Common use of Basic Rent Additional Rent Clause in Contracts

Basic Rent Additional Rent. (a) The Tenant shall pay to the Landlord during the Initial Term an annual basic rent (the "BASIC RENT") equal to One Dollar per annum, which Basic Rent shall be payable in advance on January 2 of each year during the Initial Term. If the Term is extended pursuant to Section 1.2(b), the Basic Rent for the first Renewal Period shall be equal to One Dollar per annum, which Basic Rent shall be payable in advance on January 2 of each year during the first Renewal Period. (b) If the Term is extended from time to time for any Renewal Period after the first Renewal Period, as provided in Section 1.2 (b) above, the Basic Rent for such Renewal Period (the "RENEWAL RENT") shall be determined as provided in this Section 2.1(b). Upon receipt of Tenant's Renewal Notice, the Landlord and the Tenant shall attempt for thirty (30) days to agree upon the Renewal Rent, which the parties agree shall be the fair market rental value of the Demised Premises, taking into account the Personal Property, the obligation of the Tenant to pay Taxes (hereinafter defined) and other expenses allocated to the Demised Premises as provided elsewhere in this Lease. Should the Landlord and the Tenant be unable to agree on the Renewal Rent within such thirty (30) day period, the Tenant shall, at its own cost, appoint a disinterested real estate broker licensed in the State of Pennsylvania involved in the rental of similar space in the area in which the Plant is located for at least five (5) years (a "QUALIFIED BROKER") to serve as an appraiser on its behalf and shall give notice thereof to the Landlord within sixty (60) days after the Landlord's receipt of the Tenant's Renewal Notice. The Landlord shall, at its own cost, within thirty (30) days after receiving said notice appoint a second Qualified Broker to serve as appraiser on its behalf and shall give written notice thereof to the Tenant. The Qualified Brokers shall independently, within thirty (30) days after their appointment, render in writing to the Landlord and the Tenant their independent appraisals of what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period. If Landlord and the Tenant or the two (2) Qualified Brokers cannot, within thirty (30) days thereafter, agree on what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period, the two (2) Qualified Brokers theretofore appointed shall appoint a third Qualified Broker. The third Qualified Broker shall then promptly select the amount set forth in one or the other of the two appraisals theretofore prepared which such Broker believes most closely approximates the annual fair market value of the Demised Premises, and same shall be the Renewal Rent for the applicable Renewal Period. The determination of the Qualified Broker(s) shall conclusively be and be deemed to be the Renewal Rent and shall be binding on Landlord and Tenant. In rendering their determination, the Qualified Brokers shall have no power to modify or in any manner alter or reform any of the provisions of this Lease. The cost of the third Qualified Broker shall be shared equally by Landlord and Tenant. If, for any reason whatsoever, the Renewal Rent has not been determined on or prior to the commencement of the applicable Renewal Period, Tenant shall pay to the Landlord on account of Basic Rent (subject to retroactive adjustment back to the beginning of the applicable Renewal Period once the Basic Rent is determined) one hundred ten (110%) percent of the Basic Rent payable by the Tenant immediately prior to the commencement of the applicable Renewal Period. (a) In addition to the Basic Rent, the Tenant shall pay and discharge, as additional rent (the "ADDITIONAL RENT"), any and all other amounts, liabilities, charges, obligations and other payments which the Tenant, under any of the provisions of this Lease, is now or hereafter obligated to pay or discharge, as more particularly described in this Lease. In the event of any failure on the part of the Tenant to pay all or any part of the Additional Rent when due, the Landlord shall have the same rights and remedies provided for herein or by applicable law or otherwise in the case of the nonpayment of the Basic Rent. (b) It is intended that the Basic Rent be net to the Landlord and that the Tenant shall pay, as Additional Rent, all Taxes, utilities, and other costs and expenses relating to the Demised Premises (other than those environmental costs which Landlord shall pay pursuant to Sections 6.3 and 6.4 of the Contribution Agreement) and an equitable portion of such Taxes, utilities, insurance and other costs and expenses relating to the Licensed Premises, all as reasonably determined by the Landlord and the Tenant pursuant to the provisions of this Lease, including, without limitation, Articles 4, 5, 6, 8 and 24 hereof, and taking into account the total area occupied and their respective requirements based on usage. The Landlord and the Tenant have agreed upon a preliminary allocation of certain of these items as set forth in EXHIBIT "B" attached hereto and made a part hereof (the "INITIAL EXPENSE ALLOCATIONS"), and as referenced below in Section 24.4. Section 2.3 During the term of this Lease, if the Tenant shall fail to pay any installment of the Basic Rent or any of the Additional Rent due or payable hereunder or in connection herewith, within 10 days after Landlord notifies Tenant in writing that any such amount is due or payable, in addition to all of the other rights and remedies of the Landlord hereunder, the Tenant shall pay to the Landlord, in addition to all other payments required to be made under this Lease, the amount not paid when due, together with interest thereon, at a rate (the "INTEREST RATE") equal to the lower of (i) 3% over the prime rate publicly announced from time to time by ▇▇▇▇▇▇ Guaranty Trust Company of New York and (ii) the highest rate permitted by applicable law, from the due date until the date of payment. All amounts payable to the Landlord pursuant to this Section 2.3 shall constitute Additional Rent.

Basic Rent Additional Rent. (a) The Tenant shall pay to Effective with the Landlord during the Initial Term an annual basic rent (the "BASIC RENT") equal to One Dollar per annum, which Basic Rent shall be payable in advance on January 2 of each year during the Initial Term. If the Term is extended pursuant to Section 1.2(b), the Basic Rent for the first Renewal Period shall be equal to One Dollar per annum, which Basic Rent shall be payable in advance on January 2 of each year during the first Renewal Period. (b) If the Term is extended from time to time for any Renewal Period after the first Renewal Period, as provided in Section 1.2 (b) above, the Basic Rent for such Renewal Period (the "RENEWAL RENT") shall be determined as provided in this Section 2.1(b). Upon receipt of Tenant's Renewal Notice, the Landlord and the Tenant shall attempt for thirty (30) days to agree upon the Renewal Rent, which the parties agree shall be the fair market rental value of the Demised Premises, taking into account the Personal Property, the obligation of the Tenant to pay Taxes (hereinafter defined) and other expenses allocated to the Demised Premises as provided elsewhere in this Lease. Should the Landlord and the Tenant be unable to agree on the Renewal Rent within such thirty (30) day period, the Tenant shall, at its own cost, appoint a disinterested real estate broker licensed in the State of Pennsylvania involved in the rental of similar space in the area in which the Plant is located for at least five (5) years (a "QUALIFIED BROKER") to serve as an appraiser on its behalf and shall give notice thereof to the Landlord within sixty (60) days after the Landlord's receipt of the Tenant's Renewal Notice. The Landlord shall, at its own cost, within thirty (30) days after receiving said notice appoint a second Qualified Broker to serve as appraiser on its behalf and shall give written notice thereof to the Tenant. The Qualified Brokers shall independently, within thirty (30) days after their appointment, render in writing to the Landlord and the Tenant their independent appraisals of what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period. If Landlord and the Tenant or the two (2) Qualified Brokers cannot, within thirty (30) days thereafter, agree on what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period, the two (2) Qualified Brokers theretofore appointed shall appoint a third Qualified Broker. The third Qualified Broker shall then promptly select the amount set forth in one or the other of the two appraisals theretofore prepared which such Broker believes most closely approximates the annual fair market value of the Demised PremisesCommencement Date, and same shall be the Renewal Rent for the applicable Renewal Period. The determination of the Qualified Broker(s) shall conclusively be and be deemed to be the Renewal Rent and shall be binding on Landlord and Tenant. In rendering their determination, the Qualified Brokers shall have no power to modify or in any manner alter or reform any of the provisions of this Lease. The cost of the third Qualified Broker shall be shared equally by Landlord and Tenant. If, for any reason whatsoever, the Renewal Rent has not been determined on or prior to the commencement of the applicable Renewal Period, Tenant shall pay to the Landlord on account of Basic Rent (subject to retroactive adjustment back to the beginning of the applicable Renewal Period once the Basic Rent is determined) one hundred ten (110%) percent of the Basic Rent payable by the Tenant immediately prior to the commencement of the applicable Renewal Period. (a) In addition to the Basic Rent, the Tenant shall pay and discharge, as additional rent (the "ADDITIONAL RENT"), any and all other amounts, liabilities, charges, obligations and other payments which the Tenant, under any of the provisions of this Lease, is now or hereafter obligated to pay or discharge, as more particularly described in this Lease. In the event of any failure on the part of the Tenant to pay all or any part of the Additional Rent when due, the Landlord shall have the same rights and remedies provided for herein or by applicable law or otherwise in the case of the nonpayment of the Basic Rent. (b) It is intended that the Basic Rent be net to the Landlord and that the Tenant shall pay, as Additional Rent, all Taxes, utilities, and other costs and expenses relating to the Demised Premises (other than those environmental costs which Landlord shall pay pursuant to Sections 6.3 and 6.4 of the Contribution Agreement) and an equitable portion of such Taxes, utilities, insurance and other costs and expenses relating to the Licensed Premises, all as reasonably determined by the Landlord and the Tenant pursuant to the provisions of this Lease, including, without limitation, Articles 4, 5, 6, 8 and 24 hereof, and taking into account the total area occupied and their respective requirements based on usage. The Landlord and the Tenant have agreed upon a preliminary allocation of certain of these items as set forth in EXHIBIT "B" attached hereto and made a part hereof (the "INITIAL EXPENSE ALLOCATIONS"), and as referenced below in Section 24.4. Section 2.3 During the term of this Lease, if Lease as defined by (S)4 above (except as provided for in the Tenant shall fail to pay any installment second paragraph of the Basic Rent or any of the Additional Rent due or payable hereunder or in connection herewith, within 10 days after Landlord notifies Tenant in writing that any such amount is due or payable, in addition to all of the other rights and remedies of the Landlord hereunderthis clause), the Tenant shall pay to the LandlordLandlord as Basic Rent, the sum of Three Hundred Seventy Six Thousand ($376,000.00) Dollars per year in monthly installments of Thirty One Thousand Three Hundred Thirty Three and 33/100 (31,333.33) Dollars, the same calculated at the rate of $8.00 per square foot for 47,000 rentable square feet of area at the Building more particularly described on Exhibit A. As more specifically set forth hereafter, each yearly amount of Basic Rent is to be Triple Net. Basic Rent shall be payable without counterclaim, deduction, defense setoff or abatement, except as otherwise expressly provided herein, in addition to all other payments required to be made under this Leaseadvance on the first day of each month in equal installments (except in the case of a partial month at the beginning of the Term, in which event the amount not paid when due, together with interest thereon, at a rate (Tenant shall pay the "INTEREST RATE"appropriate pro rata proportion of such installment) equal to the lower of (i) 3% over Landlord at the prime rate publicly announced address set forth above or to such other party or such other address as the Landlord may thereafter from time to time specify by ▇▇▇▇▇▇ Guaranty Trust Company of New York and (ii) the highest rate permitted by applicable law, from the due date until the date of payment. All amounts payable notice to the Tenant. If the name or address of the party entitled to receive Basic Rent and Additional Rent shall be changed, the Tenant may, until ten (10) days after receipt of such notice or such change, continue to pay Basic Rent and Additional Rent to the party and the address to which, and in the manner in which, the preceding installment of Basic Rent was paid. To the end this Lease is Triple Net, Basic Rent shall be received by the Landlord pursuant net of all costs and expenses related to this Section 2.3 shall constitute Additional Rent.the Premises other than as expressly set forth herein. The Tenant agrees to pay, for that area leased to it and exclusively dedicated to its use, its proportionate share

Basic Rent Additional Rent. (a) The Tenant 3.1 LESSEE shall pay rent (“Basic Rent”) to the Landlord LESSOR during the Initial Term an annual basic rent (in the "BASIC RENT") equal amounts and at the times provided in Exhibit B in lawful money of the United States of America. In the event that the date upon which LESSEE first becomes obligated to One Dollar per annumpay Basic Rent with respect to any Stage of the Demised Premises shall be other than a Basic Rent Payment Date, then the Basic Rent payment for such Stage for the calendar month in which such obligation first commences shall be prorated to reflect the actual number of days in such calendar month from and after the date which Basic Rent is payable for the applicable Stage; such prorated amount shall be payable in advance paid to LESSOR within five (5) business days after the date on January 2 of each year during the Initial Term. If the Term is extended pursuant which LESSEE first becomes obligated to Section 1.2(b), the pay Basic Rent for the first Renewal Period shall be equal applicable Stage pursuant to One Dollar per annum, which Basic Rent shall be payable in advance on January 2 of each year during the first Renewal Period.Exhibit B. (b) If the Term is extended from time to time for any Renewal Period after the first Renewal Period, as provided in Section 1.2 (b) above, the Basic Rent for such Renewal Period (the "RENEWAL RENT") shall be determined as provided in this Section 2.1(b). Upon receipt of Tenant's Renewal Notice, the Landlord and the Tenant shall attempt for thirty (30) days to agree upon the Renewal Rent, which the parties agree shall be the fair market rental value of the Demised Premises, taking into account the Personal Property, the obligation of the Tenant to pay Taxes (hereinafter defined) and other expenses allocated to the Demised Premises as provided elsewhere in this Lease. Should the Landlord and the Tenant be unable to agree on the Renewal Rent within such thirty (30) day period, the Tenant shall, at its own cost, appoint a disinterested real estate broker licensed in the State of Pennsylvania involved in the rental of similar space in the area in which the Plant is located for at least five (5) years (a "QUALIFIED BROKER") to serve as an appraiser on its behalf and shall give notice thereof to the Landlord within sixty (60) days after the Landlord's receipt of the Tenant's Renewal Notice. The Landlord shall, at its own cost, within thirty (30) days after receiving said notice appoint a second Qualified Broker to serve as appraiser on its behalf and shall give written notice thereof to the Tenant. The Qualified Brokers shall independently, within thirty (30) days after their appointment, render in writing to the Landlord and the Tenant their independent appraisals of what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period. If Landlord and the Tenant or the two (2) Qualified Brokers cannot, within thirty (30) days thereafter, agree on what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period, the two (2) Qualified Brokers theretofore appointed shall appoint a third Qualified Broker. The third Qualified Broker shall then promptly select the amount set forth in one or the other of the two appraisals theretofore prepared which such Broker believes most closely approximates the annual fair market value of the Demised Premises, and same shall be the Renewal Rent for the applicable Renewal Period. The determination of the Qualified Broker(s) shall conclusively be and be deemed to be the Renewal Rent and shall be binding on Landlord and Tenant. In rendering their determination, the Qualified Brokers shall have no power to modify or in any manner alter or reform any of the provisions of this Lease. The cost of the third Qualified Broker shall be shared equally by Landlord and Tenant. If, for any reason whatsoever, the Renewal Rent has not been determined on or prior to the commencement of the applicable Renewal Period, Tenant shall pay to the Landlord on account of Basic Rent (subject to retroactive adjustment back to the beginning of the applicable Renewal Period once the Basic Rent is determined) one hundred ten (110%) percent of the Basic Rent payable by the Tenant immediately prior to the commencement of the applicable Renewal Period. (a) 3.2 In addition to the Basic Rent, the Tenant shall LESSEE will pay and dischargedischarge when due, as additional rent (the "ADDITIONAL RENT"“Additional Rent”), any and all other amounts, liabilitiesliabilities and obligations which LESSEE herein agrees to pay to LESSOR, chargestogether with (after the giving of any applicable notice required to be given by LESSOR hereunder) all interest, obligations penalties and other payments costs which may be added thereto pursuant to the Tenant, under any of the provisions terms of this Lease; each such amount, liability and obligation, together with any interest, penalty and/or cost thereon, shall be deemed Additional Rent regardless of whether it is now or hereafter obligated specifically referred to pay or discharge, as more particularly described Additional Rent in this Lease. In the event of any failure on the part of the Tenant to pay all or any part of the Additional Rent when due, the Landlord LESSOR shall have all the same rights rights, powers and remedies provided for herein in this Lease or by applicable at law or in equity or otherwise in the case of the for failure to pay Additional Rent as are available for nonpayment of the Basic Rent. (b) It is intended that the 3.3 If any installment of Basic Rent be net or Additional Rent is not paid within ten (10) days after the date when due, LESSEE shall pay to the Landlord and that the Tenant shall payLESSOR on demand, as Additional Rent, all Taxesa late charge equal to four percent (4%) of the amount unpaid; provided, utilitieshowever, and other costs and expenses relating such late charge shall not apply to the Demised Premises first (other than those environmental costs which Landlord shall pay pursuant to Sections 6.3 and 6.4 of the Contribution Agreement1st) and an equitable portion of such Taxeslate payment in any calendar year. In addition, utilities, insurance and other costs and expenses relating to the Licensed Premises, all as reasonably determined by the Landlord and the Tenant pursuant to the provisions of this Lease, including, without limitation, Articles 4, 5, 6, 8 and 24 hereof, and taking into account the total area occupied and their respective requirements based on usage. The Landlord and the Tenant have agreed upon a preliminary allocation of certain of these items as set forth in EXHIBIT "B" attached hereto and made a part hereof (the "INITIAL EXPENSE ALLOCATIONS"), and as referenced below in Section 24.4. Section 2.3 During the term of this Lease, if the Tenant shall fail to pay any installment or installments of the Basic Rent or any of the Additional Rent due or payable accruing hereunder or in connection herewith, which are not paid within 10 ten (10) days after Landlord notifies Tenant in writing that any such amount is due or payable, in addition to all of the other rights and remedies of the Landlord hereunder, the Tenant shall pay to the Landlord, in addition to all other payments required to be made under this Lease, the amount not paid date when due, together with shall bear interest thereon, at a rate (the "INTEREST RATE") equal to the lower of (i) 3% over the prime rate publicly announced from time to time by ▇▇▇▇▇▇ Guaranty Trust Company of New York and (ii) the highest rate permitted by applicable law, from Prime Rate form the due date thereof until the date of payment. All amounts , which interest shall be deemed Additional rent hereunder and shall be payable to the Landlord pursuant to this Section 2.3 shall constitute Additional Rentupon demand by LESSOR.

Basic Rent Additional Rent. (a) The Tenant shall pay to Effective with the Landlord during the Initial Term an annual basic rent (the "BASIC RENT") equal to One Dollar per annum, which Basic Rent shall be payable in advance on January 2 of each year during the Initial Term. If the Term is extended pursuant to Section 1.2(b), the Basic Rent for the first Renewal Period shall be equal to One Dollar per annum, which Basic Rent shall be payable in advance on January 2 of each year during the first Renewal Period. (b) If the Term is extended from time to time for any Renewal Period after the first Renewal Period, as provided in Section 1.2 (b) above, the Basic Rent for such Renewal Period (the "RENEWAL RENT") shall be determined as provided in this Section 2.1(b). Upon receipt of Tenant's Renewal Notice, the Landlord and the Tenant shall attempt for thirty (30) days to agree upon the Renewal Rent, which the parties agree shall be the fair market rental value of the Demised Premises, taking into account the Personal Property, the obligation of the Tenant to pay Taxes (hereinafter defined) and other expenses allocated to the Demised Premises as provided elsewhere in this Lease. Should the Landlord and the Tenant be unable to agree on the Renewal Rent within such thirty (30) day period, the Tenant shall, at its own cost, appoint a disinterested real estate broker licensed in the State of Pennsylvania involved in the rental of similar space in the area in which the Plant is located for at least five (5) years (a "QUALIFIED BROKER") to serve as an appraiser on its behalf and shall give notice thereof to the Landlord within sixty (60) days after the Landlord's receipt of the Tenant's Renewal Notice. The Landlord shall, at its own cost, within thirty (30) days after receiving said notice appoint a second Qualified Broker to serve as appraiser on its behalf and shall give written notice thereof to the Tenant. The Qualified Brokers shall independently, within thirty (30) days after their appointment, render in writing to the Landlord and the Tenant their independent appraisals of what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period. If Landlord and the Tenant or the two (2) Qualified Brokers cannot, within thirty (30) days thereafter, agree on what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period, the two (2) Qualified Brokers theretofore appointed shall appoint a third Qualified Broker. The third Qualified Broker shall then promptly select the amount set forth in one or the other of the two appraisals theretofore prepared which such Broker believes most closely approximates the annual fair market value of the Demised PremisesCommencement Date, and same shall be the Renewal Rent for the applicable Renewal Period. The determination of the Qualified Broker(s) shall conclusively be and be deemed to be the Renewal Rent and shall be binding on Landlord and Tenant. In rendering their determination, the Qualified Brokers shall have no power to modify or in any manner alter or reform any of the provisions of this Lease. The cost of the third Qualified Broker shall be shared equally by Landlord and Tenant. If, for any reason whatsoever, the Renewal Rent has not been determined on or prior to the commencement of the applicable Renewal Period, Tenant shall pay to the Landlord on account of Basic Rent (subject to retroactive adjustment back to the beginning of the applicable Renewal Period once the Basic Rent is determined) one hundred ten (110%) percent of the Basic Rent payable by the Tenant immediately prior to the commencement of the applicable Renewal Period. (a) In addition to the Basic Rent, the Tenant shall pay and discharge, as additional rent (the "ADDITIONAL RENT"), any and all other amounts, liabilities, charges, obligations and other payments which the Tenant, under any of the provisions of this Lease, is now or hereafter obligated to pay or discharge, as more particularly described in this Lease. In the event of any failure on the part of the Tenant to pay all or any part of the Additional Rent when due, the Landlord shall have the same rights and remedies provided for herein or by applicable law or otherwise in the case of the nonpayment of the Basic Rent. (b) It is intended that the Basic Rent be net to the Landlord and that the Tenant shall pay, as Additional Rent, all Taxes, utilities, and other costs and expenses relating to the Demised Premises (other than those environmental costs which Landlord shall pay pursuant to Sections 6.3 and 6.4 of the Contribution Agreement) and an equitable portion of such Taxes, utilities, insurance and other costs and expenses relating to the Licensed Premises, all as reasonably determined by the Landlord and the Tenant pursuant to the provisions of this Lease, including, without limitation, Articles 4, 5, 6, 8 and 24 hereof, and taking into account the total area occupied and their respective requirements based on usage. The Landlord and the Tenant have agreed upon a preliminary allocation of certain of these items as set forth in EXHIBIT "B" attached hereto and made a part hereof (the "INITIAL EXPENSE ALLOCATIONS"), and as referenced below in Section 24.4. Section 2.3 During the term of this Lease, if Lease as defined by (S)4 above (except as provided for in the Tenant shall fail to pay any installment second paragraph of the Basic Rent or any of the Additional Rent due or payable hereunder or in connection herewith, within 10 days after Landlord notifies Tenant in writing that any such amount is due or payable, in addition to all of the other rights and remedies of the Landlord hereunderthis clause), the Tenant shall pay to the LandlordLandlord as Basic Rent, the sum of One Hundred Eighty Three Thousand Two Hundred Sixty and 00/100 ($183,260.00) Dollars per year in monthly installments of Fifteen Thousand Two Hundred Seventy One and 67/100 ($15,271.67) Dollars, the same calculated at the rate of $10.00 per square foot for 18,326 rentable square feet of area at the Building more particularly described on Exhibit A. As more specifically set forth hereafter, each yearly amount of Basic Rent is to be Triple Net. Basic Rent shall be payable without counterclaim, deduction, defense setoff or abatement, except as otherwise expressly provided herein, in addition to all other payments required to be made under this Leaseadvance on the first day of each month in equal installments (except in the case of a partial month at the beginning of the Term, in which event the amount not paid when due, together with interest thereon, at a rate (Tenant shall pay the "INTEREST RATE"appropriate pro rata proportion of such installment) equal to the lower of (i) 3% over Landlord at the prime rate publicly announced address set forth above or to such other party or such other address as the Landlord may thereafter from time to time specify by ▇▇▇▇▇▇ Guaranty Trust Company notice to the Tenant. If the name or address of New York the party entitled to receive Basic Rent and Additional Rent shall be changed, the Tenant may, until ten (ii10) days after receipt of such notice or such change, continue to pay Basic Rent and Additional Rent to the highest rate permitted party and the address to which, and in the manner in which, the preceding installment of Basic Rent was paid. To the end this Lease is Triple Net, Basic Rent shall be received by applicable lawthe Landlord net of all costs and expenses related to the Premises other than as expressly set forth herein. The Tenant agrees to pay as "Additional Rent" for that area leased to it and exclusively dedicated to its use, (i) its proportionate share of real estate taxes issued from the due date until the date Town of payment. All amounts payable to the Landlord pursuant to this Section 2.3 shall constitute Additional Rent.Tewksbury (calculated at

Basic Rent Additional Rent. 3.1. Basic Rent Tenant covenants to pay to Landlord as and for the rental of the Premises the amounts set forth below (the ---------- "Basic Rent"): (a) The Tenant shall pay For and with respect to the Landlord during First Lease Year the Initial Term an annual basic rent amount of $18,750.00 per calendar month (but if the "BASIC RENT"Commencement Date does not occur on the first day of a calendar month, the installment for the period from the Commencement Date to the end of the calendar month in which the Commencement Date occurs shall be paid on the Commencement Date and shall be prorated based on a thirty (30) day month). (b) For and with respect to the second Lease Year (i.e., calendar year 2001), the amount of $ 225,000.00, payable in equal to One Dollar per annum, which monthly installments of $18,750.00 . (c) Basic Rent shall be payable in advance on January 2 adjusted commencing with the first (1st) day of the third Lease Year and as of the first (1st) day of each year during Lease Year thereafter (each such date being referred to herein as an "BR Adjustment Date" and each such Lease Year commencing with the Initial Termthird Lease Year being referred to herein as a "BR Period"). If the Term is extended pursuant to Section 1.2(b), the Basic Rent for the first Renewal BR Period shall and for each subsequent BR Period, including each BR Period during any Extended Terms, will be equal to One Dollar per annum, which adjusted on the first BR Adjustment Date by an amount calculated by multiplying the Basic Rent shall be payable then in advance on January 2 of each year during the first Renewal Periodeffect by five percent (5%). (bd) If an option to extend the Term is extended from time exercised, for and with respect to time for any Renewal Period after the first Renewal Periodapplicable Extended Term, as provided in Section 1.2 at the rate equal to ninety-five percent (b95%) above, the Basic Rent for such Renewal Period (the "RENEWAL RENT") shall be determined as provided in this Section 2.1(b). Upon receipt of Tenant's Renewal Notice, the Landlord and the Tenant shall attempt for thirty (30) days to agree upon the Renewal Rent, which the parties agree shall be the fair market rental value of the Demised Premisesvalue, taking into account the Personal Property, the obligation of the Tenant to pay Taxes (hereinafter defined) and other expenses allocated to the Demised Premises as provided elsewhere but in this Lease. Should the Landlord and the Tenant be unable to agree on the Renewal Rent within such thirty (30) day period, the Tenant shall, at its own cost, appoint a disinterested real estate broker licensed in the State of Pennsylvania involved in the rental of similar space in the area in which the Plant is located for at least five (5) years (a "QUALIFIED BROKER") to serve as an appraiser on its behalf and shall give notice thereof to the Landlord within sixty (60) days after the Landlord's receipt of the Tenant's Renewal Notice. The Landlord shall, at its own cost, within thirty (30) days after receiving said notice appoint a second Qualified Broker to serve as appraiser on its behalf and shall give written notice thereof to the Tenant. The Qualified Brokers shall independently, within thirty (30) days after their appointment, render in writing to the Landlord and the Tenant their independent appraisals of what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period. If Landlord and the Tenant or the two (2) Qualified Brokers cannot, within thirty (30) days thereafter, agree on what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period, the two (2) Qualified Brokers theretofore appointed shall appoint a third Qualified Broker. The third Qualified Broker shall then promptly select the amount set forth in one or the other of the two appraisals theretofore prepared which such Broker believes most closely approximates the annual fair market value of the Demised Premises, and same shall be the Renewal Rent for the applicable Renewal Period. The determination of the Qualified Broker(s) shall conclusively be and be deemed to be the Renewal Rent and shall be binding on Landlord and Tenant. In rendering their determination, the Qualified Brokers shall have no power to modify or in any manner alter or reform any of the provisions of this Lease. The cost of the third Qualified Broker shall be shared equally by Landlord and Tenant. If, for any reason whatsoever, the Renewal Rent has not been determined on or prior to the commencement of the applicable Renewal Period, Tenant shall pay to the Landlord on account of Basic Rent (subject to retroactive adjustment back to the beginning of the applicable Renewal Period once the Basic Rent is determined) one hundred ten (110%) percent of event less than the Basic Rent payable by in the Tenant immediately last year of the prior to portion of the commencement Term ("Extended Term Basic Rent"). Fair market rental value will be determined as of the first day of the applicable Renewal Period. (a) In addition Extended Term but at the time and on the basis set forth in Section 11.3 hereof. Tenant unconditionally and irrevocably agrees to make the Basic Rent, the Tenant shall pay Rent payments directly to Landlord or Landlord's designee and discharge, as additional rent (the "ADDITIONAL RENT"), any and all other amounts, liabilities, charges, obligations and other payments which the Tenant, under any of the provisions of this Lease, is now or hereafter obligated to pay or discharge, as more particularly described in this Lease. In the event of any failure same on the part first day of each month, commencing on the Tenant to pay all or Commencement Date. After any part Event of the Additional Rent when dueDefault, the Landlord shall have the same rights and remedies provided for herein or by applicable law or otherwise in the case of the nonpayment of the Basic Rent. (b) It is intended right to require that the Basic Rent be net to the Landlord and that the Tenant shall pay, as Additional Rent, all Taxes, utilities, and other costs and expenses relating to the Demised Premises (other than those environmental costs which Landlord shall pay pursuant to Sections 6.3 and 6.4 of the Contribution Agreement) and an equitable portion of such Taxes, utilities, insurance and other costs and expenses relating to the Licensed Premises, all as reasonably determined by the Landlord and the Tenant pursuant to the provisions of this Lease, including, without limitation, Articles 4, 5, 6, 8 and 24 hereof, and taking into account the total area occupied and their respective requirements based on usage. The Landlord and the Tenant have agreed upon a preliminary allocation of certain of these items as set forth in EXHIBIT "B" attached hereto and made a part hereof (the "INITIAL EXPENSE ALLOCATIONS"), and as referenced below in Section 24.4. Section 2.3 During the term of this Lease, if the Tenant shall fail to pay any installment of the Basic Rent or any of the Additional Rent due or payable hereunder or in connection herewith, within 10 days after Landlord notifies Tenant in writing that any such amount is due or payable, in addition to all of the other rights and remedies of the Landlord hereunder, the Tenant shall pay to the Landlord, in addition to all other payments required to be made under this Lease, the amount not paid when due, together with interest thereon, at a rate (the "INTEREST RATE") equal to the lower of (i) 3% over the prime rate publicly announced from time to time by ▇▇▇▇▇▇ Guaranty Trust Company of New York and (ii) the highest rate permitted by applicable law, from the due date until the date of payment. All amounts payable to the Landlord pursuant to this Section 2.3 shall constitute Additional Rentin immediately available funds.

Basic Rent Additional Rent. (a) The Tenant shall pay to the Landlord during the Initial Term an annual basic rent (the "BASIC RENTBasic Rent") equal to One Dollar per annum, which Basic Rent shall be payable in advance on January 2 of each year during the Initial Term. If the Term is extended pursuant to Section 1.2(b), the Basic Rent for the first Renewal Period shall be equal to One Dollar per annum, which Basic Rent shall be payable in advance on January 2 of each year during the first Renewal Period. (b) If the Term is extended from time to time for any Renewal Period after the first Renewal Period, as provided in Section 1.2 (b) above, the Basic Rent for such Renewal Period (the "RENEWAL RENTRenewal Rent") shall be determined as provided in this Section 2.1(b2.1 (b). Upon receipt of Tenant's Renewal Notice, the Landlord and the Tenant shall attempt for thirty (30) days to agree upon the Renewal Rent, which the parties agree shall be the fair market rental value of the Demised Premises, taking into account the Personal Property, the obligation of the Tenant to pay Taxes (hereinafter defined) and other expenses allocated to the Demised Premises as provided elsewhere in this Lease. Should the Landlord and the Tenant be unable to agree on the Renewal Rent within such thirty (30) day period, the Tenant shall, at its own cost, appoint a disinterested real estate broker licensed in the State of Pennsylvania involved in the rental of similar space in the area in which the Plant is located for at least five (5) years (a "QUALIFIED BROKERQualified Broker") to serve as an appraiser on its behalf and shall give notice thereof to the Landlord within sixty (60) days after the Landlord's receipt of the Tenant's Renewal Notice. The Landlord shall, at its own cost, within thirty (30) days after receiving said notice appoint a second Qualified Broker to serve as appraiser on its behalf and shall give written notice thereof to the Tenant. The Qualified Brokers shall independently, within thirty (30) days after their appointment, render in writing to the Landlord and the Tenant their independent appraisals of what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period. If Landlord and the Tenant or the two (2) Qualified Brokers cannot, within thirty (30) days thereafter, agree on what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period, the two (2) Qualified Brokers theretofore appointed shall appoint a third Qualified Broker. The third Qualified Broker shall then promptly select the amount set forth in one or the other of the two appraisals theretofore prepared which such Broker believes most closely approximates the annual fair market value of the Demised Premises, and same shall be the Renewal Rent for the applicable Renewal Period. The determination of the Qualified Broker(s) shall conclusively be and be deemed to be the Renewal Rent and shall be binding on Landlord and Tenant. In rendering their determination, the Qualified Brokers shall have no power to modify or in any manner alter or reform any of the provisions of this Lease. The cost of the third Qualified Broker shall be shared equally by Landlord and Tenant. If, for any reason whatsoever, the Renewal Rent has not been determined on or prior to the commencement of the applicable Renewal Period, Tenant shall pay to the Landlord on account of Basic Rent (subject to retroactive adjustment back to the beginning of the applicable Renewal Period once the Basic Rent is determined) one hundred ten (110%) percent of the Basic Rent payable by the Tenant immediately prior to the commencement of the applicable Renewal Period. (a) In addition to the Basic Rent, the Tenant shall pay and discharge, as additional rent (the "ADDITIONAL RENTAdditional Rent"), any and all other amounts, liabilities, charges, obligations and other payments which the Tenant, under any of the provisions of this Lease, is now or hereafter obligated to pay or discharge, as more particularly described in this Lease. In the event of any failure on the part of the Tenant to pay all or any part of the Additional Rent when due, the Landlord shall have the same rights and remedies provided for herein or by applicable law or otherwise in the case of the nonpayment of the Basic Rent. (b) It is intended that the Basic Rent be net to the Landlord and that the Tenant shall pay, as Additional Rent, all Taxes, utilities, and other costs and expenses relating to the Demised Premises (other than those environmental costs which Landlord shall pay pursuant to Sections Section 6.3 and 6.4 of the Contribution Agreement) and an equitable portion of such Taxes, utilities, insurance and other costs and expenses relating to the Licensed Premises, all as reasonably determined by the Landlord and the Tenant pursuant to the provisions of this Lease, including, without limitation, Articles 4, 5, 6, 8 and 24 hereof, and taking into account the total area occupied and their respective requirements based on usage. The Landlord and the Tenant have agreed upon a preliminary allocation of certain of these items as set forth in EXHIBIT Exhibit "BC" attached hereto and made a part hereof (the "INITIAL EXPENSE ALLOCATIONSInitial Expense Allocations"), and as referenced below in Section 24.4. Section 2.3 During the term of this Lease, if the Tenant shall fail to pay any installment of the Basic Rent or any of the Additional Rent due or payable hereunder or in connection herewith, within 10 days after Landlord notifies Tenant in writing that any such amount is due or payable, in addition to all of the other rights and remedies of the Landlord hereunder, the Tenant shall pay to the Landlord, in addition to all other payments required to be made under this Lease, the amount not paid when due, together with interest thereon, at a rate (the "INTEREST RATEInterest Rate") equal to the lower of (i) 3% over the prime rate publicly announced from time to time by ▇▇▇▇▇▇ Guaranty Trust Company of New York and (ii) the highest rate permitted by applicable law, from the due date until the date of payment. All amounts payable to the Landlord pursuant to this Section 2.3 shall be constitute Additional Rent.

Basic Rent Additional Rent. Section 3.1 Commencing two (a2) The Tenant months after the lease commencement date, hereafter referred to as "the Rent Commencement Date", the TENANT shall pay to the Landlord during the Initial Term LANDLORD an annual basic rent (the "BASIC RENT") equal to One Dollar per annum, which Annual Basic Rent to INDUSTRIAL & RESEARCH ASSOCIATES CO. at PO. ▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ in equal monthly installments in advance of or on the first day of each month without notice and demand and except as otherwise provided herein, without abatement, deduction or set-off of any amount whatsoever based upon the following schedule: TERM ANNUAL RENT MONTHLY RENT ---- ----------- ------------ 01/01/96 - 10/31/96 $352,810.68 $29,400.89 11/01/96 - 12/31/2005 $730,310.65 $60,859.22 The fractional rent, if any, from the Rent Commencement Date (as above provided) to the date of the first day of the following month shall be payable in advance on January 2 of each year during paid by the Initial Term. If the Term is extended pursuant to Section 1.2(b), the Basic Rent for the first Renewal Period shall be equal to One Dollar per annum, which Basic Rent shall be payable in advance on January 2 of each year during the first Renewal Period. (b) If the Term is extended from time to time for any Renewal Period after the first Renewal Period, as provided in Section 1.2 (b) above, the Basic Rent for such Renewal Period (the "RENEWAL RENT") shall be determined as provided in this Section 2.1(b). Upon receipt of Tenant's Renewal Notice, the Landlord and the Tenant shall attempt for thirty (30) days to agree upon the Renewal Rent, which the parties agree shall be the fair market rental value of the Demised Premises, taking into account the Personal Property, the obligation of the Tenant to pay Taxes (hereinafter defined) and other expenses allocated TENANT to the Demised Premises as provided elsewhere in this Lease. Should the Landlord and the Tenant be unable to agree on the Renewal Rent LANDLORD within such thirty ten (30) day period, the Tenant shall, at its own cost, appoint a disinterested real estate broker licensed in the State of Pennsylvania involved in the rental of similar space in the area in which the Plant is located for at least five (5) years (a "QUALIFIED BROKER") to serve as an appraiser on its behalf and shall give notice thereof to the Landlord within sixty (6010) days after the Landlord's Rent Commencement Date. The LANDLORD acknowledges receipt of $147,004.45 representing the Tenant's Renewal Noticerent for the first five full months for which rent is due hereunder. Section 3.2 As additional rent during each and every year during the term hereof and any renewals the TENANT shall pay to the LANDLORD its proportionate share of any increase in real estate taxes paid for the building within which the Demised Premises form a part, over the Base Tax Year (1995/96 School Tax and the 1996 Town Tax). The Landlord shallIf there is a tax abatement program in effect at any time during the Base Tax year which reduces the real estate taxes, the Base Tax Year shall be computed as if there were no such abatement. LANDLORD shall furnish TENANT with an invoice for the real estate tax escalation, together with copies of all tax bills upon which such escalation is based, at its own cost, within thirty (30) days after receiving said notice appoint a second Qualified Broker to serve as appraiser on its behalf and shall give written notice thereof the close of each tax year. Notwithstanding anything to the Tenant. The Qualified Brokers shall independentlycontrary contained herein, within thirty (30) days after their appointment, render in writing TENANT and LANDLORD agree that should the building be reassessed due to the Landlord capital improvements as contemplated in Exhibit "C", then the Base Year Taxes shall be increased by an amount equal to such final full reassessment and the Tenant their independent appraisals first increase in taxes, up to $1.00 per square foot, shall be split by the LANDLORD and TENANT on an equal basis. Should the tax increase be greater than $1.00 per square foot, due to the work as contemplated in Exhibit "C", then the LANDLORD agrees to pick up 100% of what the annual fair market rental value increase over said $1.00 per square foot. A. TENANT's proportionate share of any such increase shall be determined by multiplying any such increase by a fraction, the numerator of which shall be the total gross rentable area of the Demised Premises would be for the applicable Renewal Period. If Landlord (i.e., 35,000 square feet) and the Tenant or denominator of which shall be the two (2) Qualified Brokers cannot, within thirty (30) days thereafter, agree on what total gross rentable area of the annual fair market rental value building of which the Demised Premises would be for form a part (i.e., 40,000 square feet), i.e., 88%. B. TENANT shall similarly pay its proportionate share as determined in sub- paragraph "A" above of any ad valorem assessments, or impositions against the applicable Renewal Period, the two (2) Qualified Brokers theretofore appointed shall appoint a third Qualified Broker. The third Qualified Broker shall then promptly select the amount set forth in one or the other real property of the two appraisals theretofore prepared which such Broker believes most closely approximates the annual fair market value of the Demised Premises, Premises form a part and same its proportionate share of any taxes which shall be imposed in lieu of any ad valorem real property tax as the Renewal Rent for the applicable Renewal Period. The determination same is presently considered, except that TENANT shall not be obligated to pay any portion of the Qualified Broker(sany assessment or impositions (whether payable in installments or otherwise) shall conclusively be and be deemed to be the Renewal Rent and shall be binding on Landlord and Tenant. In rendering their determination, the Qualified Brokers shall which have no power to modify or in any manner alter or reform any of the provisions of this Lease. The cost of the third Qualified Broker shall be shared equally by Landlord and Tenant. If, for any reason whatsoever, the Renewal Rent has not been determined on or become a lien prior to the commencement of the applicable Renewal Period, Tenant shall pay to the Landlord on account of Basic Rent (subject to retroactive adjustment back to the beginning of the applicable Renewal Period once the Basic Rent is determined) one hundred ten (110%) percent of the Basic Rent payable by the Tenant immediately prior to the commencement of the applicable Renewal Period. (a) In addition to the Basic Rent, the Tenant shall pay and discharge, as additional rent (the "ADDITIONAL RENT"), any and all other amounts, liabilities, charges, obligations and other payments which the Tenant, under any of the provisions term of this Lease, is now or hereafter obligated to pay or discharge, as more particularly described in this Leaselease. In the event that there shall be any general or special assessments or impositions against the said real property which the TENANT is obligated to pay a proportionate share, the LANDLORD agrees that if the said assessments or impositions may be paid in installments that the LANDLORD will elect to pay the same in the maximum number of installments permitted by law prior to the time interest or penalties shall be payable and the TENANT shall only be responsible to pay its proportionate share of those installments which cover the period of the term of the lease. C. Nothing contained herein shall be construed to include as a tax which shall be the basis of real estate taxes, any inheritance, estate, succession, transfer, gift, franchise, corporation, income or profit tax or capital levy that is or may be imposed upon LANDLORD. In addition, there shall be excluded from the definition of real estate taxes any taxes based on increases in assessed value due to: (i) any sale of the Building; (ii) the creation of a ground or net lease; (iii) any mortgaging or refinancing of the Building; (iv) improvements for other occupants of the Building; (v) increases in the rentable area of the Building or additions to the land (unless same are for the benefit of the TENANT); and (vi) subject to the terms of the first paragraph of this Section 3.2, capital improvements to the building subsequent to the initial installation as contemplated in Exhibit "C", with the exception of any failure on capital improvements made at the part request of the Tenant to pay all TENANT. Section 3.3 In the event that LANDLORD or any part major tenant of the Additional Rent when duebuilding should contest any taxes or assessments levied against the building, the Landlord TENANT agrees to cooperate but is not obligated to contribute to any expenses incurred by the LANDLORD in any such proceeding or action. In the event that there shall have be any refunds of taxes by reason of any such action or proceeding, the same rights and remedies provided for herein or by applicable law or otherwise in the case TENANT shall be entitled to receive back its proportionate share of the nonpayment net refund (after deducting therefrom the cost of the Basic Rent. (b) It is intended that the Basic Rent be net to the Landlord and that the Tenant shall pay, as Additional Rent, all Taxes, utilities, and other costs and expenses relating to the Demised Premises (other than those environmental costs which Landlord shall pay pursuant to Sections 6.3 and 6.4 of the Contribution Agreement) and an equitable portion of such Taxes, utilities, insurance and other costs and expenses relating to the Licensed Premises, all as reasonably determined by the Landlord and the Tenant pursuant to the provisions of this Lease, action or proceeding including, without limitation, Articles 4fees for experts, 5court costs, 6attorney's etc.). In no event shall TENANT be entitled to any refund in excess of the amount of taxes paid by the TENANT for the year for which such refund was made. Notwithstanding anything contained herein, 8 tax-related costs deducted from any such refund shall be reasonable and 24 hereof, and taking into account actually paid by LANDLORD to third parties not associated with or under the total area occupied and their respective requirements based on usage. The Landlord and the Tenant have agreed upon a preliminary allocation direct control of certain of these items as set forth in EXHIBIT "B" attached hereto and made a part hereof (the "INITIAL EXPENSE ALLOCATIONS"), and as referenced below in Section 24.4LANDLORD or its managing agent. Section 2.3 During 3.4 Rent and Additional Rent shall be payable in lawful money of the United States to the LANDLORD at ▇.▇. ▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇-▇▇▇▇, or at such other place as the LANDLORD may from time to time designate, in advance, without notice, demand, offset or deduction except as specifically set forth herein. In the event any payment of Basic Rent or Additional Rent shall not be made to LANDLORD within ten days of the due date thereof and in the case of additional rent, within ten (10) days of receipt of written notice, there shall be added to the amount a sum equal to $1,000.00 to help to defray LANDLORD's additional costs for additional bookkeeping and other costs in connection therewith for the first two times of a similar late payment during any year and then, after notice from the LANDLORD, there shall be added to the amount a sum equal to five percent of the unpaid items. Section 3.5 In the event that LANDLORD shall fail to ▇▇▇▇ TENANT for may additional rent pursuant to this Article within twelve (12) months following the expiration or termination of the term of this Lease, if the Tenant then LANDLORD shall fail be deemed to pay any installment of the Basic Rent or any of the Additional Rent due or payable hereunder or in connection herewith, within 10 days after Landlord notifies Tenant in writing that any have waived its right to collect such amount is due or payable, in addition to all of the other rights and remedies of the Landlord hereunder, the Tenant shall pay to the Landlord, in addition to all other payments required to be made under this Lease, the amount not paid when due, together with interest thereon, at a rate (the "INTEREST RATE") equal to the lower of (i) 3% over the prime rate publicly announced from time to time by ▇▇▇▇▇▇ Guaranty Trust Company of New York and (ii) the highest rate permitted by applicable law, from the due date until the date of payment. All amounts payable to the Landlord pursuant to this Section 2.3 shall constitute Additional Rentadditional rent.

Basic Rent Additional Rent. (a) The Tenant 3.1 LESSEE shall pay rent (“Basic Rent”) to the Landlord LESSOR during the Initial Term an annual basic rent (in the "BASIC RENT") equal to One Dollar per annumamounts and at the times provided in Schedule B in lawful money of the United States of America, which except as expressly provided in the next succeeding sentence. In the event the Commencement Date shall be other than a Basic Rent shall be payable in advance on January 2 of each year during the Initial Term. If the Term is extended pursuant to Section 1.2(b)Payment Date, the Basic Rent and Additional Rent payable hereunder shall be prorated for the first Renewal Period shall be equal to One Dollar per annuminitial fractional month of the Term; such prorated amount, which Basic Rent shall be payable in advance on January 2 of each year during together with the first Renewal Period. (b) If the Term is extended from time to time for any Renewal Period after the first Renewal Period, as provided in Section 1.2 (b) above, the Basic Rent for such Renewal Period (the "RENEWAL RENT") shall be determined as provided in this Section 2.1(b). Upon receipt of Tenant's Renewal Notice, the Landlord and the Tenant shall attempt for thirty (30) days to agree upon the Renewal Rent, which the parties agree shall be the fair market rental value of the Demised Premises, taking into account the Personal Property, the obligation of the Tenant to pay Taxes (hereinafter defined) and other expenses allocated to the Demised Premises as provided elsewhere in this Lease. Should the Landlord and the Tenant be unable to agree on the Renewal Rent within such thirty (30) day period, the Tenant shall, at its own cost, appoint a disinterested real estate broker licensed in the State of Pennsylvania involved in the rental of similar space in the area in which the Plant is located for at least five (5) years (a "QUALIFIED BROKER") to serve as an appraiser on its behalf and shall give notice thereof to the Landlord within sixty (60) days after the Landlord's receipt of the Tenant's Renewal Notice. The Landlord shall, at its own cost, within thirty (30) days after receiving said notice appoint a second Qualified Broker to serve as appraiser on its behalf and shall give written notice thereof to the Tenant. The Qualified Brokers shall independently, within thirty (30) days after their appointment, render in writing to the Landlord and the Tenant their independent appraisals of what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period. If Landlord and the Tenant or the two (2) Qualified Brokers cannot, within thirty (30) days thereafter, agree on what the annual fair market rental value of the Demised Premises would be for the applicable Renewal Period, the two (2) Qualified Brokers theretofore appointed shall appoint a third Qualified Broker. The third Qualified Broker shall then promptly select the amount set forth in one or the other of the two appraisals theretofore prepared which such Broker believes most closely approximates the annual fair market value of the Demised Premises, and same shall be the Renewal Rent for the applicable Renewal Period. The determination of the Qualified Broker(s) shall conclusively be and be deemed to be the Renewal Rent and shall be binding on Landlord and Tenant. In rendering their determination, the Qualified Brokers shall have no power to modify or in any manner alter or reform any of the provisions of this Lease. The cost of the third Qualified Broker shall be shared equally by Landlord and Tenant. If, for any reason whatsoever, the Renewal Rent has not been determined on or prior to the commencement of the applicable Renewal Period, Tenant shall pay to the Landlord on account full monthly installment of Basic Rent (subject and Additional Rent due for the next succeeding calendar month, shall be paid to retroactive adjustment back to LESSOR on the beginning of the applicable Renewal Period once the Basic Rent is determined) one hundred ten (110%) percent of the Basic Rent payable by the Tenant immediately prior to the commencement of the applicable Renewal PeriodCommencement Date. (a) 3.2 In addition to the Basic Rent, the Tenant shall LESSEE will pay and dischargedischarge when due, as additional rent (the "ADDITIONAL RENT"“Additional Rent”), any and all other amounts, liabilitiesliabilities and obligations which LESSEE herein agrees to pay to LESSOR, chargestogether with all interest, obligations penal ties and other payments costs which may be added thereto pursuant to the Tenant, under any of the provisions terms of this Lease; each such amount, liability and obligation, together with any interest, penalty and/or cost thereon, shall be deemed Additional Rent regardless of whether it is now or hereafter obligated specifically referred to pay or discharge, as more particularly described Additional Rent in this Lease. In the event of any failure on the part of the Tenant to pay all or any part of the Additional Rent when due, the Landlord LESSOR shall have all the same rights rights, powers and remedies provided for herein in this Lease or by applicable at law or in equity or otherwise in the case of the for failure to pay Additional Rent as are available for nonpayment of the Basic Rent. (b) It is intended that the 3.3 If any installment of Basic Rent be net or Additional Rent is not paid when due, LESSEE shall pay to the Landlord and that the Tenant shall payLESSOR on demand, as Additional Rent, all Taxes, utilities, and other costs and expenses relating a late charge equal to the Demised Premises four percent (other than those environmental costs which Landlord shall pay pursuant to Sections 6.3 and 6.4 4%) of the Contribution Agreement) and an equitable portion of such Taxesamount unpaid. In addition, utilities, insurance and other costs and expenses relating to the Licensed Premises, all as reasonably determined by the Landlord and the Tenant pursuant to the provisions of this Lease, including, without limitation, Articles 4, 5, 6, 8 and 24 hereof, and taking into account the total area occupied and their respective requirements based on usage. The Landlord and the Tenant have agreed upon a preliminary allocation of certain of these items as set forth in EXHIBIT "B" attached hereto and made a part hereof (the "INITIAL EXPENSE ALLOCATIONS"), and as referenced below in Section 24.4. Section 2.3 During the term of this Lease, if the Tenant shall fail to pay any installment or installments of the Basic Rent or any of the Additional Rent due or payable accruing hereunder or in connection herewith, which are not paid within 10 ten (10) days after Landlord notifies Tenant in writing that any such amount is due or payable, in addition to all of the other rights and remedies of the Landlord hereunder, the Tenant shall pay to the Landlord, in addition to all other payments required to be made under this Lease, the amount not paid date when due, together with shall bear interest thereon, at a rate (the "INTEREST RATE") equal to the lower of (i) 3% over the prime rate publicly announced from time to time by ▇▇▇▇▇▇ Guaranty Trust Company of New York and (ii) the highest rate permitted by applicable law, Prime Rate from the due date thereof until the date of payment. All amounts , which interest shall be deemed Additional Rent hereunder and shall be payable upon demand by LESSOR. 3.4 LESSEE will contract for and pay all charges for telecommunication services at any time rendered or used on or about the Demised Premises to the Landlord pursuant company providing the same before any interest or penalty may be added thereto and will furnish to this Section 2.3 shall constitute Additional RentLESSOR, upon request, satisfactory proof evidencing such payment.