Common use of Minimum Rent Clause in Contracts

Minimum Rent. (A) From the Commencement Date until the fifth (5th) anniversary thereof, Tenant shall pay Landlord minimum rent at the rate of Four Hundred Eighty-Eight Thousand Three Hundred Seventy-Two and 30/100 Dollars ($488,372.30) per year (the "Minimum Rent"). (B) On the fifth (5th), tenth (10th), and fifteenth (15th) anniversaries of the Commencement Date, as well as on the twentieth (20th), twenty-fifth (25th), thirtieth (30th), and thirty-fifth (35th) anniversaries of the Commencement Date in the event the Lease Term is extended pursuant to Section 4.2 hereof, the Minimum Rent shall be adjusted for the 5-year period commencing on each such anniversary date ("CPI Adjustment") by multiplying the original Minimum Rent by a fraction, which fraction shall have as a numerator the Index (as hereinafter defined) for the month in which the CPI Adjustment is to occur and which fraction shall have as its denominator the Index for the month in which the Commencement Date occured. "Index" shall mean the seasonal Consumer Price Index for all Urban Wage Earners and Clerical Workers for the United States, published by the United States Department of Labor, Bureau of Labor Statistics, in which the 1982-1984 average of 100 points is the base. If the 1982-1984 average of 100 points ceases to be used as the base, the Index shall be converted, in accordance with the conversion factor published by the Department of Labor, Bureau of Labor Statistics, to the 1982-1984 base. If the Index is discontinued or if a substantial change is made in the terms or number of items used to compile the Index, then any similar index which most closely comprehends the impact of cost-of-living increases on commercial real property rental published by any branch or department of the U.S. Government shall be used, and if none is so published, then another nonpartisan index evaluating the information theretofore used in compiling the Index, and generally recognized as authoritative on the impact of cost-of-living increases on commercial real property rentals shall be used. Notwithstanding anything contained in this lease to the contrary, under no circumstances shall the Minimum Rent be adjusted to exceed ten percent (10%) over the Minimum Rent for the immediatley preceding sixty (60) month period. In no event shall such adjustment result in a reduction below the Minimum Rent in effect to the immediatley preceding sixty (60) month period. When the adjusted Minimum Rent is determined, Landlord shall give Tenant written notice to that effect indicating how the adjusted Minimum Rent was computed. Pending receipt of such notice from Landlord as to the new Minimum Rent, Tenant shall continue to pay the Minimum Rent in effect during the preceding sixty (60) month period; provided, however, that Landlord shall have one hundred twenty (120) days to provide Tenant with a notice of its increased Minimum Rent and Tenant shall then make up the difference in the Minimum Rent for the preceding period, except that in no event shall Landlord be entitled to collect such difference for a period in excess of one hundred twenty (120) days.

Minimum Rent. (Aa) From Tenant agrees to pay to Landlord, as minimum rent for the Commencement Date demised premises, equal consecutive monthly installments of Twenty-Nine Thousand Four Hundred Eighty-two and 29/100th Dollars ($29,482.29), commencing on the commencement date, and continuing on the first day of each calendar month during years one (1) through five (5) of the initial term of this Lease, monthly installments of Thirty-four Thousand Four Hundred Fifty-five and 21/100th Dollars ($34,455.21) each calendar month during years six (6) through ten (10), and monthly installments of Thirty-Nine Thousand Four Hundred Twenty-eight and 13/100th Dollars ($39,428.13) each calendar month during years eleven (11) through fifteen (15) of the initial term of this Lease. All such rental shall be payable to Landlord in advance, without prior written notice or demand and without any right of deduction, abatement, counterclaim or offset whatsoever (unless specifically permitted in this Lease). Except as expressly set forth herein to the contrary, in no event shall Tenant have the right to offset more than twenty-five percent (25%) of minimum rent in any calendar month, and Tenant shall have no right to offset against any additional rent other than any percentage rent payable hereunder. As used in this Lease, the terms “minimum rent” and “minimum rental” mean the minimum rental set forth in this Section 5(a). As used in this Lease, the terms “rent and “rental” mean minimum rental, percentage rental, additional rental and all other sums due and owing from Tenant to Landlord under this Lease. (b) If the Lease term shall commence on a day other than the first day of a calendar month or shall end on a day other than the