occupied), including, but not limited to, management or administrative fees (which shall not exceed 3.5% of the Minimum Annual Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable due under this Lease for each year of the Term of this Lease Lease); utilities; insurance deductibles: stormwater discharge fees; license, permit, inspection and that all charges payable other fees; fees and assessments imposed by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, any covenants or owners’ association; security services; and maintenance, repair and replacement expensesof the driveways, all expenses relating to compliance with lawsparking areas (including snow removal), exterior lighting, landscaped areas, walkways, curbs, drainage strips, sewer lines, exterior walls, foundation, structural frame, roof and gutters. The cost of any Operating Expenses that are capital in nature shall be amortized over the useful life of such improvement (as reasonably determined by Landlord), and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to only the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder amortized portion shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided included in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional RentOperating Expenses." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease, (a) Beginning on the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contraryCommencement Date, Tenant shall pay, as Additional Rent, one hundred percent (100%) of all additional rent payments for Tax Costs and Operating Expenses under Section 6.3 of the Prime Lease (as such terms are referred to in the Prime Lease). Rental and any other sums due hereunder not be responsible for any property management fees or earthquake insurance premiums paid by the due date shall bear interest of 18% per annum. All payments shall be made to Landlord during the Term of this Lease. Except as otherwise provided at its address set forth in Section 7.1 24 below, or 14.9 at such other address or addresses as Landlord may from time to time designate by written notice to Tenant. Landlord shall furnish to Tenant any notice or schedule of this Leasepayments provided to Landlord by the Prime Landlord, all and thereafter any payments of Basic Rent and Additional Rent shall be payable made consistent with such notice or schedule without previous further demand therefor by Landlord. Tenant shall also pay, as Additional Rent, the cost of all utilities furnished to Tenant on the Premises, including, but not limited to, electricity, gas, oil, water and without sewer. Tenant agrees to pay any right and all such charges as they related to the Premises in accordance with the terms of setoff the Prime Lease. (b) Tenant's obligation to pay Additional Rent hereunder shall be on account of the period from and after the Commencement Date and shall survive the Expiration Date or deduction whatsoever. sooner termination of the Term. (c) All charges amounts payable by Tenant other than Basic Rentto Landlord pursuant to this Sublease, however denotedincluding, are called "Additional Rent." Unless this Lease provides otherwisewithout limitation, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Base Rent and Additional Rent are sometimes collectively referred to as "Rent" , shall be deemed and constitute rent and, in the event of any non-payment thereof, Landlord shall have all of the rights and remedies provided herein, in the Prime Lease or "in law or at equity for non-payment of rent." (d) Tenant agrees to pay to Landlord Tenant's pro rata share of any taxes attributable to leasehold improvements, furniture or equipment within the Premises which are payable by Landlord under the Prime Lease.

Additional Rent. Except All monies other than Base Rent required to be paid by Sublessee under this Sublease (and under the Master Lease as otherwise specifically provided in Section 7.1 of incorporated into this Lease, the Basic Rent Sublease) shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land deemed additional rent (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease"Additional Rent"). Except as otherwise provided set forth in Section 7.1 or 14.9 this Paragraph, Sublessee shall pay such amounts of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid to Sublessor within ten (10) days following the date upon which Sublessor delivers an invoice to Sublessee for such payment of Additional Rent. (i) Notwithstanding anything to the contrary in this Sublease, except for costs or charges arising out of the later negligence or willful misconduct of (a) invoice Sublessee, Sublessee shall have no obligation to pay any Additional Rent for the period from Landlord or (b) the Initial Premises Commencement Date to the First Floor Premises Commencement Date. Basic Rent and Sublessee shall pay its Pro-Rata Share of Additional Rent are sometimes collectively referred for the period from the First Floor Premises Commencement Date to as the Second Floor Premises Commencement Date. "RentPro-Rata Share" or "rentshall mean Fifty-Percent (50%) of the Additional Rent owed by Sublessor under the Master Lease, provided, however, that Sublessor, in the reasonable exercise of its discretion, may allocate any particular item of Additional Rent on any other basis to reflect an allocation of Additional Rent that is equitable and attributable to Sublessee's occupancy of Subleased Premises."