Common use of Minimum Rent Clause in Contracts

Minimum Rent. Subject to proration as set forth below, and subject to increase as set forth hereinafter in this Section 3.1.1 and in Section 5.1.4 and Section 10.2 hereof, Tenant shall pay as annual base rent for the Leased Property ("Minimum Rent") as follows: (a) for the first full twelve Accounting Periods during the Term the total sum of ONE HUNDRED FIFTY TWO THOUSAND NINE HUNDRED FORTY ONE AND 67/100 DOLLARS ($152,941.67) (First Year Minimum Rent)]; (b) for Accounting Periods thirteen through twenty-four the total sum of ONE HUNDRED FIFTY SIX THOUSAND SEVEN HUNDRED SIXTY FIVE AND 21/100 DOLLARS ($156,765.21) (Second Year Minimum Rent )]; (c) for each twelve Accounting Periods thereafter through the Common Tenth Anniversary Date, the total sum of ONE HUNDRED SIXTY THOUSAND FIVE HUNDRED EIGHTY EIGHT AND 75/100 DOLLARS ($160,588.75) (Third Period Minimum Rent )]. For each Accounting Period commencing with the Common Tenth Anniversary Date and continuing throughout the remainder of the Term, Minimum Rent shall, at Landlord's option, be increased based upon increases in the Index as hereafter provided or if Landlord does not elect to increase Minimum Rent based upon changes in the Index as hereafter provided, Minimum Rent for the remainder of the Term commencing with the Common Tenth Anniversary Date shall be the rental equal to the Third Period Minimum Rent. Minimum Rent will be allocated between the real property and tangible personal property and valued in the manner contemplated in Section 15 with the initial allocation reflected on EXHIBIT "J" attached hereto. If Landlord elects to increase Minimum Rent based upon changes in the Index, Landlord shall notify Tenant at least sixty (60) days prior to the Common Tenth Anniversary Date of such election and if Landlord fails to so notify Tenant of such election at least sixty (60) days prior to the Common Tenth Anniversary Date Landlord shall have waived its right to increase Minimum Rent as herein provided. In the event Landlord elects to increase Minimum Rent based upon changes in the Index and so notifies Tenant, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be increased based upon increases in the Extension Index preceding the Common Tenth Anniversary Date over the Beginning Index. In determining the increase in Minimum Rent as contemplated in the preceding sentence, the increase in the Index over each year between the Commencement Date and the Common Tenth Anniversary Date (computed as herein contemplated) shall be aggregated, provided Minimum Rent shall not be increased by more than three percent (3%) for any Lease Year between the Commencement Date and the Common Tenth Anniversary Date, notwithstanding any actual increase in the Index for such Lease Year in excess of three percent (3%). Accordingly, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be equal to the Third Period Minimum Rent for the Lease Year preceding the Common Tenth Anniversary Date multiplied by a fraction the numerator of which is the Extension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. For each Lease Year after the first Lease Year commencing with the Common Tenth Anniversary Date, Minimum Rent shall increase based upon increases in the Extension Index preceding each Lease Year over the Extension Index preceding the previous Lease Year. Thus, for example, the Minimum Rent for the third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases in the Extension Index preceding such third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. Accordingly, for each Lease Year following the first Lease Year after the Common Tenth Anniversary Date, Minimum Rent in effect for the Lease Year preceding each such Lease Year shall be multiplied by a fraction the numerator of which is the Extension Index preceding such Lease Year and the denominator of which is the Extension Index preceding the Lease Year prior to such Lease Year. If Landlord notifies Tenant prior to the Common Tenth Anniversary Date of its election to so increase Minimum Rent as provided above, Percentage Rent shall be adjusted and determined based upon increases in the Threshold as contemplated in this Agreement. Upon determining the adjusted Minimum Rental for each such Lease Year, Landlord shall notify Tenant of the amount of adjusted Minimum Rent due for such Lease Year. If such notice is not provided prior to the commencement of such Lease Year, Tenant shall pay any increased amount of Minimum Rent due for the first month(s) of such Lease Year with the first Minimum Rent payment due after receipt of Landlord's notice. Provided, however, Minimum Rent shall not be increased by more than three percent (3%) in any Lease Year following the first Lease Year after the Common Tenth Anniversary Date. Tenant shall pay Minimum Rent to Landlord in equal installments in advance, on the first (1st) Business Day of each Accounting Period. Accordingly, (a) for the first full twelve Accounting Periods, First Year Minimum Rent, together with applicable sales and use and other taxes thereon (but not any Excluded Impositions) shall be due and payable to Landlord by Tenant on the First Business Day of each such Accounting Period; (b) for each of Accounting Periods thirteen through twenty four, Second Year Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; (c) for each Accounting Period thereafter through the Common Tenth Anniversary Date, Third Period Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; and (d) for each Accounting Period thereafter Minimum Rent in the amount determined by Landlord as aforesaid, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first day of each Accounting Period. Provided, however, that the first payment of Minimum Rent shall be payable on the Commencement Date. Further, if applicable, the first payment of Minimum Rent and the last payment of Minimum Rent shall be prorated on a per diem basis provided, however, that for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period shall be prorated based upon the Minimum Rent payable for the first full twelve Accounting Periods and any prorated Rent at the end of the Term shall be prorated based upon Minimum Rent payable for each Accounting Period after the thirty sixth Accounting Period.

Minimum Rent. Subject to proration as set forth below, and subject to increase as set forth hereinafter in this Section 3.1.1 and in Section 5.1.4 and Section 10.2 hereof, (A) Tenant shall pay during the first year of the Lease Term to Landlord Minimum Rent at the rate of One Hundred Forty Thousand Nine Hundred Twenty One Dollars and Eighty Eight Cents ($140,921.88) per year, in equal monthly installments of Eleven Thousand Seven Hundred Forty Three Dollars and Forty Nine Cents ($11,743.49) (hereinafter referred to as annual base rent for the Leased Property ("“Minimum Rent"”) as follows: (a) for the first full twelve Accounting Periods during the Term the total sum of ONE HUNDRED FIFTY TWO THOUSAND NINE HUNDRED FORTY ONE AND 67/100 DOLLARS ($152,941.67) (First Year Minimum Rent)]; (b) for Accounting Periods thirteen through twenty-four the total sum of ONE HUNDRED FIFTY SIX THOUSAND SEVEN HUNDRED SIXTY FIVE AND 21/100 DOLLARS ($156,765.21) (Second Year Minimum Rent )]; (c) for each twelve Accounting Periods thereafter through the Common Tenth Anniversary Date, the total sum of ONE HUNDRED SIXTY THOUSAND FIVE HUNDRED EIGHTY EIGHT AND 75/100 DOLLARS ($160,588.75) (Third Period Minimum Rent )]. For each Accounting Period commencing with the Common Tenth Anniversary Date and continuing throughout the remainder of the Term, Minimum Rent shall, at Landlord's option, be increased based upon increases in the Index as hereafter provided or if Landlord does not elect to increase Minimum Rent based upon changes in the Index as hereafter provided, Minimum Rent for the remainder of the Term commencing with the Common Tenth Anniversary Date shall be the rental equal to the Third Period Minimum Rent. Minimum Rent will be allocated between the real property and tangible personal property and valued in the manner contemplated in Section 15 with the initial allocation reflected on EXHIBIT "J" attached hereto. If Landlord elects to increase Minimum Rent based upon changes in the Index, Landlord shall notify Tenant at least sixty (60) days prior to the Common Tenth Anniversary Date of such election and if Landlord fails to so notify Tenant of such election at least sixty (60) days prior to the Common Tenth Anniversary Date Landlord shall have waived its right to increase Minimum Rent as herein provided. In the event Landlord elects to increase Minimum Rent based upon changes in the Index and so notifies Tenant, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be increased based upon increases in the Extension Index preceding the Common Tenth Anniversary Date over the Beginning Index. In determining the increase in Minimum Rent as contemplated in the preceding sentence, the increase in the Index over each year between the Commencement Date and the Common Tenth Anniversary Date (computed as herein contemplated) shall be aggregated, provided which Minimum Rent shall not be increased by more than three percent (3%) for any Lease Year between the Commencement Date and the Common Tenth Anniversary Datepaid monthly, notwithstanding any actual increase in the Index for such Lease Year in excess of three percent (3%). Accordingly, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be equal to the Third Period Minimum Rent for the Lease Year preceding the Common Tenth Anniversary Date multiplied by a fraction the numerator of which is the Extension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. For each Lease Year after the first Lease Year commencing with the Common Tenth Anniversary Date, Minimum Rent shall increase based upon increases in the Extension Index preceding each Lease Year over the Extension Index preceding the previous Lease Year. Thus, for example, the Minimum Rent for the third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases in the Extension Index preceding such third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. Accordingly, for each Lease Year following the first Lease Year after the Common Tenth Anniversary Date, Minimum Rent in effect for the Lease Year preceding each such Lease Year shall be multiplied by a fraction the numerator of which is the Extension Index preceding such Lease Year and the denominator of which is the Extension Index preceding the Lease Year prior to such Lease Year. If Landlord notifies Tenant prior to the Common Tenth Anniversary Date of its election to so increase Minimum Rent as provided above, Percentage Rent shall be adjusted and determined based upon increases in the Threshold as contemplated in this Agreement. Upon determining the adjusted Minimum Rental for each such Lease Year, Landlord shall notify Tenant of the amount of adjusted Minimum Rent due for such Lease Year. If such notice is not provided prior to the commencement of such Lease Year, Tenant shall pay any increased amount of Minimum Rent due for the first month(s) of such Lease Year with the first Minimum Rent payment due after receipt of Landlord's notice. Provided, however, Minimum Rent shall not be increased by more than three percent (3%) in any Lease Year following the first Lease Year