last day of a calendar month, the minimum rental for such first or last fractional month shall be such proportion of the monthly minimum rental as the number of days in such fractional month bears to the total number of days in such calendar month. (c) In addition to minimum rent as set forth in this Section 5, Tenant shall initially pay to Landlord, as additional rental, simultaneously with the payment of minimum rental called for under Section 5(a) above, (i) the estimated monthly amount of Tenant’s Proportionate Share of Maintenance Costs (provided for in Section 16 hereof), as reasonably estimated by Landlord, (ii) Nine and 35/100 Dollars ($9.35) per square foot, payable in equal monthly installments of Thirteen Thousand Two Hundred Eighty-Four and 79/100 Dollars ($13,284.79) as the estimated monthly amount of Tenant’s Proportionate Tax Share (provided for in Section 28 hereof) and (iii) Fifteen Cents ($0.15) per square foot, payable in equal monthly installments of Two Hundred Thirteen and 13/100 Dollars ($213.13), as the estimated monthly amount of Tenant’s Proportionate Insurance Share (provided for in Section 29 hereof). (d) Until further notice to Tenant, all rental payable under this Lease shall be payable to Landlord and mailed to Landlord at c/o Schottenstein Management Company, 1▇▇▇ ▇▇▇▇▇ ▇▇▇▇, Columbus, Ohio 43207. (e) In the event any sums required under this Lease to be paid are not received when due, then all such amounts shall bear interest from the due date thereof until the fifth date paid at the rate of interest equal to two percent (5th2%) anniversary thereofover the prime rate in effect from time to time as established by National City Bank, Columbus, Ohio (the “Interest Rate”), and shall be due and payable by Tenant without notice or demand, Tenant shall pay the foregoing interest thereon in addition to all default remedies of Landlord minimum rent at the rate of Four Hundred Eighty-Eight Thousand Three Hundred Seventy-Two and 30/100 Dollars ($488,372.30) per year (the "Minimum Rent"). (B) On the fifth (5th), tenth (10th), and fifteenth (15th) anniversaries of the Commencement Date, as well as on the twentieth (20th), twenty-fifth (25th), thirtieth (30th), and thirty-fifth (35th) anniversaries of the Commencement Date in the event the Lease Term is extended pursuant to Section 4.2 hereof, the Minimum Rent shall be adjusted for the 5-year period commencing on each such anniversary date ("CPI Adjustment") by multiplying the original Minimum Rent by a fraction, which fraction shall have as a numerator the Index (as hereinafter defined) for the month in which the CPI Adjustment is to occur and which fraction shall have as its denominator the Index for the month in which the Commencement Date occured. "Index" shall mean the seasonal Consumer Price Index for all Urban Wage Earners and Clerical Workers for the United States, published by the United States Department of Labor, Bureau of Labor Statistics, in which the 1982-1984 average of 100 points is the base. If the 1982-1984 average of 100 points ceases to be used as the base, the Index shall be converted, in accordance with the conversion factor published by the Department of Labor, Bureau of Labor Statistics, to the 1982-1984 base. If the Index is discontinued or if a substantial change is made in the terms or number of items used to compile the Index, then any similar index which most closely comprehends the impact of cost-of-living increases on commercial real property rental published by any branch or department of the U.S. Government shall be used, and if none is so published, then another nonpartisan index evaluating the information theretofore used in compiling the Index, and generally recognized as authoritative on the impact of cost-of-living increases on commercial real property rentals shall be used. Notwithstanding anything contained in this lease to the contrary, under no circumstances shall the Minimum Rent be adjusted to exceed ten percent (10%) over the Minimum Rent for the immediatley preceding sixty (60) month period. In no event shall such adjustment result in a reduction below the Minimum Rent in effect to the immediatley preceding sixty (60) month period. When the adjusted Minimum Rent is determined, Landlord shall give Tenant written notice to that effect indicating how the adjusted Minimum Rent was computed. Pending receipt of such notice from Landlord as to the new Minimum Rent, Tenant shall continue to pay the Minimum Rent in effect during the preceding sixty (60) month period; provided, however, that Landlord shall have one hundred twenty (120) days to provide Tenant with a notice of its increased Minimum Rent and Tenant shall then make up the difference in the Minimum Rent for the preceding period, except that in no event shall Landlord be entitled to collect such difference for a period in excess of one hundred twenty (120) days34 below.

Minimum Rent. (Aa) Tenant agrees to pay Landlord, without diminution, deduction or set-off whatsoever and without prior notice or demand, and as fixed annual minimum rent ("Fixed Annual Minimum Rent"), the sums set forth in Section 3.01(a) (i), and (ii) below payable in equal consecutive monthly installments ("Fixed Monthly Minimum Rent") each in advance upon the first day of each calendar month during the term hereof. (i) From the Term Commencement Date through the end of the sixtieth (60th) full month of the Lease term, Fixed Annual Minimum Rent shall be One Hundred Nineteen Thousand Eight Hundred Eighty Nine and 00/100 Dollars ($119,889.00), payable in equal monthly installments of Nine Thousand Nine Hundred Ninety and 75/100 Dollars ($9,990.75) each; and (ii) From the first day of the sixty-first (61st) full month of the Lease term through the end of the Lease term, Fixed Annual Minimum Rent shall be One Hundred Thirty One Thousand Eight Hundred Seventy Seven and 90/100 Dollars ($131,877.90), payable in equal monthly installments of Ten Thousand Nine Hundred Eighty Nine and 83/100 Dollars ($10,989.83) each. (b) If the term shall commence upon a day other than the first day of a calendar month or if the term shall expire upon a day other than the last day of a calendar month, then Tenant shall pay, upon the Term Commencement Date, and on the first day of the last calendar month, a pro rata portion of the Fixed Monthly Minimum Rent for the first and last fractional calendar months of the term. (c) Intentionally Deleted (d) Provided that no event of default exists and Tenant has commenced operating its business in the Premises on or before the date set forth in Section 2.01 for the Term Commencement Date (or in the event Tenant is unable to open by such date, despite Tenant's best efforts to do so, Tenant has commenced operating its business in the Premises on or before the date which is thirty (30) days following the Term Commencement Date) pursuant to the requirements of this Lease, then commencing on the Term Commencement Date, Tenant shall be entitled to an abatement of Fixed Annual Minimum Rent, Common Area Costs and Real Property Taxes in the amount of Two Hundred Two Thousand Two Hundred Eighty Five and 00/100 Dollars ($202,285.00) ("Tenant's Rent Abatement"). Tenant shall apply Tenant's Rent Abatement against the first installments of Fixed Monthly Minimum Rent, Percentage Rent (if any), Common Area Costs and Real Property Taxes (as set forth in section 3.01(a) above) coming due pursuant to this Lease until Tenant has recouped the fifth entire amount of Tenant's Rent Abatement; provided however that Tenant shall have no right to such abatement at any time Tenant is in default under this Lease and at any such time Tenant shall be obligated to make all payments of Fixed Monthly Minimum Rent, Percentage Rent (5thif any), Common Area Costs and Real Property Taxes under this Lease without regard for the terms of this Section 3.01(d). The amount of Tenant's Rent Abatement shall be deemed earned over the entire term of this Lease on a straight line basis regardless of the manner or timing by which such Tenant's Rent Abatement was taken by Tenant as set forth above. If this Lease is terminated prior to the expiration date of the term provided for in Article 2 of this Lease for any reason other than pursuant to Section 2.01(c), Tenant shall pay to Landlord, as Additional Rent, an amount equal to the unearned portion of Tenant's Rent Abatement, which shall be determined by dividing Tenant's Rent Abatement by the number of months in the term and multiplying the result by the number of months that would have remained in the term of the Lease had the Lease not been so terminated. Such amount shall be due as of the date this Lease is terminated and shall be payable within five (5) anniversary thereofdays following such date. (e) Provided that (i) Tenant is, and throughout the term of this Lease has been, open and operating in the entire Premises in accordance with the terms of this Lease, (ii) Tenant is not in default of any of its obligations under this Lease, (iii) Tenant remains open and operating in the entire Premises in accordance with the terms of this Lease throughout the Test Period (as hereinafter defined), and (iv) no condition exists which with the giving of notice or passage of time would constitute a default by Tenant under this Lease; and if (1) Landlord enters into a lease ("Competing Lease") for a space in the Shopping Center between Landlord and any Competing Tenant (as hereinafter defined), which lease expressly permits as the primary use the operation of a live comedy club featuring professional comedians ("Competing Use") during the term of this Lease, and such Competing Tenant opens for business as a comedy club within the Shopping Center (the "Competing Lease Opening Date") , and (2) Tenant's Gross Receipts from the Premises for the one (1) year period (the "Test Period") that commences on the Competing Lease Opening Date, are more than twenty five percent (25%) less than the Gross Receipts from the Premises for the one (1) year period immediately preceding the Competing Lease Opening Date, and are less than the Annual Minimum Gross Receipts for such one (1) year period (as provided in Section 3.02 hereof); then for the period of time (the "Alternate Fixed Annual Minimum Rent Period") that commences on the first day after the last day of the Test Period and ends on the Competing Lease Cessation Date (as hereinafter defined), Tenant shall pay Landlord minimum rent at the rate of Four Hundred Eighty-Eight Thousand Three Hundred Seventy-Two and 30/100 Dollars ($488,372.30) per year (the "Minimum Rent"). (B) On the fifth (5th), tenth (10th), and fifteenth (15th) anniversaries of the Commencement Date, as well as on the twentieth (20th), twenty-fifth (25th), thirtieth (30th), and thirty-fifth (35th) anniversaries of the Commencement Date in the event the Lease Term is extended pursuant to Section 4.2 hereof, the Alternate Fixed Annual Minimum Rent shall be adjusted for the 5-year period commencing on each such anniversary date ("CPI Adjustment") by multiplying the original Minimum Rent by a fraction, which fraction shall have as a numerator the Index (as hereinafter defined) for the month in which the CPI Adjustment is to occur and which fraction shall have as its denominator the Index for the month in which the Commencement Date occured. "Index" shall mean the seasonal Consumer Price Index for all Urban Wage Earners and Clerical Workers for the United States, published by the United States Department of Labor, Bureau of Labor Statistics), in which the 1982-1984 average of 100 points is the base. If the 1982-1984 average of 100 points ceases to be used as the base, the Index shall be converted, in accordance with the conversion factor published by the Department of Labor, Bureau of Labor Statistics, to the 1982-1984 base. If the Index is discontinued or if a substantial change is made in the terms or number of items used to compile the Index, then any similar index which most closely comprehends the impact of cost-of-living increases on commercial real property rental published by any branch or department lieu of the U.S. Government shall be used, and if none is so published, then another nonpartisan index evaluating the information theretofore used in compiling the Index, and generally recognized as authoritative on the impact of cost-of-living increases on commercial real property rentals shall be used. Notwithstanding anything contained in this lease to the contrary, under no circumstances shall the Fixed Annual Minimum Rent be adjusted provided for in Section 3.01(a) of this Lease. Tenant's right to exceed ten percent (10%) over the Minimum Rent for the immediatley preceding sixty (60) month period. In no event shall such adjustment result in a reduction below the pay Alternate Fixed Annual Minimum Rent in effect lieu of Fixed Annual Minimum Rent as provided for herein shall be Tenant's sole and exclusive remedy with respect to any Competing Lease and with respect to the immediatley preceding sixty operation of the Competing Use or any other competing use in the Shopping Center. From and after the earlier of (60a) month period. When the adjusted first date on which any one or more of the conditions to Tenant's right to pay Alternate Fixed Annual Minimum Rent is determinedshall not apply, Landlord shall give Tenant written notice to that effect indicating how or (b) the adjusted Minimum Rent was computed. Pending receipt of such notice from Landlord as to the new Minimum RentCompeting Lease Cessation Date, Tenant shall continue to pay Landlord the Fixed Annual Minimum Rent in effect during the preceding sixty (60otherwise provided for under Section 3.01(a) month period; providedof this Lease, however, that Landlord shall have one hundred twenty (120) days to provide Tenant with a notice of its increased Minimum Rent and Tenant shall then make up the difference in the Minimum Rent without regard for the preceding period, except that in no event shall Landlord be entitled to collect such difference for a period in excess terms of one hundred twenty (120) daysthis Section 3.01(e).

Minimum Rent. (A) From the Commencement Date until the fifth (5th) anniversary thereofSubject 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 Landlord minimum as annual base rent at for the rate of Four Hundred Eighty-Eight Thousand Three Hundred Seventy-Two and 30/100 Dollars Leased Property ($488,372.30) per year (the "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). ]; (Bb) On for Accounting Periods thirteen through twenty-four the fifth total sum of ONE HUNDRED FIFTY SIX THOUSAND SEVEN HUNDRED SIXTY FIVE AND 21/100 DOLLARS (5th$156,765.21) (Second Year Minimum Rent )]; (c) for each twelve Accounting Periods thereafter through the Common Tenth Anniversary Date, tenth the total sum of ONE HUNDRED SIXTY THOUSAND FIVE HUNDRED EIGHTY EIGHT AND 75/100 DOLLARS (10th$160,588.75) (Third Period Minimum Rent ), ]. For each Accounting Period commencing with the Common Tenth Anniversary Date and fifteenth (15th) anniversaries continuing throughout the remainder of the Commencement DateTerm, Minimum Rent shall, at Landlord's option, be increased based upon increases in the Index as well 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 twentieth Index, Landlord shall notify Tenant at least sixty (20th)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, twenty-fifth (25th)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, thirtieth (30th), and thirty-fifth (35th) anniversaries of the increase in the Index over each year between the Commencement Date in and the event the Lease Term is extended pursuant to Section 4.2 hereofCommon Tenth Anniversary Date (computed as herein contemplated) shall be aggregated, the provided Minimum Rent shall not be adjusted for the 5-year period commencing on each such anniversary date increased by more than three percent ("CPI Adjustment") by multiplying the original Minimum Rent by a fraction, which fraction shall have as a numerator the Index (as hereinafter defined3%) for any Lease Year between the month Commencement Date and the Common Tenth Anniversary Date, notwithstanding any actual increase in which the CPI Adjustment is to occur and which fraction shall have as its denominator the Index for the month such Lease Year in which the Commencement Date occuredexcess of three percent (3%). "Index" shall mean the seasonal Consumer Price Index for all Urban Wage Earners and Clerical Workers Accordingly, Minimum Rent for the United States, published 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 United States Department numerator of Labor, Bureau of Labor Statistics, in which the 1982-1984 average of 100 points is the baseExtension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. If For each Lease Year after the 1982-1984 average of 100 points ceases to be used as the base, the Index shall be converted, in accordance first Lease Year commencing with the conversion factor published by the Department of LaborCommon Tenth Anniversary Date, Bureau of Labor Statistics, to the 1982-1984 base. If the Index is discontinued or if a substantial change is made Minimum Rent shall increase based upon increases in the terms or number of items used to compile Extension Index preceding each Lease Year over the IndexExtension Index preceding the previous Lease Year. Thus, then any similar index which most closely comprehends the impact of cost-of-living increases on commercial real property rental published by any branch or department of the U.S. Government shall be usedfor example, and if none is so published, then another nonpartisan index evaluating the information theretofore used in compiling the Index, and generally recognized as authoritative on the impact of cost-of-living increases on commercial real property rentals shall be used. Notwithstanding anything contained in this lease to the contrary, under no circumstances shall the Minimum Rent be adjusted to exceed ten percent (10%) over the Minimum Rent for the immediatley third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases in the Extension Index preceding sixty (60) month periodsuch third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. In no event shall such adjustment result in a reduction below 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 immediatley preceding sixty (60) month periodCommon 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. When Upon determining the adjusted Minimum Rent is determinedRental for each such Lease Year, Landlord shall give notify Tenant written notice to that effect indicating how of the amount of adjusted Minimum Rent was computeddue for such Lease Year. Pending 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 such notice from 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 as to in equal installments in advance, on the new 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 continue be due and payable by Tenant to pay 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 effect during the preceding sixty amount determined by Landlord as aforesaid, together with all applicable sales, use and other taxes thereon (60but not any Excluded Impositions) month period; 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 Landlord for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period shall have one hundred twenty (120) days to provide Tenant with a notice of its increased Minimum Rent and Tenant shall then make up the difference in be prorated based upon the Minimum Rent payable for the preceding period, except that in no event first full twelve Accounting Periods and any prorated Rent at the end of the Term shall Landlord be entitled to collect such difference prorated based upon Minimum Rent payable for a period in excess of one hundred twenty (120) dayseach Accounting Period after the thirty sixth Accounting Period.

Minimum Rent. (A) From and after the Rent Commencement Date until the fifth (5th) anniversary thereofDate, Tenant shall covenants and agrees to pay on a monthly basis during the term “Base Rent” in the following amounts to Landlord minimum rent at the rate address listed above or such other place as Landlord may by thirty (30) days’ prior written notice to Tenant direct: (a) For the Initial Term of Four Hundred Eightythe Lease Tenant agrees to pay to Landlord, as Base Rent for the Premises, equal consecutive monthly installments of Twenty-Eight five Thousand Three Hundred Seventy-Two and 30/100 Dollars ($488,372.3025,000.00) [which is calculated at Twenty Dollars ($20.00) per year (square foot using 15,000 square feet as the "Minimum Rent"). (B) On the fifth (5th), tenth (10th), and fifteenth (15th) anniversaries size of the Premises], commencing on the Rent Commencement Date, as well as and continuing on the twentieth (20th), twenty-fifth (25th), thirtieth (30th), and thirty-fifth (35th) anniversaries first day of each calendar month during the Initial Term of the Commencement Date Lease. Notwithstanding the foregoing, in the event Tenant’s annual gross sales from the Premises reach Four Million One-hundred Forty Thousand Dollars ($4,140,000.00) in any Lease Year during the Initial Term hereof (the “Gross Sales Threshold”), then Tenant agrees to pay to Landlord, as Base Rent for the Premises in each lease year thereafter, equal consecutive monthly installments of Thirty Thousand Dollars ($30,000,00) [which is calculated at Twenty Dollars ($20.00) per square foot using 18,000 square feet as the size of the Premises], commencing on the first month of the Lease Term is extended pursuant Year following Tenant’s annual statement of gross sales evidencing the Gross Sales Threshold which statement shall provided to Section 4.2 hereof, the Minimum Rent shall be adjusted for the 5-year period commencing on each such anniversary date ("CPI Adjustment") by multiplying the original Minimum Rent by a fraction, which fraction shall have as a numerator the Index (as hereinafter defined) for the month in which the CPI Adjustment is to occur and which fraction shall have as its denominator the Index for the month in which the Commencement Date occured. "Index" shall mean the seasonal Consumer Price Index for all Urban Wage Earners and Clerical Workers for the United States, published by the United States Department of Labor, Bureau of Labor Statistics, in which the 1982-1984 average of 100 points is the base. If the 1982-1984 average of 100 points ceases to be used as the base, the Index shall be converted, Landlord in accordance with Section 6 (e) below. Notwithstanding the conversion factor published by the Department of Laborforegoing, Bureau of Labor Statistics, to the 1982-1984 base. If the Index is discontinued or if a substantial change is made in the terms or number of items used to compile event Tenant’s annual gross sales from the Index, then Premises reach Four Million Seven Hundred Fifty-one Thousand Eight Hundred Dollars ($4,751,800.00) in any similar index which most closely comprehends the impact of cost-of-living increases on commercial real property rental published by any branch or department of the U.S. Government shall be used, and if none is so published, then another nonpartisan index evaluating the information theretofore used in compiling the Index, and generally recognized as authoritative on the impact of cost-of-living increases on commercial real property rentals shall be used. Notwithstanding anything contained in this lease to the contrary, under no circumstances shall the Minimum Rent be adjusted to exceed ten percent (10%) over the Minimum Rent for the immediatley preceding sixty (60) month period. In no event shall such adjustment result in a reduction below the Minimum Rent in effect to the immediatley preceding sixty (60) month period. When the adjusted Minimum Rent is determined, Landlord shall give Tenant written notice to that effect indicating how the adjusted Minimum Rent was computed. Pending receipt of such notice from Landlord as to the new Minimum Rent, Tenant shall continue to pay the Minimum Rent in effect Lease Year during the preceding sixty Initial Term hereof (60the “Second Gross Sales Threshold”) month period; provided, however, that Landlord shall have one hundred twenty (120) days to provide Tenant with a notice of its increased Minimum Rent and Tenant shall then make up the difference in the Minimum Rent for the preceding period, except that in no event shall Landlord be entitled to collect such difference for a period in excess of one hundred twenty (120) days.Tenant

Minimum Rent. (A) From Subject to the Commencement Date until the fifth (5th) anniversary thereofterms and conditions of this Lease, Tenant Lessee shall pay Landlord to Lessor as minimum rent at the rate of Four Hundred Eighty-Eight Thousand Three Hundred Seventy-Two and 30/100 Dollars ($488,372.30) per year (the "Minimum Rent").) for the Leased Premises, and its use of the Parking Area, the Access Area and the Common Areas the following: (Ba) On the fifth (5th), tenth (10th), and fifteenth (15th) anniversaries of Commencing on the Commencement Date, as well as on and continuing thereafter during the twentieth next THIRTY-SIX (20th)36) months, twentythe annual Minimum Rent shall be Twelve and 50/100 Dollars ($12.50) per rentable square foot contained in the Leased Premises for a total annual Minimum Rent of Forty-fifth five Thousand Four Hundred Twenty-five and 00/100 Dollars (25th)$45,425.00) which shall be payable in equal monthly installments of Three Thousand Seven Hundred Eighty-five and 42/100 Dollars ($3,785.42) each, thirtieth based upon an annual Minimum Rent of Twelve and 50/100 Dollars (30th), and thirty-fifth $12.50) multiplied by the total number of rentable square feet contained in the Leased Premises. On the third (35th3rd) anniversaries anniversary of the Commencement Date in (the event the Lease Term is extended pursuant to Section 4.2 hereof"First Adjustment Date"), the Minimum Rent shall be adjusted for by an amount equal to the 5-year period commencing on each such anniversary date percentage change in the CPI ("CPI Adjustment") by multiplying the original Minimum Rent by a fraction, which fraction shall have as a numerator the Index (as hereinafter defined) for the month in which the CPI Adjustment is to occur and which fraction shall have as its denominator the Index for the month in which period from the Commencement Date occuredto the First Adjustment Date. Commencing on the fourth (4th) anniversary of the Commencement Date and continuing thereafter on the same day of each year through the Termination Date (each of said dates is hereinafter referred to as a "IndexSubsequent Adjustment Date") (the First Adjustment Date and each Subsequent Adjustment Date is hereinafter referred to singularly as an "Adjustment Date"), the Minimum Rent shall be adjusted by an amount equal to the percentage change in the CPI which has occurred in the one (1) year period since the last annual Adjustment Date. For purposes of this Lease, the "CPI" shall mean the seasonal be Consumer Price Index for all Urban Wage Earners and Clerical Workers for the United States(U.S. City Average, All Items 1982-84 = 100) published by the United States Department of Labor, Bureau of Labor Statistics, in which the 1982-1984 average of 100 points is the base. If the 1982-1984 average of 100 points ceases to be used as the base. (b) In each instance, the Index shall be converted, in accordance with the conversion factor published by the Department of Labor, Bureau of Labor Statistics, to the 1982-1984 base. If the Index is discontinued or if a substantial change is made in the terms or number of items used to compile the Index, then any similar index which most closely comprehends the impact of cost-of-living increases on commercial real property rental published by any branch or department of the U.S. Government shall be usedMinimum Rent, and if none is so published, then another nonpartisan index evaluating the information theretofore used in compiling the Index, and generally recognized as authoritative on the impact of cost-of-living increases on commercial real property rentals shall be used. Notwithstanding anything contained in this lease to the contrary, under no circumstances shall all Additional Rent (hereinafter defined) (the Minimum Rent and the Additional Rent are hereinafter collectively referred to as the "Rent") shall be adjusted payable in advance, on the first day of each month, the first of such monthly installments to exceed ten percent be payable on the Commencement Date (10%) over and if any month of the Term is less than a full calendar month, then the Minimum Rent shall be pro-rated for the immediatley preceding sixty (60) month period. In no event shall such adjustment result actual number of days in a reduction below the Minimum Rent in effect to the immediatley preceding sixty (60) month period. When the adjusted Minimum Rent is determined, Landlord shall give Tenant written notice to that effect indicating how the adjusted Minimum Rent was computed. Pending receipt of such notice from Landlord as to the new Minimum Rent, Tenant shall continue to pay the Minimum Rent in effect during the preceding sixty (60) month period; provided, however, that Landlord shall have one hundred twenty (120) days to provide Tenant with a notice of its increased Minimum Rent and Tenant shall then make up the difference in the Minimum Rent for the preceding period, except that in no event shall Landlord be entitled to collect such difference for a period in excess of one hundred twenty (120) days.such

Minimum Rent. (A) From the Commencement Date until the fifth (5th) anniversary thereofSubject 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 Landlord minimum as annual base rent at for the rate of Four Hundred Eighty-Eight Thousand Three Hundred Seventy-Two and 30/100 Dollars Leased Property ($488,372.30) per year (the "Minimum Rent") as follows: (a) for the first full twelve Accounting Periods during the Term the total sum of TWO HUNDRED NINE THOUSAND ONE HUNDRED and NO/100 DOLLARS ($209,100.00) (First Year Minimum Rent). ; (Bb) On for Accounting Periods thirteen through twenty-four the fifth total sum of TWO HUNDRED FOURTEEN THOUSAND THREE HUNDRED TWENTY SEVEN AND 50/100 DOLLARS (5th$214,327.50) (Second Year Minimum Rent ); (c) for each twelve Accounting Periods thereafter through the Common Tenth Anniversary Date, tenth the total sum of TWO HUNDRED NINETEEN THOUSAND FIVE HUNDRED FIFTY FIVE AND NO/100 DOLLARS (10th$219,555.00) (Third Period Minimum Rent ), . For each Accounting Period commencing with the Common Tenth Anniversary Date and fifteenth (15th) anniversaries continuing throughout the remainder of the Commencement DateTerm, Minimum Rent shall, at Landlord's option, be increased based upon increases in the Index as well 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 twentieth Index, Landlord shall notify Tenant at least sixty (20th)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, twenty-fifth (25th)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, thirtieth (30th), and thirty-fifth (35th) anniversaries of the increase in the Index over each year between the Commencement Date in and the event the Lease Term is extended pursuant to Section 4.2 hereofCommon Tenth Anniversary Date (computed as herein contemplated) shall be aggregated, the provided Minimum Rent shall not be adjusted for the 5-year period commencing on each such anniversary date increased by more than three percent ("CPI Adjustment") by multiplying the original Minimum Rent by a fraction, which fraction shall have as a numerator the Index (as hereinafter defined3%) for any Lease Year between the month Commencement Date and the Common Tenth Anniversary Date, notwithstanding any actual increase in which the CPI Adjustment is to occur and which fraction shall have as its denominator the Index for the month such Lease Year in which the Commencement Date occuredexcess of three percent (3%). "Index" shall mean the seasonal Consumer Price Index for all Urban Wage Earners and Clerical Workers Accordingly, Minimum Rent for the United States, published 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 United States Department numerator of Labor, Bureau of Labor Statistics, in which the 1982-1984 average of 100 points is the baseExtension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. If For each Lease Year after the 1982-1984 average of 100 points ceases to be used as the base, the Index shall be converted, in accordance first Lease Year commencing with the conversion factor published by the Department of LaborCommon Tenth Anniversary Date, Bureau of Labor Statistics, to the 1982-1984 base. If the Index is discontinued or if a substantial change is made Minimum Rent shall increase based upon increases in the terms or number of items used to compile Extension Index preceding each Lease Year over the IndexExtension Index preceding the previous Lease Year. Thus, then any similar index which most closely comprehends the impact of cost-of-living increases on commercial real property rental published by any branch or department of the U.S. Government shall be usedfor example, and if none is so published, then another nonpartisan index evaluating the information theretofore used in compiling the Index, and generally recognized as authoritative on the impact of cost-of-living increases on commercial real property rentals shall be used. Notwithstanding anything contained in this lease to the contrary, under no circumstances shall the Minimum Rent be adjusted to exceed ten percent (10%) over the Minimum Rent for the immediatley third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases in the Extension Index preceding sixty (60) month periodsuch third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. In no event shall such adjustment result in a reduction below 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 immediatley preceding sixty (60) month periodCommon 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. When Upon determining the adjusted Minimum Rent is determinedRental for each such Lease Year, Landlord shall give notify Tenant written notice to that effect indicating how of the amount of adjusted Minimum Rent was computeddue for such Lease Year. Pending 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 such notice from 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 as to in equal installments in advance, on the new 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 continue be due and payable by Tenant to pay 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 effect during the preceding sixty amount determined by Landlord as aforesaid, together with all applicable sales, use and other taxes thereon (60but not any Excluded Impositions) month period; 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 Landlord for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period shall have one hundred twenty (120) days to provide Tenant with a notice of its increased Minimum Rent and Tenant shall then make up the difference in be prorated based upon the Minimum Rent payable for the preceding period, except that in no event first full twelve Accounting Periods and any prorated Rent at the end of the Term shall Landlord be entitled to collect such difference prorated based upon Minimum Rent payable for a period in excess of one hundred twenty (120) dayseach Accounting Period after the thirty sixth Accounting Period.

Minimum Rent. (A) From The Lease is hereby amended to provide that the Commencement Date until the fifth Minimum Rent, on an annual basis, shall be: (5thi) anniversary thereofSubject to Section 4.(C) hereof, Tenant shall pay Landlord minimum rent at the rate of Four Hundred Eighty-Eight Thousand Three Hundred Seventy-Two and 30/100 Dollars TWO HUNDRED THIRTY EIGHT THOUSAND NINETY ONE AND 00/100 DOLLARS ($488,372.30238,091.00) per year for the period beginning on November 1, 2005 and ending on February 28, 2008, payable in advance on the first day of each calendar month in equal monthly installments of NINETEEN THOUSAND EIGHT HUNDRED FORTY AND 92/100 DOLLARS ($19,840.92); and (ii) TWO HUNDRED FORTY NINE THOUSAND ONE HUNDRED SIXTY FIVE AND 00/100 DOLLARS ($249,165.00) for the "Minimum Rent"period beginning on March 1, 2008 and ending on the new Expiration Date of February 28, 2011, payable in advance on the first day of each calendar month in equal monthly installments of TWENTY THOUSAND SEVEN HUNDRED SIXTY THREE AND 75/100 DOLLARS ($20,763.75). (B) On the fifth (5th), tenth (10th), and fifteenth (15th) anniversaries of the Commencement Date, as well as on the twentieth (20th), twenty-fifth (25th), thirtieth (30th), and thirty-fifth (35th) anniversaries of the Commencement Date in the event the Lease Term is extended pursuant to Section 4.2 date hereof, the Minimum Rent shall be adjusted for the 5-year period commencing on each such anniversary date ("CPI Adjustment") by multiplying the original Minimum Rent by a fraction, which fraction shall have as a numerator the Index (as hereinafter defined) for the month in which the CPI Adjustment is to occur and which fraction shall have as its denominator the Index for the month in which the Commencement Date occured. "Index" shall mean the seasonal Consumer Price Index for all Urban Wage Earners and Clerical Workers for the United States, published by the United States Department of Labor, Bureau of Labor Statistics, in which the 1982-1984 average of 100 points is the base. If the 1982-1984 average of 100 points ceases to be used as the base, the Index shall be converted, in accordance with the conversion factor published by the Department of Labor, Bureau of Labor Statistics, to the 1982-1984 base. If the Index is discontinued or if a substantial change is made in the terms or number of items used to compile the Index, then any similar index which most closely comprehends the impact of cost-of-living increases on commercial real property rental published by any branch or department of the U.S. Government shall be used, and if none is so published, then another nonpartisan index evaluating the information theretofore used in compiling the Index, and generally recognized as authoritative on the impact of cost-of-living increases on commercial real property rentals shall be used. Notwithstanding anything contained in this lease to the contrary, under no circumstances shall the Minimum Rent be adjusted to exceed ten percent (10%) over the Minimum Rent for the immediatley preceding sixty (60) month period. In no event shall such adjustment result in a reduction below the Minimum Rent in effect to the immediatley preceding sixty (60) month period. When the adjusted Minimum Rent is determined, Landlord shall give Tenant written notice to that effect indicating how the adjusted Minimum Rent was computed. Pending receipt of such notice from Landlord as to the new Minimum Rent, Tenant shall continue give Landlord a fully and accurately completed W-9 Federal tax form that has been properly executed by a duly authorized corporate officer of Tenant. (C) Provided, prior to pay November 1, 2005, Tenant has not breached any material term of the Lease (after receipt of any required written notice and beyond the expiration of any applicable grace period), then, Landlord agrees that the monthly installment of Adjusted Minimum Rent in effect during due on November 1, 2005 for November, 2005 shall be waived. Provided, prior to December 1, 2005, Tenant has not breached any material term of the preceding sixty Lease (60) month after receipt of any required written notice and beyond the expiration of any applicable grace period; provided), howeverthen, Landlord agrees that Landlord shall have one hundred twenty (120) days to provide Tenant with a notice the monthly installment of its increased Adjusted Minimum Rent due on December 1, 2005 for December, 2005 shall be waived. Provided, prior to January 1, 2006, Tenant has not breached any material term of the Lease (after receipt of any required written notice and Tenant shall then make up beyond the difference in expiration of any applicable grace period), then, Landlord agrees that the monthly installment of Adjusted Minimum Rent due on January 1, 2006 for January, 2006 shall be waived. Provided, prior to February 1, 2006, Tenant has not breached any material term of the preceding Lease (after receipt of any required written notice and beyond the expiration of any applicable grace period), except then, Landlord agrees that in no event the monthly installment of Adjusted Minimum Rent due on February 1, 2006 for February, 2006 shall Landlord be entitled to collect such difference for a period in excess of one hundred twenty (120) dayswaived.