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease(i) With respect to any common area expense reimbursement (including, the Basic Rent without limitation, insurance, taxes and utilities) or additional rent based upon any other reimbursements, which shall be net to Landlord so that this Lease shall yield, net to Landlord, payable by tenants under the Basic Rent payable under this Lease for each year Leases (all of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxesforegoing being collectively called "Additional Rent"), insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost and expense. Notwithstanding anything to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and such Additional Rent shall be payable without previous demand therefor adjusted and without prorated at Closing on an "as collected" basis (i.e., shall only be prorated if collected as of the Closing Date). As to any right Additional Rent in respect of setoff an accounting period that shall have expired prior to the Closing but which shall be paid after the Closing, Purchaser shall pay the entire amount over to Seller within thirty (30) days after receipt thereof (or deduction whatsoever. All charges payable by Tenant other than Basic RentSeller shall retain the entire amount if paid directly to Seller); provided, however denotedhowever, are called "Additional Rent." Unless this Lease provides otherwise, all any delinquent Additional Rent shall be paid allocated between Seller and Purchaser in the same manner as Rent pursuant to Section 12(b) above. Additional Rent in respect of an accounting period in which the Closing occurs shall be apportioned on a per diem basis as of the Closing and in accordance with the next installment provisions of Basic Section 12 (e) (iii) below, and, if paid to Purchaser after the Closing, Purchaser shall pay Seller's portion thereof to Seller within thirty (30) days after receipt thereof. If paid to Seller after the Closing, Seller shall pay Purchaser's portion thereof to Purchaser within thirty (30) days after receipt thereof. If, prior to the Closing, Seller has received any installments of Additional Rent falling due. attributable to periods from and after the Closing, such sum shall be apportioned at the Closing. (ii) To the extent that estimated payments of Additional Rent are required to be paid monthly by any tenant, and at the end of such tenant's lease year, or the calendar year, such estimated amounts are to be recalculated based upon actual amounts for that lease year or calendar year, with the appropriate adjustments being made with such tenants, then Additional Rent for any partial month such tenant shall be prorated on at the basis time of such reconciliation between Seller and Purchaser, using the date of Closing as the proration date, and in accordance with the provisions of Section 12 (e) (iii) below. At the time(s) of final calculation and collection from (or refund to) each tenant of the number amounts in reconciliation of days actual Additional Rent for such period, there shall be a re-proration between Seller and Purchaser, taking into account the additional amount collected from (or refunded to) such tenant. In furtherance of the foregoing, if, with respect to any tenant, the recalculated Additional Rent is less than the estimated amount paid by such tenant, and a refund is paid by Purchaser to such tenant, then the portion of the refund allocable to the period prior to the Closing, to the extent previously paid to or collected by Seller, shall be refunded by Seller to Purchaser. If, with respect to any tenant, the recalculated Additional Rent exceeds the estimated amount paid by such tenant, and the shortfall is collected by Purchaser from such tenant, the portion of the shortfall allocable to the period prior to the Closing, to the extent not previously paid to or collected by Seller, shall be paid by Purchaser to Seller. (iii) Seller's and Purchaser's prorata share of Additional Rent from tenants for the costs of managing and operating the Property ("Shopping Center Expenses") shall be prorated based upon each party's respective percentage, based upon the Closing Date, of the actual costs incurred for Shopping Center Expenses for the calendar year or other applicable accounting period in which Closing occurs in accordance with Sections 12 (e)(i) and (ii) above. At such time after December 31st of the year in which Closing occurs as Purchaser and Seller have determined all actual Shopping Center Expenses incurred at the Property for the year of Closing, but in no event later than April 1st of the year following Closing, Seller and Purchaser shall prorate the Shopping Center Expenses to determine the respective percentage of the Additional Rent to which each party is entitled to receive or obligated to pay, as applicable under Sections 12(e)(i) and (ii) above ("Final Reconciliation"). Seller agrees to provide detailed information to Purchaser within such calendar month and paid within ten sixty (1060) days after Closing, on all Shopping Center Expenses incurred by Seller for the year in which Closing occurs, and Purchaser agrees to provide detailed information to Seller on all Shopping Center Expenses incurred by Purchaser for the said year at the time of the later Final Reconciliation. Purchaser and Seller agree that Shopping Center Expenses paid by either that are not usual and customary shall not be included within Shopping Center Expenses for purposes of calculating the Final Reconciliation. Within thirty (a30) invoice from Landlord days after the date of such determination, either Seller or (b) Purchaser, as applicable, shall pay to the Commencement Dateother party any additional sums determined to be due and owing hereunder. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."Anything contained above in this sub-section 12(e)

Additional Rent. Except (1) Beginning with the payment of Fixed Rent due for the 13th full calendar month of the Term, Sublessee shall pay to Sublessor, as otherwise specifically Additional Rent, Sublessee's Proportionate Share, as hereinafter defined, of such amounts as Sublessor from time to time gives notice to Sublessee that Sublessor is obligated to pay to Landlord in respect of Operating Costs, including estimated payments thereof, under and pursuant to Section 4.2 of the Lease, but only to the extent such payments on an annualized basis, exceed, or are reasonably estimated by Sublessor to exceed, $9.50 per rentable square feet per year. Sublessee shall be entitled to Sublessee's Proportionate Share of any credit or refund as and when received by Sublessor, and shall pay Sublessee's Proportionate Share of any additional payment request to be made by Sublessor for Operating Costs in excess of $9.50 per rentable square feet per year as a result of the final determination