after the Common Tenth Anniversary Date. Tenant shall pay Minimum Rent to Landlord in equal installments in advance, on the first (1st) Business Day of each Accounting Period. Accordingly, (a) for the first full twelve Accounting Periods, First Year Minimum Rent, together with applicable sales and use and other taxes thereon (but not any Excluded Impositions) shall be due and payable to Landlord by Tenant on the First Business Day of each such Accounting Period; (b) for each of Accounting Periods thirteen through twenty four, Second Year Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; (c) for each Accounting Period thereafter through the Common Tenth Anniversary Date, Third Period Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; and (d) for each Accounting Period thereafter Minimum Rent in the amount determined by Landlord as aforesaid, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first day of each Accounting Periodand every calendar month during the term of this Lease. Provided, however, that the first payment of Minimum Rent for any fraction of a month at the commencement or expiration of the term of this Lease shall be payable on the Commencement Dateprorated. Further, if applicable, the first payment All payments of Minimum Rent and Additional Rent (defined herein) shall be made payable to Landlord and shall be sent to Landlord to the last payment address hereinafter provided for the giving of notice to Landlord or to such other person or address as Landlord shall from time to time designate by notice to Tenant. (B) Notwithstanding anything contained to the contrary herein, provided the Tenant is not in default, delivered to the Landlord with the required insurance certificate as described herein and established utility services in its name at the Demised Premises the Tenant’s monthly Minimum Rent payments shall commence two (2) months after the actual Lease Commencement Date. In the event the Tenant has complied with each of the requirements indentified in this Subsection B of this Article 3, the Tenant shall have access to the Demised Premises up to fourteen (14) days prior to the Lease Initials: JPF. SPM. 2 Commencement Date for the purpose of the Tenant installation of equipment and wiring in anticipation of the Tenant conducting business at the Demised Premises provided such installations to not interfere with the Landlord’s work to complete the Landlord Improvements as described on the attached Exhibit C. On each anniversary of the Rent Commencement Date, the Tenant’s Minimum Rent shall be prorated on a increase Fifty Cents (.50) per diem basis provided, however, that for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period shall be prorated based upon the Minimum Rent payable for the first full twelve Accounting Periods and any prorated Rent at the end of the Term shall be prorated based upon Minimum Rent payable for each Accounting Period after the thirty sixth Accounting Periodsquare foot.

Minimum Rent. Subject Section 2 of the First Combined Lease Amendment sets forth Tenant's Minimum Rent obligations under the Leases. Currently and through December 31, 2004, Tenant's Annual Minimum Rent is payable at the rate of Three Hundred Eight Thousand Two Hundred Forty-Five Dollars Eighty Cents ($308,245.80) per annum under the Original Lease and through November 30, 2006 two Hundred Eight Thousand Five Hundred Seventy Dollars Eight Cents ($208,570.08) per annum under the Expansion Lease, for an aggregate Minimum Rent of Five Hundred Sixteen Thousand Eight Hummed Fifteen Dollars Eighty-Eight Cents ($516,815.88) per annum ("CURRENT ANNUAL MINIMUM RENT"), Notwithstanding the foregoing and anything to proration as set forth belowthe contrary contained in the Original Lease, the Expansion Lease or the First Combined Lease Amendment, Landlord and subject Tenant hereby agree that during the period from the Execution Date to increase as set forth hereinafter in this Section 3.1.1 and in Section 5.1.4 and Section 10.2 hereofthe date which is three (3) years after substantial completion of Landlord's Refurbishment Work (the "CONSTRUCTION COMPLETION DATE"), Tenant shall pay as annual base rent for the Leased Property ("Minimum Rent") as follows: (a) for the first full twelve Accounting Periods during the Term the total sum of ONE HUNDRED FIFTY TWO THOUSAND NINE HUNDRED FORTY ONE AND 67/100 DOLLARS ($152,941.67) (First Year Minimum Rent)]; (b) for Accounting Periods thirteen through twenty-four the total sum of ONE HUNDRED FIFTY SIX THOUSAND SEVEN HUNDRED SIXTY FIVE AND 21/100 DOLLARS ($156,765.21) (Second Year Minimum Rent )]; (c) for each twelve Accounting Periods thereafter through the Common Tenth Anniversary Date, the total sum of ONE HUNDRED SIXTY THOUSAND FIVE HUNDRED EIGHTY EIGHT AND 75/100 DOLLARS ($160,588.75) (Third Period Minimum Rent )]. For each Accounting Period commencing with the Common Tenth Anniversary Date and continuing throughout the remainder of the Term, Minimum Rent shall, at Landlord's option, be increased based upon increases in the Index as hereafter provided or if Landlord does not elect to increase Minimum Rent based upon changes in the Index as hereafter provided, Minimum Rent for the remainder of the Term commencing with the Common Tenth Anniversary Date shall be the rental equal to the Third Period Minimum Rent. Minimum Rent will be allocated between the real property and tangible personal property and valued in the manner contemplated in Section 15 with the initial allocation reflected on EXHIBIT "J" attached hereto. If Landlord elects to increase Minimum Rent based upon changes in the Index, Landlord shall notify Tenant at least sixty (60) days prior to the Common Tenth Anniversary Date of such election and if Landlord fails to so notify Tenant of such election at least sixty (60) days prior to the Common Tenth Anniversary Date Landlord shall have waived its right to increase Minimum Rent as herein provided. In the event Landlord elects to increase Minimum Rent based upon changes in the Index and so notifies Tenant, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be increased based upon increases in the Extension Index preceding the Common Tenth Anniversary Date over the Beginning Index. In determining the increase in Minimum Rent as contemplated in the preceding sentence, the increase in the Index over each year between the Commencement Date and the Common Tenth Anniversary Date (computed as herein contemplated) shall be aggregated, provided Minimum Rent shall not be increased by more than three percent (3%) for any Lease Year between the Commencement Date and the Common Tenth Anniversary Date, notwithstanding any actual increase in the Index for such Lease Year in excess of three percent (3%). Accordingly, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be equal to the Third Period Minimum Rent for the Lease Year preceding the Common Tenth Anniversary Date multiplied by a fraction the numerator of which is the Extension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. For each Lease Year after the first Lease Year commencing with the Common Tenth Anniversary Date, Minimum Rent shall increase based upon increases in the Extension Index preceding each Lease Year over the Extension Index preceding the previous Lease Year. Thus, for example, the Minimum Rent for the third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases in the Extension Index preceding such third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. Accordingly, for each Lease Year following the first Lease Year after the Common Tenth Anniversary Date, Minimum Rent in effect for the Lease Year preceding each such Lease Year shall be multiplied by a fraction the numerator of which is the Extension Index preceding such Lease Year and the denominator of which is the Extension Index preceding the Lease Year prior to such Lease Year. If Landlord notifies Tenant prior to the Common Tenth Anniversary Date of its election to so increase Minimum Rent as provided above, Percentage Rent shall be adjusted and determined based upon increases in the Threshold as contemplated in this Agreement. Upon determining the adjusted Minimum Rental for each such Lease Year, Landlord shall notify Tenant of the amount of adjusted Minimum Rent due for such Lease Year. If such notice is not provided prior to the commencement of such Lease Year, Tenant shall pay any increased amount of Minimum Rent due for the first month(s) of such Lease Year with the first Minimum Rent payment due after receipt of Landlord's notice. Provided, however, Minimum Rent shall not be increased by more than three percent (3%) in any Lease Year following the first Lease Year after the Common Tenth Anniversary Date. Tenant shall pay Current Annual Minimum Rent to Landlord (instead of the Minimum Rent set forth in equal installments the schedule set forth in advance, on Section 2 of the first (1stFirst Combined Lease Amendment) Business Day of each Accounting Period. Accordingly, as follows: (a) for the first full twelve Accounting Periods, First Year Minimum Rent, together with applicable sales and use and other taxes thereon (but not any Excluded Impositions) shall be due and payable to Landlord by Tenant on the First Business Day of each such Accounting Period; MINIMUM RENT UNDER THE ORIGINAL LEASE (b) for each of Accounting Periods thirteen through twenty fourMINIMUM RENT UNDER THE EXPANSION LEASE Thereafter, Second Year Tenant's Annual Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) Rent shall be due as follows through and including November 30, 2011, or the earlier termination of the Leases: (c) MINIMUM RENT UNDER THE ORIGINAL LEASE (d) MINIMUM RENT UNDER THE EXPANSION LEASE All other amounts payable by Tenant to Landlord on under the first Business Day Leases, or any amendments thereto, shall continue to be payable in accordance with the terms thereof. Nothing contained herein is intended to modify amounts payable as Minimum Rent under the Leases for any duly exercised Option to extend the Term of the Original Lease or the Expansion Lease, as applicable. Minimum Rent for each such Accounting Period; (c) for each Accounting Period thereafter through the Common Tenth Anniversary Date, Third Period Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) Extension Term shall be due and payable by Tenant to Landlord calculated based on the first Business Day of each such Accounting Period; and (d) for each Accounting Period thereafter Minimum Rent in the amount determined by Landlord as aforesaid, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first day of each Accounting Period. Provided, however, that the first payment of Minimum Rent shall be payable on the Commencement Date. Further, if applicable, the first payment of Minimum Rent and the last payment of Minimum Rent shall be prorated on a per diem basis provided, however, that for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period shall be prorated based upon the Minimum Rent payable for which would have been in effect during the first full twelve Accounting Periods and any prorated Rent at Lease Year immediately preceding the end commencement of the Term shall be prorated based upon Minimum Rent payable for each Accounting Period after the thirty sixth Accounting Periodsuch Extension Term, without regard to this Second Combined Lease Amendment.

Minimum Rent. Subject Tenant covenants and agrees to proration as set forth belowpay Landlord, and subject to increase as set forth hereinafter in this Section 3.1.1 and in Section 5.1.4 and Section 10.2 hereoflawful money of the United States of America, Tenant shall pay as annual base rent for the Leased Property period from the Commencement Date to and including the day immediately preceding the fifth (5th) anniversary of the Commencement Date (if the Commencement Date occurs on the first day of a month) or the last day of the month during which the fifth (5th) anniversary of the Commencement Date occurs (if the Commencement Date occurs on a day other than the first day of a month), as rent hereunder, a base annual minimum rent (hereinafter referred to as "Minimum Rent") as follows: (a) for in the first full twelve Accounting Periods during the Term the total sum amount of ONE HUNDRED FIFTY TWO THOUSAND NINE HUNDRED FORTY ONE AND 67/100 DOLLARS One Hundred Ten Thousand and No/100 Dollars ($152,941.67110,000.00), plus any and all additional sums and charges that come due under the terms and conditions of this Lease (whether to Landlord or to third parties) (First Year Minimum any and all such sums and charges being hereinafter referred to as "Additional Rent")]; (b) for Accounting Periods thirteen through twenty-four the total sum of ONE HUNDRED FIFTY SIX THOUSAND SEVEN HUNDRED SIXTY FIVE AND 21/100 DOLLARS ($156,765.21) (Second Year . Minimum Rent )]; (c) for each twelve Accounting Periods thereafter through the Common Tenth Anniversary Date, the total sum of ONE HUNDRED SIXTY THOUSAND FIVE HUNDRED EIGHTY EIGHT AND 75/100 DOLLARS ($160,588.75) (Third Period and Additional Rent are sometimes referred to herein collectively as "Rent" or "rent." The Minimum Rent )]. For each Accounting Period commencing with the Common Tenth Anniversary Date and continuing throughout the remainder of the Term, Minimum Rent shall, at Landlord's option, shall be increased based upon increases in the Index as hereafter provided or if Landlord does not elect to increase Minimum Rent based upon changes in the Index as hereafter provided, Minimum Rent adjusted for the remainder of the Term commencing with the Common Tenth Anniversary Date shall be the rental equal to the Third Period Minimum Rentas provided in Section 3.02 hereof. Minimum Rent will be allocated between the real property and tangible personal property and valued in the manner contemplated in Section 15 with the initial allocation reflected on EXHIBIT "J" attached hereto. If Landlord elects to increase Minimum Rent based upon changes in the Index, Landlord shall notify Tenant at least sixty (60) days prior to the Common Tenth Anniversary Date of such election and if Landlord fails to so notify Tenant of such election at least sixty (60) days prior to the Common Tenth Anniversary Date Landlord shall have waived its right to increase Minimum Rent as herein provided. In the event Landlord elects to increase Minimum Rent based upon changes in the Index and so notifies Tenant, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be increased based upon increases payable, in the Extension Index preceding the Common Tenth Anniversary Date over the Beginning Index. In determining the increase advance, in Minimum Rent as contemplated in the preceding sentence, the increase in the Index over each year between the Commencement Date and the Common Tenth Anniversary Date twelve (computed as herein contemplated12) shall be aggregated, provided Minimum Rent shall not be increased by more than three percent (3%) for any Lease Year between the Commencement Date and the Common Tenth Anniversary Date, notwithstanding any actual increase in the Index for such Lease Year in excess of three percent (3%). Accordingly, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be equal to the Third Period Minimum Rent for the Lease Year preceding the Common Tenth Anniversary Date multiplied by a fraction the numerator of which is the Extension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. For each Lease Year after the first Lease Year commencing with the Common Tenth Anniversary Date, Minimum Rent shall increase based upon increases in the Extension Index preceding each Lease Year over the Extension Index preceding the previous Lease Year. Thus, for example, the Minimum Rent for the third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases in the Extension Index preceding such third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. Accordingly, monthly installments for each Lease Year following the first Lease Year after the Common Tenth Anniversary Date(as hereinafter defined), Minimum Rent in effect time to be good funds for the Lease Year preceding each such Lease Year shall be multiplied by a fraction the numerator of which is the Extension Index preceding such Lease Year and the denominator of which is the Extension Index preceding the Lease Year prior to such Lease Year. If Landlord notifies Tenant prior to the Common Tenth Anniversary Date of its election to so increase Minimum Rent as provided above, Percentage Rent shall be adjusted and determined based upon increases in the Threshold as contemplated in this Agreement. Upon determining the adjusted Minimum Rental for each such Lease Year, Landlord shall notify Tenant of the amount of adjusted Minimum Rent due for such Lease Year. If such notice is not provided prior to the commencement of such Lease Year, Tenant shall pay any increased amount of Minimum Rent due for the first month(s) of such Lease Year with the first Minimum Rent payment due after receipt of Landlord's notice. Provided, however, Minimum Rent shall not be increased by more than three percent (3%) in any Lease Year following the first Lease Year after the Common Tenth Anniversary Date. Tenant shall pay Minimum Rent to Landlord in equal installments in advance, account on the first (1st) Business Day of each Accounting Period. Accordingly, (a) for the first full twelve Accounting Periods, First Year Minimum Rent, together with applicable sales and use and other taxes thereon (but not any Excluded Impositions) shall be due and payable to Landlord by Tenant on the First Business Day of each such Accounting Period; (b) for each of Accounting Periods thirteen through twenty four, Second Year Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; (c) for each Accounting Period thereafter through the Common Tenth Anniversary Date, Third Period Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; and (d) for each Accounting Period thereafter Minimum Rent in the amount determined by Landlord as aforesaid, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first day of each Accounting Periodcalendar month during the Term, at the office of Landlord, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇, or at such other address as Landlord may from time to time designate in writing to Tenant. ProvidedLandlord agrees that Tenant shall have the right, howeverif it elects, that to pay Minimum Rent by means of a wire transfer of immediately available federal funds to the first account of Landlord, and upon request by ▇▇▇▇▇▇, Landlord agrees to provide Tenant with ▇▇▇▇▇▇▇▇'s account information and wiring instructions to enable Tenant to make payment of Minimum Rent shall be payable on the Commencement Dateby wire transfer as aforesaid. Further, if applicable, the first payment of Minimum Rent and the last payment of Minimum Rent shall be prorated on a per diem basis provided, however, that for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period shall be prorated based upon the Minimum Rent payable for the first full twelve Accounting Periods and any prorated Rent at the end last months of the Term shall be prorated based upon Minimum Rent payable for each Accounting Period after on a daily basis if the thirty sixth Accounting PeriodTerm shall begin or end on a day other than the first or last day of a calendar month.

Minimum Rent. Subject With respect to proration each Group 8 Facility: (i) For the period from the Effective Date through the expiration of the first (1st) Lease Year with respect to such Group 8 Facility, Lessee shall pay to Lessor as monthly "Allocated Minimum Rent" for such Group 8 Facility at the times and in the manner provided in Section 3.1 of the Master Lease, as hereby amended, the amount allocated to and set forth belowor determined pursuant to the formula opposite such Group 8 Facility on Exhibit C to the Master Lease, and subject to increase as set forth hereinafter in this Section 3.1.1 and in Section 5.1.4 and Section 10.2 hereof, Tenant shall pay as annual base rent for the Leased Property ("Minimum Rent") as follows: (a) for the hereby amended. The first full twelve Accounting Periods during the Term the total sum monthly payment of ONE HUNDRED FIFTY TWO THOUSAND NINE HUNDRED FORTY ONE AND 67/100 DOLLARS ($152,941.67) (First Year Minimum Rent)]; (b) for Accounting Periods thirteen through twenty-four the total sum of ONE HUNDRED FIFTY SIX THOUSAND SEVEN HUNDRED SIXTY FIVE AND 21/100 DOLLARS ($156,765.21) (Second Year Minimum Rent )]; (c) for each twelve Accounting Periods thereafter through the Common Tenth Anniversary Date, the total sum of ONE HUNDRED SIXTY THOUSAND FIVE HUNDRED EIGHTY EIGHT AND 75/100 DOLLARS ($160,588.75) (Third Period Minimum Rent )]. For each Accounting Period commencing with the Common Tenth Anniversary Date and continuing throughout the remainder of the Term, Minimum Rent shall, at Landlord's option, be increased based upon increases in the Index as hereafter provided or if Landlord does not elect to increase Minimum Rent based upon changes in the Index as hereafter provided, Allocated Minimum Rent for each such Group 8 Facility shall be payable on the remainder Effective Date (prorated as to any partial calendar month at the beginning of the Term commencing with respect to each such Facility); and (ii) Commencing upon the Common Tenth Anniversary Date shall be expiration of the rental equal to first (18t) Lease Year for each Group 8 Facility and upon the Third Period Minimum Rent. Minimum Rent will be allocated between expiration of each Lease Year thereafter during the real property and tangible personal property and valued in Fixed Term for such Group 8 Facility, the manner contemplated in Section 15 with the initial allocation reflected on EXHIBIT "J" attached hereto. If Landlord elects to increase Minimum Rent based upon changes in the Index, Landlord shall notify Tenant at least sixty (60) days prior to the Common Tenth Anniversary Date of such election and if Landlord fails to so notify Tenant of such election at least sixty (60) days prior to the Common Tenth Anniversary Date Landlord shall have waived its right to increase Minimum Rent as herein provided. In the event Landlord elects to increase Minimum Rent based upon changes in the Index and so notifies Tenant, then current monthly Allocated Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be increased based upon increases in the Extension Index preceding the Common Tenth Anniversary Date over the Beginning Index. In determining the increase in Minimum Rent as contemplated in the preceding sentence, the increase in the Index over each year between the Commencement Date and the Common Tenth Anniversary Date (computed as herein contemplated) shall be aggregated, provided Minimum Rent shall not be increased by more than three percent (3%) for any Lease Year between the Commencement Date and the Common Tenth Anniversary Date, notwithstanding any actual increase in the Index such Group 8 Facility for such Lease Year in excess shall be increased by an amount equal to the Group 8 Facility Escalator. (iii) For the first (1St) Lease Year of three percent (3%). Accordinglyeach Extended Term for each Group 8 Facility, if any, the monthly Allocated Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date such Group 8 Facility shall be equal to the Third Period greater of (a) the then current monthly Fair Market Rental for such Facility and (b) the monthly Allocated Minimum Rent payable for such Group 8 Facility during the last Lease Year preceding the Common Tenth Anniversary Date multiplied by a fraction the numerator of which is the Extension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. For each Lease Year after the first Lease Year commencing with the Common Tenth Anniversary Date, Minimum Rent shall increase based upon increases in the Extension Index preceding each Lease Year over the Extension Index preceding the previous Lease Year. Thus, for example, the Minimum Rent for the third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases in the Extension Index preceding such third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. Accordingly, for each Lease Year following the first Lease Year after the Common Tenth Anniversary Date, Minimum Rent in effect for the Lease Year preceding each such Lease Year shall be multiplied by a fraction the numerator of which is the Extension Index preceding such Lease Year and the denominator of which is the Extension Index preceding the Lease Year prior to such Lease Year. If Landlord notifies Tenant prior to the Common Tenth Anniversary Date of its election to so increase Minimum Rent as provided above, Percentage Rent shall be adjusted and determined based upon increases in the Threshold as contemplated in this Agreement. Upon determining the adjusted Minimum Rental for each such Lease Year, Landlord shall notify Tenant of the amount of adjusted Minimum Rent due for such Lease Year. If such notice is not provided prior to the commencement of such Lease Yearimmediately preceding Term, Tenant shall pay any increased amount of Minimum Rent due for the first month(s) of such Lease Year with the first Minimum Rent payment due after receipt of Landlord's notice. Provided, however, Minimum Rent shall not be as increased by more than three percent the Group 8 Facility Escalator. (3%iv) in any Lease Year following Commencing upon the first Lease Year after the Common Tenth Anniversary Date. Tenant shall pay Minimum Rent to Landlord in equal installments in advance, on expiration of the first (1st) Business Day Lease Year of each Accounting Period. AccordinglyExtended Term, if any, for each Group 8 Facility and upon the expiration ofeach Lease Year thereafter during such Extended Term, the then current monthly Allocated Minimum Rent for such Group 8 Facility shall be increased by an amount equal to the Group 8 Facility Escalator. (v) The last paragraph of 3.1 of the Original Master Lease shall apply with respect to any adjustment of the Allocated Minimum Rent with respect to any Group 8 Facility pursuant to clauses (ii), (a) for the first full twelve Accounting Periodsiii), First Year Minimum Rent, together with applicable sales and use and other taxes thereon (but not any Excluded Impositions) shall be due and payable to Landlord by Tenant on the First Business Day of each such Accounting Period; (b) for each of Accounting Periods thirteen through twenty four, Second Year Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; (c) for each Accounting Period thereafter through the Common Tenth Anniversary Date, Third Period Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; and (div) for each Accounting Period thereafter above. (vi) Lessee shall continue to pay all Minimum Rent with respect to the balance of the Facilities at the times, in the amount manner and in the amounts set forth in or determined by Landlord the Master Lease, as aforesaid, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first day of each Accounting Period. Provided, however, that the first payment of Minimum Rent shall be payable on the Commencement Date. Further, if applicable, the first payment of Minimum Rent and the last payment of Minimum Rent shall be prorated on a per diem basis provided, however, that for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period shall be prorated based upon the Minimum Rent payable for the first full twelve Accounting Periods and any prorated Rent at the end of the Term shall be prorated based upon Minimum Rent payable for each Accounting Period after the thirty sixth Accounting Periodhereby amended.

Minimum Rent. Subject Subtenant covenants and agrees to proration pay Sublandlord as set forth below, and subject to increase as set forth hereinafter in this Section 3.1.1 and in Section 5.1.4 and Section 10.2 hereof, Tenant shall pay as annual base ------------ minimum rent for the Leased Property ("Minimum Rent") as follows: (a) for the first full twelve Accounting Periods during Subleased Premises without notice or demand, and without set-off deduction or abatement, except as stated herein, annual rental at the Term the total sum rate of ONE HUNDRED FIFTY TWO THOUSAND NINE HUNDRED FORTY ONE AND 67/100 DOLLARS ($152,941.67) (First Year Minimum Rent)]; (b) for Accounting Periods thirteen through twenty-four the total sum of ONE HUNDRED FIFTY SIX THOUSAND SEVEN HUNDRED SIXTY FIVE AND 21/100 DOLLARS and fifty one hundredths ($156,765.2124.50) (Second Year Minimum Rent )]; (c) for per rentable square foot of the Subleased Premises per annum payable in equal monthly installments, in advance, commencing as described herein and on the first day of each twelve Accounting Periods and every successive month thereafter through the Common Tenth Anniversary Date, the total sum of ONE HUNDRED SIXTY THOUSAND FIVE HUNDRED EIGHTY EIGHT AND 75/100 DOLLARS ($160,588.75) (Third Period Minimum Rent )]. For each Accounting Period commencing with the Common Tenth Anniversary Date and continuing throughout the remainder of the Term, each in the amount as set forth herein, until adjusted as provided herein. The Minimum Rent shall, at Landlordshall include Subtenant's option, be increased based upon increases Proportionate Share (as defined in the Index as hereafter provided or if Landlord does not elect to increase Minimum Rent based upon changes in the Index as hereafter provided, Minimum Rent for the remainder Section 6(e)) of the Term commencing with the Common Tenth Anniversary Date shall be the rental equal cost of Real Estate Taxes and Operating Expenses relating to the Third Period Minimum RentSubleased Premises and the Building. Minimum Rent will be allocated between Subject to (i) delivery of the real property Subleased Premises by Sublandlord on the aforesaid dates, and tangible personal property and valued in the manner contemplated in (ii) this Section 15 with the initial allocation reflected on EXHIBIT "J" attached hereto. If Landlord elects to increase Minimum Rent based upon changes in the Index, Landlord shall notify Tenant at least sixty (60) days prior to the Common Tenth Anniversary Date of such election and if Landlord fails to so notify Tenant of such election at least sixty (60) days prior to the Common Tenth Anniversary Date Landlord shall have waived its right to increase Minimum Rent as herein provided. In the event Landlord elects to increase Minimum Rent based upon changes in the Index and so notifies Tenant6, Minimum Rent for the first Lease Year commencing with year of the Common Tenth Anniversary Date Sublease Term shall be increased based upon increases as follows: Portion of Subleased Annual Minimum Rent Monthly Premises Minimum Rent ---------------------------------------------------------------- First Floor Space $615,636.00 $51,303.00 ---------------------------------------------------------------- Second Floor Space $626,342.50 $52,195.21 ---------------------------------------------------------------- Third Floor Space $475,569.50 $39,630.79 ---------------------------------------------------------------- In order to provide Subtenant with control of the HVAC system serving the Subleased Premises after Building hours as specified in the Extension Index preceding Prime Lease, Sublandlord shall assist Subtenant in obtaining Landlord's consent to allow Subtenant to separately meter Subtenant's use of HVAC and electricity. Any and all cost and expense relating to such separately metered utilities shall be the Common Tenth Anniversary Date over the Beginning Indexsole responsibility of Subtenant. In determining the increase in Minimum Rent as contemplated in the preceding sentenceevent Landlord allows Subtenant to separately meter such utilities, the increase in the Index over each year between the Commencement Date and the Common Tenth Anniversary Date (computed as herein contemplated) shall be aggregated, provided Minimum Rent shall not be increased by more than three percent (3%) for any Lease Year between the Commencement Date and the Common Tenth Anniversary Date, notwithstanding any actual increase in the Index for pay such Lease Year in excess of three percent (3%). Accordingly, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be equal cost directly to the Third Period Minimum Rent for the Lease Year preceding the Common Tenth Anniversary Date multiplied by a fraction the numerator of which is the Extension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. For each Lease Year after the first Lease Year commencing with the Common Tenth Anniversary Date, Minimum Rent shall increase based upon increases in the Extension Index preceding each Lease Year over the Extension Index preceding the previous Lease Year. Thus, for exampleutility company or Landlord, the Minimum Rent for the third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases in the Extension Index preceding such third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. Accordingly, for each Lease Year following the first Lease Year after the Common Tenth Anniversary Date, Minimum Rent in effect for the Lease Year preceding each such Lease Year shall be multiplied by a fraction the numerator of which is the Extension Index preceding such Lease Year and the denominator of which is the Extension Index preceding the Lease Year prior reduced to such Lease Year. If Landlord notifies Tenant prior to the Common Tenth Anniversary Date of its election to so increase Minimum Rent as provided above, Percentage Rent shall be adjusted and determined based upon increases in the Threshold as contemplated in this Agreement. Upon determining the adjusted Minimum Rental for each such Lease Year, Landlord shall notify Tenant twenty-three dollars ($23.00) per rentable square foot of the amount of adjusted Minimum Rent due for such Lease Year. If such notice is not provided prior to the commencement of such Lease Year, Tenant shall pay any increased amount of Minimum Rent due for the first month(s) of such Lease Year with the first Minimum Rent payment due after receipt of Landlord's notice. Provided, however, Minimum Rent shall not be increased by more than three percent (3%) in any Lease Year following the first Lease Year after the Common Tenth Anniversary Date. Tenant shall pay Minimum Rent to Landlord in equal installments in advance, on the first (1st) Business Day of each Accounting Period. Accordingly, (a) for the first full twelve Accounting Periods, First Year Minimum Rent, together with applicable sales and use and other taxes thereon (but not any Excluded Impositions) shall be due and payable to Landlord by Tenant on the First Business Day of each such Accounting Period; (b) for each of Accounting Periods thirteen through twenty four, Second Year Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; (c) for each Accounting Period thereafter through the Common Tenth Anniversary Date, Third Period Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; and (d) for each Accounting Period thereafter Minimum Rent in the amount determined by Landlord as aforesaid, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first day of each Accounting Period. Provided, however, that the first payment of Minimum Rent shall be payable on the Commencement Date. Further, if applicable, the first payment of Minimum Rent and the last payment of Minimum Rent shall be prorated on a per diem basis provided, however, that for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period shall be prorated based upon the Minimum Rent payable for the first full twelve Accounting Periods and any prorated Rent at the end of the Term shall be prorated based upon Minimum Rent payable for each Accounting Period after the thirty sixth Accounting PeriodSubleased Premises.

Minimum Rent. Subject Notwithstanding anything to proration as set forth below, and subject to increase as set forth hereinafter the contrary in the Lease or in this Section 3.1.1 and in Section 5.1.4 and Section 10.2 hereofSublease, Tenant shall pay as annual base rent for commencing on the Leased Property ("Minimum Rent") as follows: (a) for the first full twelve Accounting Periods during the Term the total sum of ONE HUNDRED FIFTY TWO THOUSAND NINE HUNDRED FORTY ONE AND 67/100 DOLLARS ($152,941.67) (First Year Minimum Rent)]; (b) for Accounting Periods thirteen through twenty-four the total sum of ONE HUNDRED FIFTY SIX THOUSAND SEVEN HUNDRED SIXTY FIVE AND 21/100 DOLLARS ($156,765.21) (Second Year Minimum Rent )]; (c) for each twelve Accounting Periods thereafter through the Common Tenth Anniversary Date, the total sum of ONE HUNDRED SIXTY THOUSAND FIVE HUNDRED EIGHTY EIGHT AND 75/100 DOLLARS ($160,588.75) (Third Period Minimum Rent )]. For each Accounting Period commencing with the Common Tenth Anniversary Commencement Date and continuing throughout the remainder Sublease Term, Subtenant shall pay to Sublandlord, without offset, abatement, counterclaim or deduction, monthly base rent (the "Minimum Rent"). Commencing as of the Term, Minimum Rent shall, at Landlord's option, be increased based upon increases in the Index as hereafter provided or if Landlord does not elect to increase Minimum Rent based upon changes in the Index as hereafter provided, Minimum Rent for the remainder of the Term commencing with the Common Tenth Anniversary Date shall be the rental equal to the Third Period Minimum Rent. Minimum Rent will be allocated between the real property and tangible personal property and valued in the manner contemplated in Section 15 with the initial allocation reflected on EXHIBIT "J" attached hereto. If Landlord elects to increase Minimum Rent based upon changes in the Index, Landlord shall notify Tenant at least sixty (60) days prior to the Common Tenth Anniversary Date of such election and if Landlord fails to so notify Tenant of such election at least sixty (60) days prior to the Common Tenth Anniversary Date Landlord shall have waived its right to increase Minimum Rent as herein provided. In the event Landlord elects to increase Minimum Rent based upon changes in the Index and so notifies Tenant, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be increased based upon increases in the Extension Index preceding the Common Tenth Anniversary Date over the Beginning Index. In determining the increase in Minimum Rent as contemplated in the preceding sentence, the increase in the Index over each year between the Commencement Date and the Common Tenth Anniversary Date (computed as herein contemplated) shall be aggregated, provided Minimum Rent shall not be increased by more than three percent (3%) for any Lease Year between the Commencement Date and the Common Tenth Anniversary Date, notwithstanding any actual increase in the Index for such Lease Year in excess of three percent (3%). Accordingly, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be equal to the Third Period Minimum Rent for the Lease Year preceding the Common Tenth Anniversary Date multiplied by a fraction the numerator of which is the Extension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. For each Lease Year after the first Lease Year commencing with the Common Tenth Anniversary Date, Minimum Rent shall increase be in the amount of Eighty-Five Thousand Seven Hundred Ninety-Seven and 60/100 Dollars ($85,797.60) per month. Effective on each one (1) year anniversary of the Commencement Date (or the first day of the next succeeding month if the Commencement Date does not occur as of the first day of a month), the Minimum Rent shall be increased to the product obtained by multiplying the Minimum Rent then in effect by one hundred three percent (103%). Notwithstanding the foregoing, provided Subtenant is not in default under this Sublease beyond any applicable cure period, Sublandlord agrees to ▇▇▇▇▇ Subtenant's obligation to pay Minimum Rent during months two (2), four (4), six (6), twelve (12), twenty-four (24), thirty-six (36), forty-eight (48), sixty (60), seventy-two (72), eighty-four (84) and ninety-six (96) of the Sublease Term. During such abatement period, Subtenant will still be responsible for the payment of Operating Expenses and all other monetary obligations under this Sublease. Subtenant acknowledges that any default by Subtenant under this Sublease will cause Sublandlord to incur costs not contemplated hereunder, the exact amount of such costs being extremely difficult and impracticable to ascertain, therefor, should Subtenant at any time during the Sublease Term be in default beyond any applicable cure period, then the total sum of such abated rent so conditionally excused shall become immediately due and payable by Subtenant to Sublandlord; provided, however, Subtenant acknowledges and agrees that nothing in this paragraph is intended to limit any other remedies available to Sublandlord at law or in equity under applicable law (including, without limitation, the remedies under Civil Code Section 1951.2 and/or 1951.4 and any successor statutes or similar laws), in the event Subtenant defaults under this Sublease beyond any applicable cure period. The Minimum Rent shall be due and payable on the first day of each month during the Sublease Term, in advance and without notice or demand; provided that if the Commencement Date is not the first day of a calendar month, then (a) the Minimum Rent for the month in which the Commencement Date occurs shall be prorated based upon increases a thirty (30) day month and the number of days in such month from and after the Extension Index preceding each Lease Year over Commencement Date (and shall be paid by Subtenant on or before the Extension Index preceding Commencement Date) and (b) such partial month shall be deemed to be the previous Lease Yearfirst month of the Sublease Term for all purposes of this Sublease. ThusAll amounts due Sublandlord hereunder, for exampleincluding, without limitation, Minimum Rent, shall be paid to Sublandlord at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇-▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇ ▇▇▇▇▇▇, ▇▇. Manager Construction/Facilities & Real Estate, Corporate Engineering or at any other address provided to Subtenant in writing pursuant to this Sublease. Notwithstanding the foregoing, the Minimum Rent for the third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases first full calendar month of this Sublease in the Extension Index preceding such third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. Accordingly, for each Lease Year following the first Lease Year after the Common Tenth Anniversary Date, Minimum Rent in effect for the Lease Year preceding each such Lease Year shall be multiplied by a fraction the numerator of which is the Extension Index preceding such Lease Year and the denominator of which is the Extension Index preceding the Lease Year prior to such Lease Year. If Landlord notifies Tenant prior to the Common Tenth Anniversary Date of its election to so increase Minimum Rent as provided above, Percentage Rent shall be adjusted and determined based upon increases in the Threshold as contemplated in this Agreement. Upon determining the adjusted Minimum Rental for each such Lease Year, Landlord shall notify Tenant of the amount of adjusted Minimum Rent due for such Lease Year. If such notice is not provided prior to the commencement of such Lease YearEighty-Five Thousand Seven Hundred Ninety-Seven and 60/100 Dollars ($85,797.60), Tenant shall pay any increased amount of Minimum Rent due for the first month(s) of such Lease Year with the first Minimum Rent payment due after receipt of Landlord's notice. Provided, however, Minimum Rent shall not be increased by more than three percent (3%) in any Lease Year following the first Lease Year after the Common Tenth Anniversary Date. Tenant shall pay Minimum Rent to Landlord in equal installments in advance, on the first (1st) Business Day of each Accounting Period. Accordingly, (a) for plus the first full twelve Accounting Periodscalendar month's estimated Operating Expenses in the amount of Forty-Three Thousand Three Hundred Seven and 36/100 Dollars ($43,307.36), First Year Minimum Rent, together with applicable sales and use and other taxes thereon (but not any Excluded Impositions) shall be due and payable and delivered to Landlord by Tenant Sublandlord on the First Business Day Effective Date. If Subtenant fails to pay any sum due to Sublandlord under this Lease within ten (10) days of each such Accounting Period; its due date, Subtenant shall pay to Sublandlord, as additional rental, a late charge equal to five percent (5%) of the overdue amount. In addition, any sum due from Subtenant which is not paid within ten (10) days of its due date shall bear interest at the lesser of (a) four percent (4%) plus the prime rate reported in the Wall Street Journal as closest prior to the date when due or (b) for each of Accounting Periods thirteen through twenty four, Second Year Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; (c) for each Accounting Period thereafter through the Common Tenth Anniversary Date, Third Period Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; and (d) for each Accounting Period thereafter Minimum Rent in the amount determined by Landlord as aforesaid, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first day of each Accounting Period. Provided, however, that the first payment of Minimum Rent shall be payable on the Commencement Date. Further, if applicable, the first payment of Minimum Rent and the last payment of Minimum Rent shall be prorated on a per diem basis provided, however, that for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period shall be prorated based upon the Minimum Rent payable for the first full twelve Accounting Periods and any prorated Rent at the end highest rate then allowed under usury laws of the Term shall be prorated based upon Minimum Rent payable for each Accounting Period after State of California, in either event from the thirty sixth Accounting Perioddate due until paid.

Minimum Rent. Subject Tenant agrees to proration as set forth below, and subject to increase as set forth hereinafter in pay during the Term of this Section 3.1.1 and in Section 5.1.4 and Section 10.2 hereof, Tenant shall pay as Lease the fixed minimum annual base rent for the Leased Property ("Minimum Rent") as follows: (a) for shown on the first full twelve Accounting Periods during the Term the total sum of ONE HUNDRED FIFTY TWO THOUSAND NINE HUNDRED FORTY ONE AND 67/100 DOLLARS ($152,941.67) (First Year Minimum Rent)]; (b) for Accounting Periods thirteen through twentyRent Schedule stipulated in Paragraph 25-four the total sum of ONE HUNDRED FIFTY SIX THOUSAND SEVEN HUNDRED SIXTY FIVE AND 21/100 DOLLARS ($156,765.21) (Second Year Minimum Rent )]; (c) for each twelve Accounting Periods thereafter through the Common Tenth Anniversary Date, the total sum of ONE HUNDRED SIXTY THOUSAND FIVE HUNDRED EIGHTY EIGHT AND 75/100 DOLLARS ($160,588.75) (Third Period Minimum Rent )]. For each Accounting Period commencing with the Common Tenth Anniversary Date and continuing throughout the remainder of the Term, Minimum Rent shall, at Landlord's option, A to be increased based upon increases in the Index as hereafter provided or if Landlord does not elect to increase Minimum Rent based upon changes in the Index as hereafter provided, Minimum Rent for the remainder of the Term commencing with the Common Tenth Anniversary Date shall be the rental equal to the Third Period Minimum Rent. Minimum Rent will be allocated between the real property and tangible personal property and valued in the manner contemplated in Section 15 with the initial allocation reflected on EXHIBIT "J" attached hereto. If Landlord elects to increase Minimum Rent based upon changes in the Index, Landlord shall notify Tenant at least sixty (60) days prior to the Common Tenth Anniversary Date of such election and if Landlord fails to so notify Tenant of such election at least sixty (60) days prior to the Common Tenth Anniversary Date Landlord shall have waived its right to increase Minimum Rent as herein provided. In the event Landlord elects to increase Minimum Rent based upon changes in the Index and so notifies Tenant, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be increased based upon increases in the Extension Index preceding the Common Tenth Anniversary Date over the Beginning Index. In determining the increase in Minimum Rent as contemplated in the preceding sentence, the increase in the Index over each year between the Commencement Date and the Common Tenth Anniversary Date (computed as herein contemplated) shall be aggregated, provided Minimum Rent shall not be increased by more than three percent (3%) for any Lease Year between the Commencement Date and the Common Tenth Anniversary Date, notwithstanding any actual increase in the Index for such Lease Year in excess of three percent (3%). Accordingly, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be equal to the Third Period Minimum Rent for the Lease Year preceding the Common Tenth Anniversary Date multiplied by a fraction the numerator of which is the Extension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. For each Lease Year after the first Lease Year commencing with the Common Tenth Anniversary Date, Minimum Rent shall increase based upon increases in the Extension Index preceding each Lease Year over the Extension Index preceding the previous Lease Year. Thus, for example, the Minimum Rent for the third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases in the Extension Index preceding such third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. Accordingly, for each Lease Year following the first Lease Year after the Common Tenth Anniversary Date, Minimum Rent in effect for the Lease Year preceding each such Lease Year shall be multiplied by a fraction the numerator of which is the Extension Index preceding such Lease Year and the denominator of which is the Extension Index preceding the Lease Year prior to such Lease Year. If Landlord notifies Tenant prior to the Common Tenth Anniversary Date of its election to so increase Minimum Rent as provided above, Percentage Rent shall be adjusted and determined based upon increases in the Threshold as contemplated in this Agreement. Upon determining the adjusted Minimum Rental for each such Lease Year, Landlord shall notify Tenant of the amount of adjusted Minimum Rent due for such Lease Year. If such notice is not provided prior to the commencement of such Lease Year, Tenant shall pay any increased amount of Minimum Rent due for the first month(s) of such Lease Year with the first Minimum Rent payment due after receipt of Landlord's notice. Provided, however, Minimum Rent shall not be increased by more than three percent (3%) in any Lease Year following the first Lease Year after the Common Tenth Anniversary Date. Tenant shall pay Minimum Rent to Landlord payable in equal monthly installments as shown on said Rent Schedule in advance, on the first (1st) Business Day of each Accounting Period. Accordingly, (a) for the first full twelve Accounting Periods, First Year Minimum Rent, together with applicable sales and use and other taxes thereon (but not any Excluded Impositions) shall be due and payable to Landlord by Tenant on the First Business Day of each such Accounting Period; (b) for each of Accounting Periods thirteen through twenty four, Second Year Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; (c) for each Accounting Period thereafter through the Common Tenth Anniversary Date, Third Period Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; and (d) for each Accounting Period thereafter Minimum Rent in the amount determined by Landlord as aforesaid, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord advance on the first day of each Accounting Periodmonth. Provided, however, that If the Term commences on a date other than the first payment day of Minimum Rent shall be payable on the Commencement Date. Further, if applicablemonth, the first payment of Minimum Rent and the last payment of Minimum Rent installment shall be prorated on a per diem basis provided, however, that for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period appropriately. Such payments shall be prorated based upon the made to such place as may be directed in writing by Landlord from time to time. Minimum Rent payable for the first full twelve Accounting Periods and any prorated Rent at the end month of the Term shall be prorated based paid at the execution hereto. In the event Tenant shall fail to pay any rental on the due date or within ten (10) days thereafter and upon Minimum Rent payable five (5) days following the written notification by the Landlord of such failure, a late charge of five percent (5%) of the monthly rental shall be added to the rental for each Accounting Period such late payment, and the same shall be treated as additional rent. The Tenant also agrees to pay the Landlord, as further additional rent hereunder, upon notice and demand, Tenant's Prorata Share of the annual cost ("Operating Cost") of operating and maintaining the Building in excess of four and thirty hundredths ($4.30) dollars times the net rentable area in the Building. For the purpose of this and other covenants requiring similar proration, it is agreed the Premises contain 17,770 square feet of net rentable area and the total net rentable area of the Building is 100,171 square feet. Tenant's Prorata Share is 17.74%. Within ninety (90) days after the last day of each calendar year during the term hereof, Operating Cost Statements for the previous calendar year will be prepared and furnished by Landlord to Tenant, showing the Operating Costs for the said previous calendar year, the total amount in excess of $4.30 per square foot of net rentable area in the Building, and Tenant's Prorata Share thereof. Tenant shall pay its Prorata Share of such excess by lump sum payment within thirty sixth Accounting Period(30) days after receipt of the statement. In addition, the monthly rent for the next subsequent calendar year will be increased by one twelfth (1/12) of the amount of Tenant's Prorata Share of such excess (retroactive to the first day of the then current calendar year where necessary).

Minimum Rent. Subject to proration as set forth below, and subject to increase as set forth hereinafter in this Section 3.1.1 and in Section 5.1.4 and Section 10.2 hereof, Tenant shall pay as annual base rent for the Leased Property ("Minimum Rent") as follows: (a) Subject to upward adjustments as provided in subsections (b), (c) and (d) below, for the period from the Restatement Date through the expiration of the first full twelve Accounting Periods during the Term the total sum of ONE HUNDRED FIFTY TWO THOUSAND NINE HUNDRED FORTY ONE AND 67/100 DOLLARS ($152,941.67) (First Year Lease Year, Lessee shall pay to Lessor as monthly "Allocated Minimum Rent" for each Facility the amounts allocated to and set forth opposite such Facility on Exhibit C attached hereto and incorporated herein by this reference. The first monthly payment of Allocated Minimum Rent for each Facility shall be payable on the Restatement Date (prorated as to any partial calendar month at the beginning of the Term)]; . (b) for Accounting Periods thirteen through twenty-four the total sum of ONE HUNDRED FIFTY SIX THOUSAND SEVEN HUNDRED SIXTY FIVE AND 21/100 DOLLARS ($156,765.21) (Second Year Minimum Rent )]; (c) for each twelve Accounting Periods thereafter through the Common Tenth Anniversary Date, the total sum of ONE HUNDRED SIXTY THOUSAND FIVE HUNDRED EIGHTY EIGHT AND 75/100 DOLLARS ($160,588.75) (Third Period Minimum Rent )]. For each Accounting Period commencing with the Common Tenth Anniversary Date and continuing throughout the remainder of the Term, Minimum Rent shall, at Landlord's option, be increased based upon increases in the Index as hereafter provided or if Landlord does not elect to increase Minimum Rent based upon changes in the Index as hereafter provided, Minimum Rent for the remainder of the Term commencing with the Common Tenth Anniversary Date shall be the rental equal With respect to the Third Period Minimum Rent. Minimum Rent will be allocated between Group 1 Facilities, commencing upon the real property and tangible personal property and valued in the manner contemplated in Section 15 with the initial allocation reflected on EXHIBIT "J" attached hereto. If Landlord elects to increase Minimum Rent based upon changes in the Index, Landlord shall notify Tenant at least sixty (60) days prior to the Common Tenth Anniversary Date expiration of such election and if Landlord fails to so notify Tenant of such election at least sixty (60) days prior to the Common Tenth Anniversary Date Landlord shall have waived its right to increase Minimum Rent as herein provided. In the event Landlord elects to increase Minimum Rent based upon changes in the Index and so notifies Tenant, Minimum Rent for the first Lease Year commencing with for such Group 1 Facilities and upon the Common Tenth Anniversary Date expiration of each Lease Year thereafter during the Term for such Group 1 Facilities (i.e., including the Extended Term), the monthly Allocated Minimum Rent in effect as of the expiration of the immediately preceding Lease Year for such Group 1 Facilities shall be increased based by an amount equal to one-twelfth (1/12th) of the product of (i) Twenty-Five Hundredths Percent (.25%) times (ii) the Minimum Repurchase Price for such Group 1 Facilities. (c) With respect to the Group 2 Facilities, commencing upon increases in the Extension Index preceding expiration of the Common Tenth Anniversary Date over first Lease Year for the Beginning Index. In determining Group 2 Facilities and upon the increase in expiration of each Lease Year thereafter during the Term for such Group 2 Facilities (including each Extended Term, if either), the then current monthly Allocated Minimum Rent as contemplated in the preceding sentence, the increase in the Index over each year between the Commencement Date and the Common Tenth Anniversary Date (computed as herein contemplated) shall be aggregated, provided Minimum Rent shall not be increased by more than three percent (3%) for any Lease Year between the Commencement Date and the Common Tenth Anniversary Date, notwithstanding any actual increase in the Index such Group 2 Facilities for such Lease Year shall be adjusted by the applicable CPI Increase; provided, however, that in excess of three percent (3%). Accordingly, no event shall the monthly Allocated Minimum Rent for any Group 2 Facility after any such adjustment be less than One Hundred Two and One-Half Percent (102.5%) nor more than One Hundred Five Percent (105%) of the monthly Allocated Minimum Rent in effect for such Group 2 Facility immediately prior to such adjustment, notwithstanding the actual percentage change in the CPI Increase. (d) With respect to the Group 3 Facilities, commencing upon the expiration of the first Lease Year commencing with for such Group 3 Facilities and upon the Common Tenth Anniversary Date expiration of each Lease Year thereafter during the Fixed Term for such Group 3 Facilities, the then current monthly Allocated Minimum Rent for such Group 3 Facilities for such Lease Year shall be adjusted by an amount equal to the applicable Group 3 Facility Escalator. Upon the commencement of the first (1st) Lease Year of each Extended Term for the Group 3 Facilities, if any, the initial monthly Allocated Minimum Rent for each Group 3 Facility shall be equal to the Third Period greater of (a) the then current monthly Fair Market Rental for such Group 3 Facility and (b) the monthly Allocated Minimum Rent payable for such Group 3 Facility during the last Lease Year preceding the Common Tenth Anniversary Date multiplied by a fraction the numerator of which is the Extension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. For each Lease Year after the first Lease Year commencing with the Common Tenth Anniversary Date, Minimum Rent shall increase based upon increases in the Extension Index preceding each Lease Year over the Extension Index preceding the previous Lease Year. Thus, for example, the Minimum Rent for the third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases in the Extension Index preceding such third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. Accordingly, for each Lease Year following the first Lease Year after the Common Tenth Anniversary Date, Minimum Rent in effect for the Lease Year preceding each such Lease Year shall be multiplied by a fraction the numerator of which is the Extension Index preceding such Lease Year and the denominator of which is the Extension Index preceding the Lease Year prior to such Lease Year. If Landlord notifies Tenant prior to the Common Tenth Anniversary Date of its election to so increase Minimum Rent as provided above, Percentage Rent shall be adjusted and determined based upon increases in the Threshold as contemplated in this Agreement. Upon determining the adjusted Minimum Rental for each such Lease Year, Landlord shall notify Tenant of the amount immediately preceding Term. Commencing upon the expiration of adjusted Minimum Rent due for such Lease Year. If such notice is not provided prior to the commencement of such Lease Year, Tenant shall pay any increased amount of Minimum Rent due for the first month(s) of such Lease Year with the first Minimum Rent payment due after receipt of Landlord's notice. Provided, however, Minimum Rent shall not be increased by more than three percent (3%) in any Lease Year following the first Lease Year after the Common Tenth Anniversary Date. Tenant shall pay Minimum Rent to Landlord in equal installments in advance, on the first (1st) Business Day Lease Year of each Accounting Period. Accordingly, (a) Extended Term for the first full twelve Accounting PeriodsGroup 3 Facilities, First if any, and upon the expiration of each Lease Year thereafter during such Extended Term, the then-current monthly Allocated Minimum Rent, together with applicable sales and use and other taxes thereon (but not any Excluded Impositions) Rent for each Group 3 Facility shall be due and payable adjusted by an amount equal to Landlord by Tenant on the First Business Day of each such Accounting Period; applicable Group 3 Facility Escalator. If any adjustment for any Facility provided for in subsections (b) for each of Accounting Periods thirteen through twenty four), Second Year Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; (c) for each Accounting Period thereafter through the Common Tenth Anniversary Date, Third Period Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; and or (d) shall not have been made at the commencement of the Lease Year for each Accounting Period thereafter which applicable, Lessee shall continue to pay monthly Allocated Minimum Rent in for such Facility at the last rate applicable until Lessee receives Lessor's written notice as to such adjustment. Within ten (10) days after Lessee's receipt of Lessor's notice, Lessee shall pay to Lessor an amount determined by Landlord as aforesaid, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant equal to Landlord on the first day of each Accounting Period. Provided, however, that the first payment of new monthly Allocated Minimum Rent shall be payable for such Facility times the number of months from the commencement of the then current Lease Year to the date of receipt of Lessor's notice, less the aggregate amount paid by Lessee on the Commencement Date. Further, if applicable, the first payment account of monthly Allocated Minimum Rent and for such Facility for the last payment of same period. Thereafter, Lessee shall pay monthly Allocated Minimum Rent shall be prorated on a per diem basis provided, however, that for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period shall be prorated based upon the Minimum Rent payable such Facility for the first full twelve Accounting Periods and any prorated Rent applicable Lease Year at the end of the Term shall be prorated based upon Minimum Rent payable for each Accounting Period after the thirty sixth Accounting Periodnew rate set forth in Lessor's notice.

Minimum Rent. Subject Tenant agrees to proration pay Landlord, at such place as set forth belowLandlord shall from time to time direct by written notice to Tenant, "Minimum Rent" for the term of this Lease at the monthly rate of: (i) Thirty Five Thousand Six Hundred Twenty Five Dollars ($35,625.00) per month for the first partial (if any) and subject to increase as set forth hereinafter in this Section 3.1.1 and in Section 5.1.4 and Section 10.2 hereof, first (1st) through fifth (5th) full Lease Years after the Rental Commencement Date; (ii) Thirty Nine Thousand One Hundred Eighty Eight Dollars ($39,188.00) per month for the sixth (6th) through the tenth (10th) Lease Years after the Rental Commencement Date; and (iii) Forty Three Thousand One Hundred Six Dollars ($43,106.00) per month for the eleventh (11th) through fifteenth (15th) Lease Years after the Rental Commencement Date; (iv) Tenant shall pay as annual base to Landlord Minimum Rent during the option periods based upon market rent for the Leased Property ("Minimum Rent") as follows: (a) Premises, provided that, for the first full twelve Accounting Periods during the Term the total sum of ONE HUNDRED FIFTY TWO THOUSAND NINE HUNDRED FORTY ONE AND 67/100 DOLLARS ($152,941.67) (First Year Minimum Rent)]; (b) for Accounting Periods thirteen through twenty-four the total sum of ONE HUNDRED FIFTY SIX THOUSAND SEVEN HUNDRED SIXTY FIVE AND 21/100 DOLLARS ($156,765.21) (Second Year Minimum Rent )]; (c) for each twelve Accounting Periods thereafter through the Common Tenth Anniversary Date, the total sum of ONE HUNDRED SIXTY THOUSAND FIVE HUNDRED EIGHTY EIGHT AND 75/100 DOLLARS ($160,588.75) (Third Period Minimum Rent )]. For each Accounting Period commencing with the Common Tenth Anniversary Date and continuing throughout the remainder of the Term, Minimum Rent shall, at Landlord's option, be increased based upon increases in the Index as hereafter provided or if Landlord does not elect to increase Minimum Rent based upon changes in the Index as hereafter provided, Minimum Rent for the remainder of the Term commencing with the Common Tenth Anniversary Date shall be the rental equal to the Third Period Minimum Rent. Minimum Rent will be allocated between the real property and tangible personal property and valued in the manner contemplated in Section 15 with the initial allocation reflected on EXHIBIT "J" attached hereto. If Landlord elects to increase Minimum Rent based upon changes in the Index, Landlord shall notify Tenant at least sixty (60) days prior to the Common Tenth Anniversary Date of such election and if Landlord fails to so notify Tenant of such election at least sixty (60) days prior to the Common Tenth Anniversary Date Landlord shall have waived its right to increase Minimum Rent as herein provided. In the event Landlord elects to increase Minimum Rent based upon changes in the Index and so notifies Tenant, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be increased based upon increases in the Extension Index preceding the Common Tenth Anniversary Date over the Beginning Index. In determining the increase in Minimum Rent as contemplated in the preceding sentence, the increase in the Index over each year between the Commencement Date and the Common Tenth Anniversary Date (computed as herein contemplated) shall be aggregated, provided Minimum Rent shall not be increased by more than three percent (3%) for any Lease Year between the Commencement Date and the Common Tenth Anniversary Date, notwithstanding any actual increase in the Index for such Lease Year in excess of three percent (3%). Accordingly, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be equal to the Third Period Minimum Rent for the Lease Year preceding the Common Tenth Anniversary Date multiplied by a fraction the numerator of which is the Extension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. For each Lease Year after the first Lease Year commencing with the Common Tenth Anniversary Date, Minimum Rent shall increase based upon increases in the Extension Index preceding each Lease Year over the Extension Index preceding the previous Lease Year. Thus, for example, the Minimum Rent for the third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases in the Extension Index preceding such third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. Accordingly, for each Lease Year following the first Lease Year after the Common Tenth Anniversary Date, Minimum Rent in effect for the Lease Year preceding each such Lease Year shall be multiplied by a fraction the numerator of which is the Extension Index preceding such Lease Year and the denominator of which is the Extension Index preceding the Lease Year prior to such Lease Year. If Landlord notifies Tenant prior to the Common Tenth Anniversary Date of its election to so increase Minimum Rent as provided above, Percentage Rent shall be adjusted and determined based upon increases in the Threshold as contemplated in this Agreement. Upon determining the adjusted Minimum Rental for each such Lease Year, Landlord shall notify Tenant of the amount of adjusted Minimum Rent due for such Lease Year. If such notice is not provided prior to the commencement of such Lease Year, Tenant shall pay any increased amount of Minimum Rent due for the first month(s) of such Lease Year with the first Minimum Rent payment due after receipt of Landlord's notice. Provided, howeveroption period, Minimum Rent shall not be increased by less than, nor more than three fifteen percent (315%) in any Lease Year following the first Lease Year after the Common Tenth Anniversary Dategreater than, Forty Three Thousand One Hundred Six Dollars ($43,106.00) per month. Landlord and Tenant shall pay agree in writing on the Minimum Rent to Landlord in equal installments in advancebe paid during each respective option period upon the exercise of such option by Tenant. If within fourteen (14) days after the exercise of the respective option by Tenant, the parties are still unable to agree on the first Minimum Rent to be paid, then each shall, within fourteen (1st14) Business Day days, make written appointment of each Accounting Period. Accordinglyan appraiser, (a) and the two appraisers shall determine the Minimum Rent for the first full twelve Accounting PeriodsPremises, First Year based upon market rent. If within twenty one (21) days the two appraisers so appointed are unable to agree on such Minimum Rent, together with applicable sales they shall in writing immediately appoint a third appraiser, and use the majority of the three so appointed shall determine the Minimum Rent. Should the three appraisers so appointed fail to determine Minimum Rent before the expiration of this Lease, the Tenant shall continue to pay the same Minimum Rent as that in effect immediately prior to such expiration until the new Minimum Rent has been determined, at which time the difference between the Minimum Rent so paid and other taxes thereon (but not any Excluded Impositions) that payable as the new Minimum Rent from the beginning of the period when the new Minimum Rent was to be in effect shall be due and payable to Landlord by Tenant on the First Business Day of each such Accounting Period; (b) for each of Accounting Periods thirteen through twenty four, Second Year Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable paid by Tenant to Landlord on or reimbursed from Landlord to Tenant, as the first Business Day of each such Accounting Period; (c) for each Accounting Period thereafter through case may be. Should the Common Tenth Anniversary Dateappraisal process fail, Third Period either party may invoke, if need be, equity jurisdiction. Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) Rent shall be due and payable by Tenant to Landlord on the first Business Day of during each such Accounting Period; and (d) for each Accounting Period thereafter Minimum Rent Lease Year in the amount determined by Landlord as aforesaid, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord advance on the first day of each Accounting Period. Providedand every calendar month during the term of this Lease, howeverwithout demand or notice therefor and without abatement thereof or setoff therefrom (except as expressly provided in this Lease, that and except for any amounts awarded in a final judgment against the first payment of Minimum Rent shall be payable Landlord), commencing on the Rental Commencement Date. Further, if applicable, the first payment of Minimum Rent and the last payment of Minimum Rent shall be prorated on a per diem basis provided, however, that for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period shall be prorated based upon the Minimum Rent payable for the first full twelve Accounting Periods and fractional portion of any prorated Rent at the end of the Term shall be prorated based upon Minimum Rent payable for each Accounting Period after the thirty sixth Accounting Periodmonth.