of Operating Costs for any calendar year as Section 4.2 of the Lease provided. Sublessee's Proportionate share shall be a fraction, the numerator of which is the rentable square feet in the Subleased Premises and the denominator of which is the rentable square feet in the Building, currently 50,345/201,378 or 25%. (2) All amounts payable by Sublessee to Sublessor pursuant to this Sublease, including, without limitation, Fixed Rent and Additional Rent, shall be deemed to be and shall constitute rent for all purposes hereunder and, in the event of any non-payment thereof, Sublessor shall have all of the rights and remedies provided herein (including, without limitation, those rights and remedies set forth in Section 7.1 of this Lease, the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term of this Lease and that all charges payable by Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance by Tenant of all the terms, covenants, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant10 hereof), at Tenant's sole cost and expenselaw or in equity for non-payment of rent. Notwithstanding anything The obligation of Sublessee to the contrary, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid by Landlord during the Term pay all amounts to Sublessor of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Fixed Rent and Additional Rent shall be payable without previous demand therefor due hereunder and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this under the Lease provides otherwise, all Additional Rent shall be paid with arising during the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis term of the number Sublease, as incorporated herein and as modified hereby, shall survive the Expiration Date or earlier termination of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."this

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Sublessee shall pay to Sublessor during the Sublease Term and on or prior to the date such sums are due under the Master Lease, all sums of additional rent and expenses (“Additional Rent”) payable by the Basic Rent shall be net to Landlord so “Tenant” under the Master Lease, which accrues from and after the Commencement Date. Sublessor and Sublessee agree that this Lease shall yieldSublease is intended to pass through to Sublessee all financial obligations imposed on Sublessor pursuant to the Master Lease, net to Landlordincluding, the Basic Rent payable under this Lease for each year without limitation, Sublessor’s Share of the Term of this Lease and that all charges payable by Tenant under this Lease for Property TaxesCommon Operating Expenses, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with lawstaxes, and all other costs, fees, charges, expenses, reimbursements costs and obligations of every kind and nature whatsoever relating to expenses associated with the operation of the Premises, Building or Project as stipulated in the Master Lease and the operation, maintenance, repairs and replacements of the systems serving the Premises, which, in all cases, accrue after the Commencement Date. Any ambiguity in the terms of this Sublease shall be construed in accordance with such intention. Sublessee shall be responsible for all electrical, data or other utility costs associated with Sublessee’s set-up and use of the Sublessor Personal Property and the Premises, and/or the Expansion Land . All monies (defined belowother than Rent) (whether required to be paid by Sublessee to Sublessor as a result of any default or not Tenant has exercised the Expansion Land Option) which may arise breach by Sublessee under this Sublease or become due during the Term or by reason of events occurring during the Term of this Lease or which relate other express provisions hereof shall be deemed “Additional Rent”. Subject to the performance by Tenant of all Master Lease and the termsMaster Landlord’s approval, covenants, conditions and agreements Sublessee shall have the audit right provided to be performed, paid or observed by Tenant hereunder Sublessor under the Master Lease to audit applicable operating expenses. All amounts payable shall be paid or discharged by Tenantdue on invoice. Sublessee shall be entitled to all credits, at Tenant's sole cost and expense. Notwithstanding anything to the contraryif any, Tenant shall not be responsible for any property management fees or earthquake insurance premiums paid given by Landlord during the Term to Sublessor for Sublessee’s overpayment of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except as otherwise specifically provided in Section 7.1 of this Lease(a) Tenant shall (i) pay all charges for water, sewer, and electricity used by Tenant during the Basic Rent shall be net to Landlord so that this Lease shall yield, net to Landlord, the Basic Rent payable under this Lease for each year of the Term term of this Lease and that metering therefor; (ii) pay all charges payable telephone charges; and (iii) be responsible for the prompt and sanitary storage of Tenant’s refuse and rubbish in the Premises. (b) Any amounts required to be paid by Tenant hereunder and any charges or expenses incurred by Landlord on behalf of Tenant under this Lease for Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, and all other costs, fees, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the operation and use of the Premises, and/or the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term terms of this Lease or which relate shall be considered additional rent payable in the same manner and upon the same terms and conditions as the rent reserved hereunder. Any failure on the part of Tenant to pay such additional rental when and as the same shall become due shall entitle Landlord to the performance remedies available to it for non-payment of rent. Tenant’s failure to object to any statement, invoice or billing rendered by the Landlord within a period of sixty (60) days after receipt thereof 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 be obligated to pay to Landlord, as Additional Rent a fee, in the amount set forth on a fee schedule adopted by Landlord in its reasonable determination from time to time, to compensate Landlord for the reasonable cost of reviewing and processing any such request, 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 copy of Landlord’s then current processing fee schedule upon Tenant’s request. Nothing herein shall be deemed to require that Landlord consent to, 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 all the terms, covenants, conditions and agreements a lesser amount than shall be due shall be deemed to be performedpayment on account, paid and shall not constitute an accord and satisfaction with respect to the underlying obligation. The acceptance by Landlord of a check for a lesser amount with an endorsement or observed by Tenant hereunder statement thereon, or upon any letter accompanying such check, that such lesser amount is payment in full, shall be paid given no effect, and Landlord may accept such check without prejudice to any other rights or discharged 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 Tenantlaw, at Tenant's sole cost and expense. Notwithstanding anything Landlord shall have, to the contraryextent permitted by law, a contractual security interest in and a right of setoff against all deposits, moneys or other property of Tenant shall not now or hereafter in the possession of or on deposit with Landlord. Each such security interest or right of setoff may be responsible for any property management fees exercised without demand upon or earthquake insurance premiums paid by Landlord during the Term notice to Tenant. No security interest or right of this Lease. Except as otherwise provided in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent setoff shall be payable without previous demand therefor and without deemed to have been waived by any act or conduct on the part of Landlord or by any neglect to exercise such right of setoff or deduction whatsoeverto enforce such setoff and/or security interest or by any delay in so doing. All charges payable 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 expressly waived or released by Tenant other than Basic Rent, however denoted, are called "Additional Rentan instrument in writing executed by Landlord." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent."

Additional Rent. Except In addition to paying the Basic Rent as otherwise specifically provided in Section 7.1 Article 5 of this Lease, Tenant shall pay any and all other amounts payable by Tenant pursuant to the terms of this Lease, including, without limitation, payments for repairs (collectively, the “Additional Rent”). The Basic Rent and the Additional Rent are sometimes herein collectively referred to as “Rent.” Without limitation on any other obligations of Tenant which survive the expiration of the Term, the obligations of Tenant to pay Additional Rent which accrues during the Term shall be net to survive the expiration of the Term. Landlord so and Tenant acknowledge that it is their intent and agreement that this Lease shall yield, net to Landlordbe a “TRIPLE NET” lease and that as such, the Basic Rent payable under provisions contained in this Lease are intended to pass on to Tenant or reimburse Landlord for each year of the Term of all costs and expenses associated with this Lease and that the Premises, and Tenant’s operation therefrom, including without limitation, all charges payable by Tenant under this Lease for Real Property Taxes, insurance premiums, utility charges, maintenance, repair and replacement expenses, all expenses relating to compliance with laws, costs and all other costs, fees, charges, expenses, reimbursements and obligations amounts of every kind and nature whatsoever relating to which Landlord pays or accrues during the Term (as the same may be extended) because of or in connection with the ownership, management, maintenance, security, repair, replacement, renovation, restoration or operation and use of the Premises, and/or or any portion thereof, in accordance with sound real estate management and accounting practices, consistently applied. To the Expansion Land (defined below) (whether or not Tenant has exercised the Expansion Land Option) which may arise or become due during the Term or by reason of events occurring during the Term of this Lease or which relate to the performance extent such costs and expenses payable by Tenant of all the termscannot be charged directly to, covenantsand paid by, conditions and agreements to be performed, paid or observed by Tenant hereunder shall be paid or discharged by Tenant, at Tenant's sole cost such costs and expense. Notwithstanding anything to the contrary, Tenant expenses shall not initially be responsible for any property management fees or earthquake insurance premiums paid by Landlord during and thereafter be reimbursed by Tenant. As used herein, the Term term “Real Property Taxes” shall include any form of this Lease. Except assessment, license fee, license tax, business license fee, commercial rental tax, levy, charge, penalty, tax or similar imposition imposed by any authority having the direct power to tax, including any city, county, state or federal government, or any school, agricultural, lighting, drainage or other improvement or special assessment district thereof, as otherwise provided against any legal or equitable interest of Landlord in Section 7.1 or 14.9 of this Lease, all payments of Basic Rent and Additional Rent shall be payable without previous demand therefor and without any right of setoff or deduction whatsoever. All charges payable by Tenant other than Basic Rent, however denoted, are called "Additional Rent." Unless this Lease provides otherwise, all Additional Rent shall be paid with the next installment of Basic Rent falling due. Rent for any partial month shall be prorated on Premises to the basis of the number of days within such calendar month and paid within ten (10) days of the later of (a) invoice from Landlord or (b) extent assessed and/or accruing after the Commencement Date. Basic Rent and Additional Rent are sometimes collectively referred to as "Rent" or "rent.", including, but not limited to, the following: