Common use of Operating Costs Clause in Contracts

Operating Costs. “Operating Costs” includes all costs incurred by Landlord and its Property Manager in operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center.

Operating Costs. “Tenant shall, for the entire Term, pay to Landlord as an item of additional rent, without any setoff or deduction therefrom, its Proportionate Share of costs ("Operating Costs” includes all costs ") which Landlord may incur in owning, maintaining and operating the Project during each calendar year of the Term. "Proportionate Share" is defined as the % of Operating Costs incurred by Landlord with respect to the Project (the decimal equivalent of a fraction, the numerator of which is the rentable area of the Premises and its Property Manager the denominator of which is the rentable area within the entire Project). "Operating Costs" are defined to include all expenses and costs (but not specific costs which are separately billed to and paid by individual tenants) of every kind and nature which the Landlord shall pay or become obligated to pay because of or in operating, managing, repairing connection with the ownership and maintaining operation of the Common FacilitiesProject and supporting facilities of the Project, including without limitation: gardening but not limited to all real estate taxes and landscaping; the cost annual installments of public liability, property damage and special or other Insurance carried by Landlord and its Property Manager and applicable assessments payable with respect to the Common FacilitiesProject; costs of any contest of such taxes, including any deductibles thereunderattorney's fees; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of alteringmanagement fees, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenuesgross receipts) insurance premiums, utility costs, security costs, costs of wages, maintenance costs (relating to the Project including sidewalks, landscaping and parking or service areas, common areas, service contracts, equipment and supplies) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount all other costs of any such expense in nature whatsoever which for federal tax purposes may be expensed rather than capitalized, but exclusive only of leasing commissions, depreciation, costs of tenant improvements and payments of principal and interest on any mortgages, deeds of trusts, or other security devices covering the Project. Operating Costs shall also include the yearly amortization of capital costs incurred by the Landlord for improvements to the Project required to comply with any change in the laws, rules or regulations of any one period, Landlord, at its election, may spread the inclusion ofgovernmental authority having jurisdiction, or may amortizefor purposes of reducing Operating Costs, any such expenses, in Operating Costs over such multiple periods as Landlord which costs shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its the useful life of such improvements or repairs, as reasonably determined estimated by the Landlord. As soon as reasonably practicable prior to the commencement of each calendar year during the Term, Landlord shall furnish to Tenant an estimate of Operating Costs for the ensuing calendar year and Tenant's Proportionate Share thereof. Tenant shall pay, as additional rent hereunder together with each installment of Base Rent, one-twelfth (1/12th) of its estimated annual Proportionate Share of Operating Costs. As soon as reasonably practicable after the end of each calendar year during the Term, Landlord shall furnish to Tenant a statement of the actual Operating Costs for the previous calendar year, including Tenant's Proportionate Share of Operating Costs, and within thirty (30) days thereafter Tenant shall pay to Landlord, or Landlord shall credit to the next rent payments due Landlord from Tenant, as the case may be, any difference between the actual Operating Costs and the estimated Operating Costs paid by Tenant. Tenant's Proportionate Share of Operating Costs for the years in which this Lease commences and terminates shall be prorated by multiplying the actual Operating Costs by a fraction the numerator of which is the number of days of that year of the Term and the denominator of which is 365. Notwithstanding anything above any other provision herein to the contrary, it is agreed that in the event that the Project is not fully occupied at any time during the Term, an adjustment shall be made in computing the Operating Costs for such year so that the Operating Costs shall be computed for such year as though the Project had been fully occupied during such year. For a period of one year following Tenant's receipt of Landlord's statement of actual Operating Costs, Landlord shall keep available for Tenant's inspection copies of all supporting statements relating to Operating Costs. During this period Tenant may audit Landlord's Operating Costs records upon reasonable notice to Landlord. The audit must be performed during regular business hours in the offices where Landlord maintains its accounting records. Within ten (10) business days after the date of the audit, Tenant will provide Landlord a copy of the audit. Tenant shall not include have the right to audit while in monetary default. No subtenant will have the right to audit under this provision. AN assignee, approved by Landlord, may have the right to audit as provided herein, however, such right shall only apply to the assignee's term of occupancy in the Premises pursuant to the Lease. In the event a discrepancy of five percent (15%) or more is found in favor of Tenant, Landlord shall pay the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Centeraudit.

Operating Costs. “Operating Costs” includes , for the purposes of this Lease, shall mean the aggregate of all costs incurred by Landlord expenses of operating the Premises and its Property Manager in operatingappurtenances and shall include, managingbut shall not be limited to, the following: all expenses for maintaining, operating and repairing the Premises and maintaining the Common Facilitiesits appurtenances, including without limitation: gardening the expenses of normal replacement of worn out equipment, facilities and landscapinginstallations; the cost of public liabilityelectricity, property damage water, and other Insurance carried by Landlord utilities; security; gardening and its Property Manager other landscaping; snow removal; maintenance and applicable to repair of the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairsand roof; roof repairsfire insurance, liability insurance as required pursuant to Section 13 of this Lease (to include any umbrella coverage) and rent insurance; lighting for the Common Facilities100% of real estate taxes as defined below in this Section 4; trash and refuse removal for the Common Facilitiespainting; supplies; equipmentsales or use taxes on supplies or services; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlordwages, salaries, and fringe benefits of all persons engaged in the operation, maintenance and repair of the Premises and its appurtenances; the costs charges of altering, improving, renovating, upgrading any independent contractor who performs or retrofitting does any portion of the Common Facilities to comply with all lawswork of operating, regulations maintaining, or repairing the Premises and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; laborits appurtenances; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount any other expenses or charges of any such expense in Operating Costs in any one periodnature whatsoever, Landlordwhether or not herein mentioned, at its election, may spread the inclusion of, or may amortize, any such expenseswhich, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to accordance with sound accounting and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred management principles generally accepted with respect to the installation operation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improvinga retail building, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from would be considered as operating costs. Tenant shall pay all Operating Costs elsewhere in this Lease; directly, and shall provide Landlord with proof of payment of all insurance premiums and real estate taxes within ten (10) expenses in connection with services or other benefits which are not offered days of the due dates thereof; provided, however, that Landlord may, at its option, require Tenant to Tenant; pay Landlord as Additional Rent, on a monthly basis, one-twelfth (111/12th) electric power costs to any individual premises in of the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss annual real estate taxes, in which event Landlord shall pay the casualty covered by such insurance was caused solely by real estate taxes directly to the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Centertaxing authority.

Operating Costs. The term “Operating Costs” includes shall mean all expenses and disbursements (subject to the limitations set forth below) that Landlord incurs in connection with the ownership, operation, and maintenance of the Project or Complex, as applicable, determined in accordance with sound accounting principles consistently applied, including the following costs: (a) wages and salaries of all on-site employees engaged in the management, operation, maintenance, repair or security of the Project or Complex, as applicable (together with Landlord’s reasonable allocation of expenses of off-site employees who perform a portion of their services in connection with the operation, maintenance or security of the Project or Complex, as applicable), including taxes, insurance and benefits relating thereto; provided, that in no event shall Operating Expenses for purposes of this Lease include wages and/or benefits attributable to personnel above the level of Building Manager or Building Engineer; (b) all supplies and materials used in the operation, maintenance, repair, replacement, and security of the Project or Complex, as applicable; (c) costs incurred for improvements made to the Project or Complex, as applicable which, although capital in nature, are (i) expected to reduce the normal operating costs (including all utility costs) of the Project or Complex, as applicable, as amortized using a commercially reasonable interest rate over the time period reasonably estimated by Landlord and its Property Manager in operatingto recover the costs thereof taking into consideration the anticipated cost savings, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried as determined by Landlord and using its Property Manager and applicable to the Common Facilitiesgood faith, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that commercially reasonable judgment, as well as (ii) capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities made in order to comply with any Law hereafter promulgated by any governmental authority or any interpretation hereafter rendered with respect to any Law existing on the date of the Lease, as amortized using a commercially reasonable interest rate over the useful economic life of such improvements as determined by Landlord in its reasonable discretion; (d) cost of all lawsutilities; (e) repairs, regulations replacements, and governmental requirements applicable general maintenance of the Project or Complex, as applicable; (f) fair market rental and other costs with respect to the Center put into effect management office for the Building or interpreted differently after the Commencement Date (including without limitation those related to disabled personsComplex, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; laborif any; and (g) service, maintenance and management contracts with independent contractors for the cost operation, maintenance, management, repair, replacement, or security of personnel the Project or Complex, as applicable, provided that management fees will not exceed four percent (4%) of the gross rentals paid to implement such services and to direct parkingLandlord by all tenants of the Complex. In lieu If the Building is part of including the entire amount of any such expense in a Complex, Operating Costs in any one periodmay be prorated among the Project and the other buildings of the Complex, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include costs for: (1) repair, replacements and general maintenance paid by proceeds of insurance or by Tenant or other third parties; (2) interest, amortization or other payments on loans to Landlord; (3) depreciation, amortization and interest payments, except as set forth above; (4) leasing commissions; (5) legal expenses for services, other than those that benefit the Project or Complex tenants, as applicable (e.g., tax disputes); (6) renovating or otherwise improving leased premises of the Project or Complex, as applicable or vacant space in the Project or Complex, as applicable; (7) Taxes and Insurance which are paid separately pursuant to Sections 3 and 4 below; (8) federal income taxes imposed on or measured by the income of Landlord from the operation of the Project or Complex, as applicable; (9) capital improvements made to the Project or Complex, as applicable, other than capital improvements described in Section 2 of this Exhibit and except for items which are generally considered maintenance and repair items, such as painting of Common Areas, and the like; (10) the cost of providing installing, operating and maintaining any service directly to and paid in full directly by any single tenant other than Tenant (outside of specialty service, such tenant’s Operating Cost payments)as daycare, cafeteria, athletic or recreational club; (211) the cost of correcting defects in the construction of the Building or in the Building Systems; (12) salaries of officers and executives of Landlord; (13) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except work or service performed for deductibles), condemnation awards, a any tenant of the Building, Building (other than Tenant) to a materially greater extent or otherwise in a materially more favorable manner than that furnished generally to the extent so reimbursed; tenants and other occupants (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if anyincluding Tenant); (514) costs incurred by Landlord caused solely by hazardous materials remediation costs; (15) management fees charged for the violation by Landlord management of the terms and conditions Building in excess of any lease of space in the Building; four percent (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated4%); (8) costs16) the cost of (including increased real estate taxes and other operating expenses related to) any additions to the Building after the original construction; (17) the cost of any repairs, alterations, additions, changes, replacements and other items which are made in order to prepare for a new tenant's occupancy, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (918) the cost of any costs expressly excluded from Operating Costs elsewhere repair in accordance with the casualty and condemnation sections of this Lease; (1019) any advertising or promotional expenses; (20) any costs included in Operating Costs representing an amount paid to an entity related to Landlord which is in excess of the amount which would have been paid in the absence of such relationship; (21) any expenses for repairs or maintenance which would have been covered by warranties and service contracts in existence on the Commencement Date; (22) any costs of painting, renovating, or decorating of any leased premises in the Building; (23) charges (including applicable taxes) for electricity, steam and other utilities for which Landlord is entitled to reimbursement from any tenant; (24) interest and penalties due to late payment of any amounts owed by Landlord, except such as may be incurred as a result of Tenant’s failure to timely pay its portion of such amounts or as a result of Landlord’s contesting such amounts in good faith; (25) costs related to the existence and maintenance of Landlord as a legal entity, except to the extent attributable to the operation and management of the Project or Complex, as applicable; (26) the cost of correcting latent defects in the Building, latent defects in the Premises which are disclosed to Landlord within one (1) year after the Commencement Date, and defects in base building construction for the Building, the Building Systems, the Parking Area, and other Common Areas; (27) the cost of any work or service performed for any tenant (including Tenant) at such tenant's cost, (28) any ground lease rental; (29) any inducement or “sign-up” payments paid to tenants for signing new leases in the Building (or for the exercise of options under existing leases); (30) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord and/or all fees paid to any parking facility operator (on or off site); (31) costs of any electric power used by any tenant in the Building in excess of the Building‑standard amount; (32) costs incurred in connection with services upgrading the Building to comply with disability, life, fire and safety codes, ordinances, statutes, or other benefits which are not offered laws in effect as in effect on the Commencement Date, including, without limitation, the ADA, and penalties or damages incurred due to Tenantsuch non‑compliance; (1133) electric power costs to of any individual premises in the disputes between Landlord and its employees, Building management, or Tenant (or any other utility costs for any individual premises which any tenant directly contracts with the local public service companytenants); (1234) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by penalties, fines, costs, or interest resulting from the negligence or willful misconduct of another tenant Landlord or occupant its agents, contractors, or employees, or resulting from the late payment of any operating expense or other cost or expense related to the Property, including mortgages, ground leases, equipment leases or other financing; (35) any fees, dues, voluntary contributions or similar expenses for political, charitable, civic, industry association or similar organizations; (36) costs for acquisition of any sculptures, paintings, or other objects of art, whether for interior or exterior use; (37) costs associated with the operation of the Centerbusiness of the partnership or entity which constitutes Landlord as the same are distinguished from the costs of operation of the Building, including partnership accounting and legal matters, (38) expenses incurred in removing any ex-tenant’s property from the Building; (1339) marketing costsany “validated” parking for any entity; (40) any “above‑standard” cleaning, including, but not limited to construction cleanup or special cleanings associated with parties/events and specific tenant requirements in excess of service provided to Tenant, including leasing commissions related trash collection, removal, hauling and attorneys’ fees dumping; (41) any reserves for equipment or capital replacement; (42) any bad debt losses or rental losses, or reserves for bad debt or rental losses; or (43) any other operating expenses, which, in accordance with generally accepted accounting principles, consistently applied, would not normally be treated as Operating Expenses by comparable landlords of comparable buildings. Increases in Operating Costs shall, with the exception of utility charges, security expenses, the cost of complying with governmental requirements, and any other uncontrollable expenses, be limited to a per year cumulative increase of five percent (5%), compounded annually. Increases in utility charges, security expenses, the cost of complying with governmental requirements, and any other uncontrollable expenses, shall not be subject to any limit or “cap.” Landlord shall not collect or be entitled to collect Operating Costs from all of its tenants in an amount which is in excess of one hundred percent (100%) of the Operating Costs actually paid by Landlord in connection with the negotiation operation of the Project. All assessments and preparation premiums which are not specifically charged to Tenant because of letterswhat Tenant has done, deal memoswhich can be paid by Landlord in installments, letters shall be paid by Landlord in the maximum number of intentinstallments permitted by law if requested by Tenant and not included as Operating Costs except in the year in which the assessment or premium installment is actually paid; provided, leaseshowever, subleases and/or assignments, space planning coststhat if the prevailing practice in comparable buildings is to pay such assessments or premiums on an earlier basis, and other costs Landlord pays on such basis, such assessments or premiums shall be included in Operating Costs as paid by Landlord. Within one hundred twenty (120) days (the “Audit Election Period”) after Landlord furnishes to Tenant the Operating Costs, Tax and expenses incurred in connection with leaseInsurance Statement for any calendar year, sublease and/or assignment negotiations Tenant may, at its expense during Landlord’s normal business hours, elect to audit Landlord’s Operating Costs, Taxes and transactions with present or prospective tenants or other occupants Insurance for such calendar year only, subject to the following conditions: (1) there is no uncured Event of the BuildingDefault under this Lease; (142) costs the audit shall be prepared by an independent certified public accounting firm of recognized national standing; (including 3) in connection therewith all attorneys’ fees no event shall any audit be performed by a firm retained on a “contingency fee” basis; (4) the audit shall commence within thirty (30) days after Landlord makes Landlord’s books and costs records available to Tenant’s auditor and shall conclude within sixty (60) days after commencement; (5) the audit shall be conducted where Landlord maintains its books and records and shall not unreasonably interfere with the conduct of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the BuildingLandlord’s business; and (156) costs incurred Tenant and its accounting firm shall treat any audit in connection with a confidential manner and shall each execute Landlord’s confidentiality agreement for Landlord’s benefit prior to commencing the audit. Tenant shall deliver a copy of such audit to Landlord within five (5) business days of receipt by Tenant. Notwithstanding the foregoing, Tenant shall have no right to conduct an audit if Landlord furnishes to Tenant an audit report for the calendar year in question prepared by an independent certified public accounting firm of recognized national standing (whether originally prepared for Landlord or another party). This paragraph shall not be construed to limit, suspend, or xxxxx Tenant’s obligation to pay Rent when due, including estimated Operating Costs, Taxes and Insurance. After verification, Landlord shall credit any future expansion overpayment determined by the audit report against the next Rent due and owing by Tenant or, if no further Rent is due, refund such overpayment directly to Tenant within thirty (30) days of determination. Likewise, Tenant shall pay Landlord any underpayment determined by the audit report within thirty (30) days of determination. The foregoing obligations shall survive the expiration or earlier termination of the Building Lease. If Tenant does not give written notice of its election to audit during the Audit Election Period, Landlord’s Operating Costs, Taxes and Insurance for the applicable calendar year shall be deemed approved for all purposes, and Tenant shall have no further right to review or Centercontest the same. If the audit proves that Landlord's calculation of Operating Costs, Taxes and Insurance for the calendar year under inspection was overstated by more than five percent (5%) in the aggregate, then, after verification, Landlord shall pay Tenant's actual reasonable out-of-pocket audit and inspection fees applicable to the review of said calendar year statement within thirty (30) days after receipt of Tenant's invoice therefor.

Operating Costs. “Operating Costs” includes all " shall mean any expenses, costs --------------- and disbursements (other than Taxes) of every kind and nature, paid or incurred by Landlord in connection with the ownership, leasing, management, maintenance, operation and its Property Manager repair of all or any part of the Project (adjusted for vacancy as hereafter provided), in operatingconnection with the personal property, managingfixtures, repairing machinery, equipment, systems and maintaining apparatus located in the Common FacilitiesProject or used in connection therewith and in connection with Landlord's proportionate share of common area expenses, including without limitation: gardening costs and landscaping; the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable disbursements relating to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life development commonly known as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parkingPark Place. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1a) costs of alterations of tenant premises; (b) costs of capital improvements, except for any capital improvements which are intended to reduce Operating Costs, any capital improvements which Landlord is required to make pursuant to, or which are necessary to keep the cost of providing Project in compliance with, all applicable governmental rules and regulations applicable from time to time to the Project and any service directly costs for capital improvements included in common area charges for Park Place (the foregoing capital improvements that are included within Operating Costs are collectively referred to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost paymentsherein as the "Included Capital Items"); (2c) depreciation (except on any Included Capital Items); (d) interest and principal payments on mortgages or any rental payments on any ground or other underlying leases subject to which Landlord holds its interest in the Project (hereinafter, referred to individually as a "Ground Lease" and collectively as "Ground Leases"), and other debt costs, if any; (e) real estate brokers' leasing commissions or compensations; (f) any cost or expenditure (or portion thereof) for which Landlord is reimbursed, whether by insurance proceeds or otherwise (Operating Cost Share Rent, Tax Share Rent and provided for in any tenant leases are not reimbursements); and (g) the cost of any items kind of service furnished to any other office tenant of the extent Project which Landlord does not make available to Tenant hereunder; and (h) costs incurred by Landlord for alterations, renovations, improvements, decoration or painting, architectural, legal and/or engineering services, if any, for other tenants of the Building, other than those costs incurred in connection with the common areas; (i) costs of repairs or other work occasioned by fire or other casualty or by the exercise of eminent domain, for which Landlord is reimbursed by insurance proceeds or a condemnation award; (except for deductibles)j) leasing or sales commissions, condemnation awardsattorneys' fees and other professional fees, a tenant costs and disbursements and other expenses incurred in connection with negotiations or disputes with other tenants, other occupants, or prospective tenants or occupants of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5k) costs incurred by Landlord caused solely by due to the violation by Landlord of the terms and conditions of any lease with any other tenant of space in the Building; (6l) Landlord’s general corporate overhead not attributable penalties for failure to the Centerpay taxes when due, unless such failure is caused by Tenant; (72) bad debt expenses overhead and interest, principal, points and fees on debts profit paid to subsidiaries or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation affiliates of other tenants’ or occupants’ improvements made Landlord for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements services to the Building or Common Areas are requiredto the extent that the costs thereof exceed the competitive costs of such services in the Milwaukee, Wisconsin metropolitan area; (9m) any costs expressly excluded from Operating Costs elsewhere compensation paid to clerks, attendants or other persons in this Leasecommercial concessions operated by Landlord; (10n) advertising and promotional expenditures; (o) any fines or penalties incurred due to violations by Landlord of any governmental rule or authority, unless such fines or penalties or violations were caused by or incurred because of Tenant; (p) expenses relating to refinancing or sale of the Building; (q) costs of repairing any items covered by warranty or guaranty, if Landlord elects to pursue such warranty or guaranty and if Landlord is actually reimbursed under the warranty or guaranty; (r) expenses in connection with services or benefits provided to other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building, which services or benefits Tenant is not entitled to receive under this Lease; (14s) costs cost of utility or other services, if any, separately metered and provided to vacant space or premises occupied by other tenants (except for any utility or services provided to common areas); and (t) any management or administrative fee which in the aggregate exceeds the competitive market rates for management or administrative fees for similar buildings in the Milwaukee, Wisconsin metropolitan area. The annual cost to be included as an Operating Cost for any Included Capital Item shall be an amount equal to the cost of said Included Capital Item (including any costs associated with financing the construction or installation or purchase of the improvement if the improvement results in connection therewith all attorneys’ fees and costs a reduction in the level of settlementOperating Costs over the life of the improvement) divided by the number of years in the depreciable life of the Included Capital Item as reasonably determined by Landlord. If Landlord reasonably determines that a repair, judgments and/or payments in lieu thereof) arising from claims, disputes alteration or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant replacement of any structural portion of the Building; and (15) costs incurred in connection with , the parking lot serving the Building, or any future expansion of the major systems serving the Building (any such repair, alteration or Centerreplacement being herein referred to as a "Repair") is a capital Repair, then the annual cost to be included as an Operating Cost for any such capital Repair shall be the cost of said Repair (including any costs associated with financing the construction or installation of the Repair or purchases made with respect to the Repair if the Repair results in a reduction in the level of Operating Costs over the life of the Repair) divided by the number of years in the depreciable life of the Repair as reasonably determined by Landlord. If during all or any portion of any fiscal year the Project is not fully rented and occupied by tenants, Landlord may elect to make an appropriate adjustment of Operating Costs for such fiscal year, employing sound accounting and management principles, to determine the Operating Costs that would have been paid or incurred by Landlord had the Project been fully rented and occupied for the entire fiscal year, and the amount so determined shall be deemed to have been the Operating Costs for such fiscal year. If Landlord is not furnishing any particular work or service (the cost of which if performed by Landlord would constitute an Operating Cost) to a tenant who has undertaken to perform such work or service in lieu of the performance thereof by Landlord for all or any portion of a fiscal year, Operating Costs for such fiscal year shall be deemed to be increased by an amount equal to the additional Operating Costs which reasonably would have been incurred during such fiscal year by Landlord if it had, at its own expense, furnished such work or service to such tenant. Notwithstanding anything contained herein to the contrary, the provisions of this paragraph with respect to adjustment of Operating Costs for vacancy, or as a result of the performance by tenants of certain services, shall apply only to Operating Costs which are variable and which increase as occupancy in the Project increases and shall not apply to any Operating Costs which do not vary with the amount of occupancy in the Project. Further, in making its adjustment of Operating Costs for vacancy or as a result of the performance by tenants of certain services, Landlord shall not charge more than those Operating Costs actually incurred by Landlord.

Operating Costs. The term “Operating Costs” includes shall mean the total of all of the costs incurred by Landlord relating to the ownership, operation, and its Property Manager maintenance of the Land and Building and the services provided to all tenants in operatingthe Building. By way of explanation and clarification, managingbut not by way of limitation, repairing Operating Costs will include without limitation the costs and maintaining expenses incurred for the Common Facilitiesfollowing: Real Estate Taxes, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including appeal or contest any deductibles thereunderReal Estate Taxes; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilitiespest control; trash and refuse garbage removal for (including dumpster rental); xxxxxx and matron service; security; Common Areas decorations; repairs, maintenance, and alteration of building systems, Common Areas, the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined Land, and portions of the Building to be maintained by Landlord; the costs of altering, improving, renovating, upgrading amounts paid under easements or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of recorded agreements affecting the Building, or otherwise including assessments paid to the extent so reimbursedany property owners’ associations; (3) any real estate brokerage commissions or other costs incurred in procuring tenantsrepairs, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms maintenance, replacements, and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building and other improvements on the Land; improvements or alterations required by law; improvements in security systems; materials, tools, supplies, and equipment to enable Landlord to supply services that Landlord would otherwise have obtained from a third party; expenditures designed to result in savings or reductions in Operating Costs; landscaping, including fertilization and irrigation supply; parking area maintenance; property management fees; an onsite management office; all utilities serving the Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs non-leased areas and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present not separately billed to or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another reimbursed by any tenant of the Building; cleaning; window washing, and janitorial services; all insurance customarily carried by owners of comparable buildings or required by any mortgagee of the Building; supplies; service and maintenance contracts for the Building; wages, salaries, and other benefits of employees of the Landlord up to and including the building manager (including a pro rata share only of the wages and benefits of employees who are employed at more than one building, which pro rata share shall be determined by Landlord and shall be based on Landlord’s estimate of the percentage of time spent by the employees at the Building); legal, accounting, and administrative costs; and uniforms and working clothes for employees and the cleaning of them. Landlord may contract for the performance of some or all of the management and maintenance functions generally described in this section with entities that are affiliated with Landlord. Operating Costs shall also include an allocated share of costs which relate to amenities not exclusively serving the Building, such as, but not limited to, parking facilities. Landlord will make the allocations of these costs to the Building in good faith. However, Tenant specifically acknowledges that the making of allocations requires the exercise of business judgment which could be subject to differing opinions. Accordingly, Landlord’s allocations will be upheld unless Tenant can prove that the allocations have been make in bad faith and are arbitrary and discriminatory as to Tenant. Operating costs shall exclude expenditures for (i) capital improvements, except (a) those required by laws enacted after the Date of this Lease; (expenditures for materials, tools, supplies, and equipment purchased by Landlord to enable Landlord to supply services that Landlord would otherwise have obtained from a third party, and (15c) replacement of non-structural items in the Common Areas, in any of which cases the cost of the capital improvements shall be included in Operating Costs for the year in which the cost is incurred and subsequent years, amortized on a straight-line basis over an appropriate period, but in no event more than ten years, and (ii) legal costs incurred in connection negotiating or enforcing leases against tenants, disputes with any future expansion tenants, or legal costs associated with general operation of the Building entity comprising Landlord, including attorney’s fees. Capital Improvements intended to result in savings or Centerreductions in Operating Costs, will be included within the definition of Operating Costs for the year in which the costs are incurred and subsequent years, amortized on a straight-line basis over an appropriate period but in no event more than ten (10) years. If Landlord leases any item of capital equipment designed to result in savings or reductions in Operating Costs, then the rent and other costs paid under the leasing arrangement shall be included in Operating Costs for the year in which they are incurred.

Operating Costs. “ESCALATION. Tenant's proportionate share of the Annual Estimated Operating Costs” includes all costs incurred Costs shall be determined by multiplying Annual Estimated Operating Costs by a fraction, the numerator of which is the Rentable Floor Area of Tenant's Space, and the denominator of which is the Total Rentable Floor Area of the Building. With respect to the First Fiscal Year for Tenant's Paying Operating Cost Escalation, or fraction thereof, and any fiscal year or fraction thereof thereafter, Tenant shall pay to Landlord, as additional rent, Operating Cost Escalation (as defined below), if any, on or before the thirtieth (30th) day following receipt by Tenant of Landlord's Statement (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to usual accounting practices certified by Landlord and its Property Manager showing for the preceding Fiscal Year or fraction thereof, as the case may be, Xxxxxxxx's Operating Costs, excluding the interest and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost of special services rendered to tenants (including Tenant) for which a special charge is made, but including, without limitation: real estate taxes on the Building and Lot; installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any fiscal year or fraction of a fiscal year; premiums for insurance; fees payable to third parties for financial audits of Landlord's Operating Costs; compensation and all fringe benefits, worker's compensation insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the operating, maintaining, or cleaning of the Building and Lot; all utility charges not billed directly to tenants by Landlord or the utility; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and maintaining Lot (which payments may be to affiliates of Landlord provided the Common Facilities, including without limitation: gardening same are at reasonable rates consistent with the type of occupancy and landscaping; the services rendered) rent paid by the managing agent or imputed cost equal to the loss of public liability, property damage and other Insurance carried rent by Landlord and its Property Manager and applicable for making available to the Common Facilitiesmanaging agent space for a Building office on the ground floor or above; if the Building shares common areas or facilities with another building or buildings, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life Buildings' pro rata share (as reasonably determined by Landlord; the costs ) of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of cleaning, operating, managing (including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to the management office for such buildings and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductiblesfacilities), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursedmaintaining and repairing such common areas and facilities; (3) any real estate brokerage commissions or and all other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms reasonable and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt necessary expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees paid in connection with the negotiation cleaning, operating, managing, maintaining and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion repairing of the Building and Lot, or Centereither, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating Costs, the cost thereof as reasonably amortized in accordance with generally accepted accounting practices by ---------------------------------------------------------- Landlord, with interest at the average prime commercial rate in effect from time to time at the three largest national banks in Boston, Massachusetts on the unamortized amount, shall be included in Landlord's Operating Costs. Landlord's Statement shall also show the average number of square feet of the Building which were occupied for the preceding fiscal year or fraction thereof.

Operating Costs. “Tenant shall, for the entire Lease Term, pay to Landlord as additional rent, without any set-off or deduction therefrom, Tenant's share of all costs which Landlord may incur in owning, maintaining and operating the Project for each calendar year during the Lease Term. Said costs are referred to herein as "Operating Costs” includes " and are hereby defined to include, but shall not be limited to, all costs incurred by Landlord real estate taxes and its Property Manager in operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost annual installments of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable special assessments payable with respect to the Common FacilitiesProject, including any deductibles thereunder; Real Property Taxes applicable to maintenance, repair, replacement and care of all heating, lighting, plumbing and air conditioning fixtures, equipment and systems serving the Common Facilities; utilities for the Common Facilities; line painting common areas, parking and parking lot repairs; roof repairs; lighting for the Common Facilities; trash landscape areas, signs, snow removal, non-structural repair and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion maintenance of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% exterior of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situatedcosts of equipment purchased and used for such purposes); (8) , management fees, insurance premiums, utility costs, including permitcosts of wages, license services, equipment and inspection costssupplies, and all other costs of any nature whatsoever which for federal tax purposes may be expensed rather than capitalized, but exclusive only of leasing commissions, depreciation, costs of tenant improvements, and payments of principal and interest on any mortgages covering the Project. Operating Costs shall also include any expenses or the yearly amortization of capital costs incurred with respect by Landlord for improvements or structural repairs to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants Project required to comply with any change in the Building laws, rules or incurred in renovating regulations of any governmental authority having jurisdiction, or otherwise improvingfor purpose of reducing Operating Costs, decoratingwhich costs shall be amortized over the useful life of such improvements or repairs, painting or redecorating vacant space for tenants or other occupants in as reasonably estimated by Landlord. Tenant's proportionate share of operating expenses shall be that fraction, the Building unless improvements to numerator of which is the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits area of Tenant's Demised Premises and the denominator of which are not offered to Tenant; (11) electric power costs to any individual premises in is the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants total area of the Building; . As soon as reasonably practicable prior to the commencement of each calendar year during the Lease Term, Landlord shall furnish to Tenant an estimate of Tenant's share of Operating Costs for the ensuing calendar year, and Tenant shall pay, as additional rent hereunder together with each installment of monthly base rent, one-twelfth (141/12th) costs (including in connection therewith all attorneys’ fees and costs of settlementits estimated annual share of such Operating Costs. As soon as reasonably practicable after the end of each calendar year during the Lease Term, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining Landlord shall furnish to another tenant Tenant a statement of the Building; actual Operating Costs for the previous calendar year, including Tenant's share of such amount, and within thirty (1530) costs incurred days thereafter, Tenant shall pay to Landlord, or Landlord to Tenant as the case may be, the difference between such actual and estimated excess Operating Costs paid by Tenant. Tenant's share of such excess Operating Costs for the years in connection with any future expansion which this Lease commences and terminates, and shall be prorated based upon the dates of commencement and termination of the Building or CenterLease Term.

Operating Costs. “Operating Costs” includes Prior to the commencement of the term of this Lease and prior to March 1 of each calendar year thereafter, or as soon thereafter as practicable, Landlord shall furnish Tenant with a written statement of the estimated operating costs per square foot of gross rentable area of the Building for such calendar year. During the remainder of such calendar year, Tenant shall pay Landlord at the times that the monthly Base Rent is due and payable hereunder an amount equal to one-twelfth (1/12) of the product of the number of gross square feet in the Premises times such estimate. If Tenant’s monthly payment of estimated operating costs is greater than the monthly amount of operating expenses Tenant paid for the then elapsed calendar months of such calendar year, then, within ten (10) days after such written estimate is given, Tenant shall also pay to Landlord the deficiency for said elapsed calendar months. After the expiration of each calendar year falling in whole or in part within the term hereof, Landlord shall furnish Tenant with a written statement of the actual operating costs of the Project (and, if applicable, the Shared Parking Area) for the preceding calendar year, and if such actual operating costs for such preceding calendar year are more or less than the estimate, an appropriate adjustment shall be made within ten (10) days after such written statement is furnished. For the purposes hereof, operating costs shall be deemed to mean all taxes (both general and special, and whether now or hereafter enacted), assessments or governmental charges levied or assessed against the Project (and, if applicable, the Shared Parking Area) or any part thereof, and all costs incurred by which, for federal tax purposes, may be expensed rather than capitalized, and which Landlord will or does incur, pay or become obligated to pay in owning, maintaining, operating and its Property Manager leasing the Project (and, if applicable, the Shared Parking Area) and appurtenances thereto, exclusive of interest and depreciation. Without limiting the generality of the foregoing, operating costs shall include personal property taxes, fees or permits or licenses, a management fee or fees not to exceed percent of the Base Rent, landscaping and gardening, cleaning, painting, decorating, paving, lighting, security guards, leasing and maintenance of music and intercom systems, if any, removal of snow, trash, garbage and other refuse, heating, ventilating and air-conditioning, costs and expenses in operatingconnection with meeting federal, managingstate, repairing or local environmental energy standards, fire protection, water and maintaining the Common Facilitiessewage and other utility charges not separately metered and charged to particular Tenants, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance all types of insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities or paid for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the , accounting costs, all costs of alteringmaintaining, improvingrepairing, renovatingand replacing paving, upgrading or retrofitting any portion of the Common Facilities to comply with all lawscurb, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled personssidewalks, hazardous materialsroadways, landscaping, drainage, lighting upgradesand utility systems, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services maintaining and to direct parking. In lieu of including repairing the entire amount of any such expense in Operating Costs in any one periodwalls, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to roof and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant portions of the Building, or otherwise the cost of maintaining and repairing all heating, ventilating and air-conditioning equipment and depreciation thereof, rental charges for machinery and equipment used in maintaining and operating the Project (and, if applicable, the Shared Parking Area), salaries and compensation of personnel connected with such operation and maintenance and deductible amounts payable under insurance policies. Landlord, in its reasonable discretion, shall from time to time determine the method of computing the operating costs, the allocation of operating costs to various types of space within the Building, and the extent of the appurtenances to the extent so reimbursed; (3) any real estate brokerage commissions or other Project, and Tenant shall be bound thereby. Tenant’s failure to pay Tenant’s share of operating costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants manner herein provided shall be treated hereunder in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants same manner as a default in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct payment of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or CenterBase Rent.

Operating Costs. “Operating Costs” " includes all costs incurred by Landlord and its Property Manager in of operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and insurance applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilitiesutilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilitieslighting; trash and refuse removal for the Common Facilitiesremoval; supplies; equipment; exterior painting; capital improvementsimprovements (including without limitation the costs of roof, parking lot and underground utilities replacements) (subject to phrase (xv) below); provided that capital improvements amortized over useful life as reasonably determined by Landlordreasonable reserves for repairs and replacements; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, or a reasonable reserve for anticipated expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contraryforegoing, Operating Costs shall not include include: (1i) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments)ground lease rental; (2ii) capital expenditures required by Landlord's failure to comply with laws prior to the cost Commencement Date; (iii) costs incurred by Landlord with respect to goods and services (including utilities sold and supplied to tenants of any items the Center) to the extent that Landlord is entitled to full reimbursement for such costs from others; (iv) costs incurred by Landlord for the repair of damage to the Center to the extent that Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursedproceeds; (3v) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ tenant improvements made for other tenants or other occupants in the Building Center or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for other tenants or other occupants in of the Building unless improvements to the Building or Common Areas are requiredCenter; (9vi) any costs expressly excluded from Operating Costs elsewhere in this Leasedepreciation and amortization (except as described herein); (10vii) leasing commissions, attorneys' fees, and other costs and expenses incurred in connection with negotiations or disputes with other present or prospective tenants of the Center; (viii) expenses in connection with services or other benefits for which are not offered to Tenantanother tenant of the Center is charged directly in full; (11ix) costs incurred by Landlord due to the violation by Landlord or any other tenant of the terms and conditions of any lease of space in the Center or any violation by Landlord of the terms of any ground lease or mortgage affecting the Center; (x) overhead and profit increments paid to Landlord or to subsidiaries or affiliates of Landlord for services in the Center to the extent the same exceeds the costs of such services rendered by unaffiliated third parties on a competitive basis; (xi) interest, points and fees on debt or amortization on any mortgage or mortgages encumbering the Building; (xii) Landlord's general corporate overhead and general administrative expenses; (xiii) advertising and promotional expenditures; (xiv) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any other tenant directly contracts with the local public service company; (12xv) the cost of any insurance deductible payable for a covered loss capital item of expense the cost of which exceeds $10,000, provided, however that Landlord may include in Operating Costs the amortized cost of such item spread over its useful life (no greater that the minimum number of years allowed pursuant to the United States Revenue Code) over the Lease Term, starting in the calendar year or other accounting period in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Buildingcost is incurred; and (15xvi) costs incurred management fees in connection with any future expansion excess of t four percent (4%) of the Building or Centerthen-effective Minimum Monthly Rent.

Operating Costs. “Operating Costs” includes all costs incurred by Landlord and its Property Manager in of operating, managing, repairing repairing, replacing, and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and insurance applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilitiesutilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilitieslighting; trash and refuse removal for the Common Facilitiesremoval; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord(including without limitation the costs of roof, parking lot and underground utilities replacements); the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, or a reasonable reserve for anticipated expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however. In addition, that Landlord shall be entitled to recover, as additional rent (which, along with any item included other capital expenditures constituting Operating Costs, Landlord may either include in Operating Costs or cause to be billed to Tenant along with Operating Costs and Taxes but as a separate item), Tenant’s Share of: (i) an allocable portion of the cost of capital improvement items which is are reasonably anticipated to reduce operating expenses, and (ii) subject to the provisions of Section 11.2, other capital expenses which are required under any governmental laws, regulations or ordinances which were not applicable to the Center at the time it was constructed; but the costs described in nature will this sentence shall be amortized over its useful the reasonable life of such expenditures in accordance with such reasonable life and amortization schedules as reasonably shall be determined by Landlord. Notwithstanding anything above to the contraryforegoing, Operating Costs Expenses shall not include the following: (1) depreciation on the cost of providing any service directly Building or equipment or systems therein (except to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost paymentsthe extent otherwise provided above); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimburseddebt service; (3) rental under any real estate brokerage commissions ground or other costs incurred in procuring tenants, or any fee in lieu of commissionsunderlying lease; (4) ground lease payments interest (if anyexcept to the extent otherwise provided above); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the BuildingReal Property Taxes (as hereinafter defined); (6) Landlordattorney’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with leaselease negotiations with prospective Building tenants; (7) capital expenditures except as expressly provided in this Lease; (8) the cost of tenant improvements, sublease and/or assignment negotiations and transactions with present including but not limited to the cost of decorating, improving for tenant occupancy, painting or prospective tenants or other occupants redecorating portions of the BuildingBuilding to be demised to tenants; (149) costs executive salaries; (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof10) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Buildingadvertising; and (1511) costs incurred in connection with any future expansion of the Building real estate broker’s or Centerother leasing commission.

Operating Costs. “Operating Costs” includes Costs shall include all costs incurred and expenses of ownership, operation, repair and maintenance of the Project (excluding depreciation of the improvements in the Project and all amounts paid on loans of Landlord) computed in accordance with accounting principles adopted by Landlord and its Property Manager in operating, managing, repairing and maintaining the Common Facilitiesconsistently applied, including without limitationby way of illustration but not limited to: gardening real property taxes, taxes assessed on the Personal Property, any other governmental impositions imposed on or by reason of the ownership, operation or use of the Project, and landscapingany tax in addition to or in lieu thereof; the cost of public liabilityother than taxes covered by Paragraph 5.4, property damage and other Insurance carried whether assessed against Landlord or Tenant or collected by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunderor both; Real Property Taxes applicable to the Common Facilitiesparts; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilitiesequipment; supplies; equipmentinsurance premiums; exterior paintinglicense, permit and inspection fees; capital improvementscost of services and materials (including property management fees); provided that cost of compensation (including employment taxes and fringe benefits) of all persons who perform duties connected with the operation, maintenance and repair of the Project; costs of providing utilities and services, including water, gas, electricity, sewage disposal, rubbish removal, janitorial, gardening, security, parking, window washing, supplies and materials, and signing (but excluding services not uniformly available to substantially all of the Project tenants); costs of capital improvements amortized over useful life as reasonably determined by Landlord; (i) required to cause the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities Project to comply with all laws, regulations statutes, ordinances, regulations, rules and requirements of any governmental requirements applicable or public authority, including, without limitation, the Americans with Disabilities Act of 1990 (the “ADA”) (collectively, “Legal Requirements”), except for costs, if any, of correcting any failure of the Project to the Center put into effect or interpreted differently after comply, as of the Commencement Date (including without limitation those related to disabled personsDate, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% with any Legal Requirement as enacted as of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion ofCommencement Date, or may amortize(ii) which reduce Operating Costs, any such expensescosts, in Operating Costs together with interest on the unamortized balance at the rate of twelve percent (12%) per annum, to be amortized over such multiple reasonable periods as Landlord shall determine; providedcosts of maintenance and replacement of landscaping; howeverlegal, that accounting and other professional services incurred in connection with the operation of the Project and the calculation of Operating Costs; and rental expense or a reasonable allowance for depreciation of personal property used in the maintenance, operation and repair of the Project. If the Project is not fully occupied for any item included in calendar year during the term of this Lease, Operating Costs which is capital in nature will shall be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above adjusted to the contraryamount which would have been incurred if the Project had been fully occupied for the year. Please Initial Tenant ( ) Landlord ( ) Notwithstanding the foregoing, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center.following:

Operating Costs. “Operating Costs” includes (a) It is expressly agreed that Tenant will pay in addition to Fixed Basic Rent provided in Paragraph 3 above, Additional Rent for all of Landlord's costs of operating and maintaining the Building so that the Fixed Basic Rent shall be absolutely net to Landlord, except as otherwise specifically set forth in this Lease. Tenant shall pay to Landlord, as Additional Rent, Tenant's Percentage, as defined in the Preamble of all operating and maintenance costs incurred by Landlord for the Building and its Property Manager Office Building area for any Calendar Year (or proportionate part thereof if the Lease was not in operatingeffect during the entire Calendar Year ("Operating Costs Payment") Operating costs shall include, managing, repairing by way of illustration and maintaining the Common Facilitiesnot of limitation: personal property taxes; management fees at an initial rate of $40,000.00 with reasonable yearly increases thereafter of five (5%) percent; labor, including without limitation: gardening all wages and landscapingsalaries; fringe benefits; social security taxes, and other taxes which may be levied against Landlord upon such wages and salaries; supplies; repairs and cleaning services, maintenance for structural and non-structural repairs whether ordinary or extraordinary; maintenance and service contracts; the cost of public liabilityall HVAC, property damage electric, water, sewer, gas and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common FacilitiesBuilding, common facilities and common areas not otherwise billed to Tenant, but not including utility and energy costs for which any other tenant is to pay separately pursuant to a check meter or other measuring device; line painting painting; wall and parking lot repairswindow washing; roof repairslaundry and towel service; lighting for the Common Facilities; trash tools and refuse removal for the Common Facilities; supplies; equipment; exterior paintingfire and other insurance, trash removal, repair, maintenance and replacement of roofs, parking area, curbs and walkways; capital improvementssnow removal; public amenities; and all other items properly constituting direct operating costs according to standard accounting practices, provided that capital improvements amortized over useful life the contract price charged to Landlord for all of the above shall be at commercially reasonable prices usually charged for similar buildings in similar locations (hereinafter collectively referred to as reasonably determined by the "Operating Costs"), but not including, brokerage commissions, leasing commissions, finder's fees, space planner fees and other similar type fees, salaries and fringe benefits for Landlord's executives above the rank of building manager; the costs of alteringrepairs or replacements incurred by reason of fire or other casualty or condemnation; costs for constructing a tenant installation for any individual tenant at the Building, improvingor amounts contributed to any such tenant in lieu thereof, renovating, upgrading or retrofitting any portion other tenant allowances granted as an inducement to enter into a lease; amounts received by Landlord through proceeds of the Common Facilities to comply with all laws, regulations and governmental requirements applicable insurance or by any manufacturer's warranty to the Center put into effect or interpreted differently after extent the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item proceeds are compensation for expenses which were previously included in Operating Costs which is capital hereunder; advertising and promotional expenditures; costs incurred or any specific compensation Landlord receives in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above performing work or funishing services for any new or existing tenant in the Building;rent and other charges payable in connection with any ground or underlying lease; amounts paid to affiliates of Landlord in excess of the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and amounts that would have been paid in full directly by any single tenant other than Tenant (outside of absent such tenant’s Operating Cost payments)relationship; (2) the cost costs of any items special services rendered to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the BuildingBuilding which is not rendered generally to tenants therein; interest or penalties for late payments by Landlord; refinancing costs; legal, appraisal and auditing fees and court costs in connection with leasing space in the Building or in connection with proceedings or applications to reduce real estate tax assessments; all expenses for which Landlord has received reimbursement and any fines or penalties imposed by legal authorities having jurisdiction thereof by reason of such existing violations; rent payable with respect to any leasing office; management fees in excess of those referred to herein; costs incurred in operating the parking facilities for the Building except to the extent the cost of operating the parking facilities exceeds the revenues generated from operating the parking facilities; and costs incurred to test, survey, cleanup, contain, xxxxx, remove, or otherwise to remedy hazardous waste or asbestos-containing materials from the extent so reimbursedProperty unless the waste or asbestos-containing materials were in or on the Property because of Tenant's negligence or willful acts or omissions; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu depreciation of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts debt or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including and/or the real property land on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ income or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are requiredexcess profits taxes; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Buildingmaintaining Landlord's corporate existence; franchise taxes; and (15) costs incurred in connection with any future expansion expenditures required to be capitalized for federal income tax purposes, inclusive of renovations to and replacement of the Building and equipment, (which expenditures shall be amortized over their useful life in accordance with generally accepted accounting principles, consistently applied, and such amortization shall be included as an Operating Cost expense), unless said expenditures are for the purpose of reducing Operating Costs within the Building and Building Area or Centerare required under any governmental law, ordinance or regulation, in which event the costs thereof shall be included.

Operating Costs. “Tenant shall pay during the Term hereof Tenant's Percentage, as indicated above in Section 1.1, of all Operating Costs” includes all costs Costs (as hereinafter defined) incurred by Landlord and its Property Manager in any calendar year. The term "Operating Costs for Pxxxxx Commerce Center" or "Operating Costs" shall mean all costs or expenses incurred by Landlord in owning, operating, cleaning, managing, repairing administering, maintaining, repairing, replacing, and maintaining improving the Common FacilitiesPxxxxx Commerce Center, including, without limitation, all costs of maintenance and repair (including snow removal, landscaping and grounds maintenance, parking lot operation and maintenance) and of all repairs and replacements (other than repairs or replacements for which Landlord has received reimbursement from contractors, other tenants of the Building or from others) necessary to keep the Pxxxxx Commerce Center in good working order, repair, appearance and condition; all costs, including without limitation: gardening material and landscapingequipment costs; the cost all costs related to provision of public liabilityheat (including oil, property damage electric, steam and/or gas) and water (including sewer charges) and other Insurance carried by Landlord and its Property Manager and applicable utilities to the Common Facilities, including any deductibles thereunderBuilding; Real Property Taxes applicable payments under all service contracts relating to the Common Facilitiesforegoing; utilities for the Common Facilities; line painting all compensation, fringe benefits, payroll taxes and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs workmen's compensation insurance premiums related thereto with respect to any employees of altering, improving, renovating, upgrading Landlord or retrofitting any portion its affiliates engaged in maintenance or management of the Common Facilities Pxxxxx Commerce Center; attorneys' fees and disbursements and auditing and other professional fees and expenses; all expenses including fees of attorneys, appraisers and other consultants, incurred in connection with any efforts to comply with all lawsobtain abatements or reductions or to assure maintenance or to resist increase of Landlord's taxes for any tax fiscal year wholly or partially included in the Term, regulations whether or not successful and governmental requirements applicable to the Center put into effect whether or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler not such efforts involve filing of actual abatement applications or initiation of formal proceedings; and energy-saving retrofits); security service; property a management costs (fee not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of gross receipts from the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center.

Operating Costs. “For the purposes of determining Additional Rent, Operating Costs” includes Costs shall include, without limitation, all costs costs, expenses and disbursements of every kind, nature and description paid or incurred by Landlord relating to (i) the management, operation, maintenance and its repair of the Building and the land upon which the Building is located (the Building and land being collectively referred to hereinafter as the Property) and any personal property used in connection therewith, fixtures, machinery, equipment, systems and apparatus located therein or used in connection therewith, that are reasonably allocated by Landlord and which in accordance with generally accepted accounting principles, are considered as an expense of the Property, (ii) charges for electricity, power, gas, oil, water and other utilities used during the Lease Term which are paid by Landlord to the utility service provider, (iii) premiums for insurance coverage, (iv) all Impositions, (v) ordinary and necessary repairs and maintenance of the Property Manager and (vi) reasonable legal and accounting expenses, all for a particular calendar year or portion thereof as determined by Landlord and including all additional costs and expenses of operation and maintenance of the Property which Landlord determines that it would have paid or incurred during such year if the Building had been one hundred percent (100%) occupied. For purposes of determining Tenant's Proportionate Share, the denominator shall be the Operating Costs for the Property which shall be calculated in operatingthe aggregate and shall include all of the parcels comprising the Property. For purposes of this Section, managingthe following shall not be included as Operating Costs: (i) payments made by tenants of the Building, repairing either to third parties or to Landlord, under agreements for direct reimbursement for services (e.g., separately metered utilities, separate contracted janitorial services, property taxes directly reimbursed to Landlord, etc.); (ii) costs of improvements to or alterations of space leased to tenants other than Tenant or PhyCor, Inc. or their affiliates and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost or expense of public liability, property damage and other Insurance any insurance covering such improvements or alterations in excess of the All Risk casualty insurance carried by Landlord and its Property Manager and applicable pursuant to Section 19 hereof; (iii) depreciation or amortization of any improvements to the Common FacilitiesProperty (provided, including any deductibles thereunderhowever, that Landlord shall be permitted to create as an Operating Cost reasonable reserves for major capital repairs so as to maintain the Property in a first class manner); Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the (iv) costs of altering, improving, renovating, upgrading repairing or retrofitting restoring any portion of the Common Facilities Building damaged by fire or other casualty for which Landlord recovers insurance proceeds sufficient to comply with all lawseffect such repairs and restoration; (v) costs of repairs, regulations and governmental requirements applicable alterations or replacements required as a result of the exercise of any right of eminent domain to the Center put into effect or interpreted differently after extent Landlord actually recovers from the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods condemning authority condemnation proceeds as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside a result of such tenant’s Operating Cost payments)condemnation; (2vi) the cost of any items special services rendered to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant other tenants of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits Property which are not offered rendered to Tenant; (11vii) electric power costs to of selling, syndicating, financing, mortgaging or hypothecating any individual premises part of or interest in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service companyProperty; (12viii) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing Landlord's overhead costs, including leasing commissions salaries, equipment, supplies, rent and attorneys’ fees in connection other occupancy costs or any other costs associated with the negotiation operation and preparation internal organization and function of lettersLandlord as a business entity; (ix) costs incurred as a result of Landlord's violation of any lease, deal memoscontract, letters law or ordinance, including fines and fees unless such violations are caused by a default of intentTenant hereunder; (x) costs related to any building or land other than the Property, leasesincluding any allocation of costs incurred on a shared basis, subleases and/or assignments, space planning such as centralized accounting costs, unless the allocation is made on a reasonable and other consistent basis that fairly reflects the share of such costs actually attributable to the Property and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants unless such sharing of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Buildingactually reduces Operating Costs; and (15xi) costs incurred in connection with the part of any future expansion cost or other sum paid to any affiliate of the Building HR or Centerto any other party that exceeds a Commercially Reasonable price or cost.

Operating Costs. “Operating Costs” includes all costs incurred by Landlord and its Property Manager in of operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost of public liability, liability and property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunderinsurance; Real Property Taxes Taxes, as defined in Section 8.2 but applicable to the Common Facilities; utilities for the Common Facilitiesutilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilitieslighting; trash and refuse removal for the Common Facilitiesremoval; supplies; equipment; exterior painting; capital improvementsimprovements (including without limitation the costs of roof, parking lot and underground utilities replacements); provided that capital improvements amortized over useful life as reasonably determined by Landlordreasonable reserves for repairs and replacements; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after building(s) of which the Commencement Date Premises are a part (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking; and the includable amount of Capital Costs (as provided in Section 6.4). In With respect to Operating Costs other than the includable amount of Capital Costs, in lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, Landlord may spread the inclusion of, or may amortize, any such expenses, or a reasonable reserve for anticipated expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs determine and which is capital in nature will be amortized over its useful approximate the life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Centerasset.

Operating Costs. “Operating Costs” includes all " shall mean any expenses, costs --------------- and disbursements (other than Taxes) of every kind and nature, paid or incurred by Landlord in connection with the ownership, leasing, management, maintenance, operation and its Property Manager in operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost repair of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including all or any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion part of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date Project (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenuesadjusted for vacancy as hereafter provided) and administrative fees; bookkeeping services; labor; of the personal property, fixtures, machinery, equipment, systems and apparatus located in the cost of personnel to implement such services and to direct parkingProject or used in connection therewith. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1a) costs of alterations of tenant premises; (b) costs of capital improvements, except for any capital improvements which are intended, to reduce Operating Costs, and any capital improvements which Landlord is required to make pursuant to, or which Landlord shall deem necessary to keep the cost of providing any service directly Project in compliance with, all applicable governmental rules and regulations applicable from time to and paid in full directly by any single tenant other than Tenant time to the Project (outside of such tenant’s the foregoing capital improvements that are included within Operating Cost paymentsCosts are collectively referred to herein as the "Included Capital items"); (2c) depreciation (except on any Included Capital items); (d) interest and principal payments on mortgages or any rental payments on any ground or other underlying leases subject to which Landlord holds its interest in the Project (hereinafter, referred to individually as a "Ground Lease" and collectively as "Ground Leases"), and other debt costs, if any; (e) real estate brokers' leasing commissions or compensations; (f) any cost or expenditure (or portion thereof) for which Landlord is reimbursed, whether by insurance proceeds or otherwise (Operating Cost Share Rent and Tax Share Rent provided for in any tenant leases are not reimbursements); and (g) the cost of any items kind of service furnished to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a any other office tenant of the Building, Project which Landlord does not make available to Tenant hereunder. If during all or otherwise to any portion of any fiscal year the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring Project is not fully rented and occupied by tenants, Landlord may elect to make an appropriate adjustment (an "Equitable Adjustment") of Operating Costs for such fiscal year, employing sound accounting and management principles, to determine the Operating Costs that would have been paid or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely had the Project been fully rented and occupied for the entire fiscal year, and the amount so determined shall be deemed to have been the operating Costs for such fiscal year. The foregoing process is illustrated by the violation by Landlord of the terms and conditions of any lease of space in the Building; following hypothetical which assumes (6i) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center.has ten

Operating Costs. “Operating Costs” includes all costs All expenses incurred by Landlord as reasonably determined by Landlord to be necessary or appropriate for the operation, maintenance, and its Property Manager repair of the Building, the personal property used in operatingconjunction therewith, managingthe land upon which the Building is situated, repairing and maintaining the Common Facilitiesparking facility situated on the land. Operating Costs shall include, including without limitation: gardening but are not limited to, all expenses incurred by Landlord for heating, cooling, electricity, water, gas, sewers, refuse collection, telephone services not chargeable to tenants, and landscapingsimilar utility services; the cost of public liabilitysupplies; janitorial and cleaning, security services, landscaping maintenance and replacements, window washing, insurance, management fees, services of independent contractors performing duties necessary to the operation of the Building, personal and real property damage taxes, the Building's pro rata share of assessments made by the Windward Property Owner's Association, non-capitalized alterations or improvements made to the Building by reason of the laws and/or the requirements of any insurer, mortgagee (only where such requirements form insurer or mortgagee concern safety or structural features of the Building and other Insurance carried are commercially reasonable in light of requirements generally imposed in the insurance or real estate lending industries with respect to similar buildings), or governmental agency, the cost of any capital improvements (a) which are made to the Building by Landlord during the term which reduce the Operating Costs to the extent such Operating Costs are actually reduced in any comparison Year, or (b) which are made to the Building by Landlord after the date of this Lease and its Property Manager and which are required under any governmental law or regulation which was not applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable Building at the Commencement Date or was not enacted prior to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled personsOperating Costs under (a), hazardous materials(b) or the prior item shall be amortized over the useful life of the improvements at a market rate of interest), lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement compensation (including employment taxes and fringe benefits) of all persons who perform duties in connection with such services and to direct parking. In lieu of Operating Costs, including the entire amount Building Manager, and any other expense or charge which in accordance with generally accepted accounting and management principles would be considered an expense of any such expense in Operating Costs in any one periodmaintaining, Landlord, at its election, may spread the inclusion ofoperating, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs repairing the Building and the land upon which it is capital in nature will be amortized over its useful life as reasonably determined by Landlordsituated. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost following items: Leasing commissions, finders fees, brokerage fees and similar fees, and costs incurred with the registration or enforcement of providing leases but not management fees; Rent under any service directly ground leases; Costs of furnishing services to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items tenants or occupants to the extent that such services are materially in excess of services Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise offers to the extent so reimbursedall tenants at Landlord's expense; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) Lease takeover costs incurred by Landlord caused solely in connection with new leases at the Property, Costs and expenses of the sale of all or any portion of the Property, Amounts received by Landlord through the proceeds of insurance to the extent the proceeds are compensation for expenses which were previously included in uprooting expenses; Costs incurred by Landlord with respect to repairs, goods and services (including utilities sold and supplied to tenants and occupants of the Property) to the extent that Landlord is entitled to reimbursement for such costs; Except as otherwise provided herein, costs incurred by Landlord for alterations which are considered capital improvements and replacements under generally accepted accounting principles, consistently applied; Except as otherwise provided herein, costs of a capital nature, including, without limitation, capital improvements, capital repairs, capital equipment and capital tools, all as determined in accordance with generally accepted accounting principles, consistently applied; Costs incurred by Landlord due to the violation by Landlord landlord of the terms and conditions of any lease of space in the BuildingProperty; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principalInterest, points and fees on debts debt or amortization on or for any ground lease, mortgage or mortgages encumbering the Property, or any part thereof, and all principal, escrow deposits and other debt instrument encumbering the Building (including the real property sums paid on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with or in respect to the installation any indebtedness; whether or not secured by a mortgage lien) and on any equity participations of other tenants’ any lender or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costslessor, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion financing, refinancing or syndication of the Building Property, or Centerany part thereof; Depreciation and amortization; the costs of the original construction of the Property and the improvements; Income, franchise, transfer, inheritance, capital stock, estate, profit, gift, gross receipts or succession taxes; salaries, fringe benefits and other compensation for personnel not directly involved in the operation or management of the Building; costs and expenses of the sale of all or a portion of the Property, costs of repairs or replacements incurred by reason of fire or other casualty or condemnation in excess of the value of the insurance deductible; costs for performing tenant installations for any individual tenant or for performing work or furnishing services to or for individual tenants at such tenant's expense and any other contribution by Landlord to the cost of tenant improvements to the extent such work is reimbursed or capitalized; Landlord's general corporate overhead and general administrative expenses, except as related to the operation or maintenance of the Building; rentals and other related expenses incurred in leasing air-conditioning systems, elevators or other equipment ordinarily considered to be of a capital nature except for customary office equipment. All special assessments by the local governing authority which may be paid by Landlord in installments, shall be paid by Landlord in the maximum number of installments permitted by law and charged as operating expenses only in the year in which the assessment installment is actually paid.

Operating Costs. “Operating Costs” " includes all costs incurred by Landlord and its Property Manager in of operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost of public liability, liability and property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunderinsurance; Real Property Taxes Taxes, as defined in Section 8.2 but applicable to the Common Facilities; utilities for the Common Facilitiesutilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilitieslighting; trash and refuse removal for the Common Facilitiesremoval; supplies; equipment; exterior painting; capital improvementsimprovements (including without limitation the costs of roof, parking lot and underground utilities replacements); provided that capital improvements amortized over useful life as reasonably determined by Landlordreasonable reserves for repairs and replacements; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after building(s) of which the Commencement Date Premises are a part (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking; and the includable amount of Capital Costs (as provided in Section 6.4). In With respect to Operating Costs other than the includable amount of Capital Costs, in lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, Landlord may spread the inclusion of, or may amortize, any such expenses, or a reasonable reserve for anticipated expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs determine and which is capital in nature will be amortized over its useful approximate the life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Centerasset.

Operating Costs. The term “Operating Costs” includes shall mean the total of all of the costs incurred by Landlord relating to the ownership, operation, maintenance, repair, and its Property Manager replacement of the Building Project and the services provided tenants in operatingthe Building Project. By way of explanation and clarification, managingbut not by way of limitation, repairing Operating Costs will include the costs and maintaining expenses incurred for the following: Real Estate Taxes; pest control; trash and garbage removal (including dumpster rental); security; Common FacilitiesAreas decorations; repairs, maintenance, and alteration of building systems, Common Areas, and other portions of the Building Project to be maintained by Landlord; amounts paid under easements or other recorded agreements affecting the Building Project, including without limitation: gardening assessments paid to property owners’ associations; repairs, maintenance, replacements, and improvements that are appropriate for the continued operation of the Building Project as a first class building; improvements required by law; improvements in security systems; materials, tools, supplies, and equipment to enable Landlord to supply services that Landlord would otherwise have obtained from a third party; expenditures designed to result in savings or reductions in Operating Costs; landscaping, including fertilization and irrigation supply; parking area maintenance and supply; property management fees; all utilities serving the cost Building Project and not separately billed to or reimbursed by any tenant of public liabilitythe Building Project; cleaning; window washing, property damage and janitorial services; all insurance customarily carried by owners of comparable buildings or required by any mortgagee of the Building Project; supplies; service and maintenance contracts for the Building Project; wages, salaries, and other Insurance carried benefits and costs of employees of the Landlord up to and including the building manager (including a pro rata share only of the wages and benefits of employees who are employed at more than one building, which pro rata share shall be determined by Landlord and its Property Manager shall be based on Landlord’s estimate of the percentage of time spent by the employees at the Building Project); legal, accounting, and applicable to administrative costs; and uniforms and working clothes for employees and the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities cleaning of them. Landlord may contract for the Common Facilities; line painting performance of some or all of the management and parking lot repairs; maintenance functions generally described in this section with entities that are affiliated with Landlord. If the roof repairs; lighting for of the Common Facilities; trash and refuse removal for Building is replaced by Landlord during the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; Lease Term, then the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities such replacement to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item be included in Operating Costs which is capital in nature will shall be amortized on a straight line basis over its the useful life as reasonably determined of such expenditure with an interest factor equal to the Wall Street Journal Prime Rate in effect at the time of Landlord's having incurred the expenditure, but in no event greater than the maximum rate of interest allowed by Landlordlaw. Notwithstanding anything above to the contraryprovisions of this Section stated above, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center.include:

Operating Costs. “Tenant shall, for the entire Lease Term, pay to Lessor as additional rent, without any setoff or deduction therefrom, its Proportionate Share of any and all costs and expenses which Lessor or Lessor's manager may incur because of or in connection with the ownership, maintenance, management and operation of the Land and/or the Building ("Operating Costs” includes "). "Proportionate Share" is defined as the portion of Operating Costs equivalent to a fraction of the total thereof, the numerator of which is the number of net rentable square feet comprising the Demised Premises and the denominator of which is the greater of (i) the number of net rentable square feet actually leased within the Building, or (ii) 95% of the number of net rentable square feet contained within the Building. "Operating Costs" are defined to include all expenses and costs incurred (but not specific costs which are separately billed to and paid by Landlord individual tenants) of every kind and its Property Manager nature which Lessor or Lessor's manager shall pay or become obligated to pay because of or in operatingconnection with the ownership, managingmaintenance, repairing management and maintaining operation of the Common FacilitiesLand, the Building and supporting facilities of the Building, including without limitation: gardening but not limited to all real estate taxes and landscapingannual installments of special or other assessments payable with respect thereto, and all other taxes, service payments in lieu of taxes, exercises, levies, fees, or charges, general and special, ordinary and extraordinary, of any kind, which are assessed, levied, charged, confirmed or imposed by any public authority upon the Land and/or the Building, its operations or the rent provided for in this Lease; the cost of public liability, property damage protesting any such taxes; management fees; insurance premiums; utility costs; janitorial costs; Building security costs; costs of wages and other Insurance carried by Landlord and its Property Manager and applicable maintenance costs relating to the Common FacilitiesBuilding (including but not limited to sidewalks, including skyways, landscaping and service areas); services; service contracts; equipment and supplies; and all other costs of any deductibles thereunder; Real Property Taxes applicable nature whatsoever which for federal tax purposes may be expensed rather than capitalized, but exclusive only of leasing commissions, depreciation, costs of tenant improvements and payments of principal and interest on any mortgages, deeds of trusts, or other security devices covering the Building. Operating Costs shall also include the yearly amortized portion of capital costs incurred by Lessor for improvements or structural repairs to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities Building required to comply with all any change in the laws, rules or regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion ofgovernmental authority having jurisdiction, or may amortizefor purposes of reducing Operating Costs, any such expenses, in Operating Costs over such multiple periods as Landlord which costs shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its the useful life of such improvements or repairs, as reasonably determined estimated by LandlordLessor or by Lessor's property manager. As soon as reasonably practicable prior to the commencement of the Lease Term and prior to the commencement of each ensuing calendar year during the Lease Term, Lessor shall furnish to Tenant an estimate of Operating Costs for the first calendar year included in whole or in part in the Lese Term and each ensuing calendar year. Tenant shall pay, as additional rent hereunder, together with each installment of Base Rent, one-twelfth (1/12th) of its estimated annual Proportionate Share of Operating Costs. As soon as reasonably practicable after the end of each calendar year included in whole or in part in the Lease Term, Lessor shall furnish to Tenant a statement of the actual Operating Costs for the previous calendar year, including Tenant's Proportionate Share of Operating Costs, and within thirty (30) days thereafter Tenant shall pay to Lessor, or Lessor shall credit to the next rent payments due Lessor from Tenant, as the case may be, any difference between the actual Operating Costs payable by Tenant hereunder and the estimated Operating Costs paid by Tenant. Tenant's Proportionate Share of Operating Costs for the years in which this Lease commences and terminates shall be prorated based upon the dates of commencement and termination of the Lease Term. Notwithstanding anything above any other provision herein to the contrary, it is agreed that in the event that the Building is not fully occupied at any time during the Lease Term, an adjustment shall be made in computing the Operating Costs for such year so that the Operating Costs shall not include be computed for such year as though the Building had been fully occupied during such year (1) the cost of providing including, for real estate tax purposes, as if fully occupied and assessed as a completed Building during such year). Notwithstanding any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items provision herein that may be construed to the contrary, Lessor shall have the right, in its reasonable discretion, to determine, from time to time, the method of computing Operating Costs, the allocation of Operating Costs to various types of space within the Building and/or the Project, the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements appurtenances to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in and/or the Project, and the rentable area of the Demised Premises, the Building or other utility costs for any individual premises which any tenant directly contracts with and the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costsProject, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or CenterTenant shall be bound thereby.

Operating Costs. “In addition to the Basic Rent and Tax Rent, Tenant shall pay to Landlord Tenant's Pro Rata Share of Operating Costs” includes , which are all costs expenses paid or incurred by Landlord for maintaining, operating and its Property Manager in operating, managing, repairing the Building and maintaining the Common FacilitiesAreas, including the Land, and the equipment and personal property used in conjunction therewith, including, without limitation, the following: gardening and landscaping; the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of alteringrefuse collection; water, improvingsewer, renovatingelectricity, upgrading or retrofitting any portion heating, lighting, air conditioning, ventilation and other utilities services; supplies and cleaning services; services of independent contractors; compensation (including employment taxes and fringe benefits) of employees and contractors engaged in the management, operation and maintenance of the Common Facilities to comply with all laws, regulations and governmental requirements applicable Land and/or the Building (but only to the Center put into effect or interpreted differently after extent such employees and contractors are directly engaged in such management, operation and maintenance); the Commencement Date (including without limitation those related to disabled personsmaintenance and repair of parking areas, hazardous materialscurbs, landscaping, lighting upgradesand outdoor facilities; licenses, sprinkler permits and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative inspection fees; bookkeeping servicestaxes; laborliability, casualty and property insurance for the Building, the Land, and all Common Areas; periodic painting of the Building; customary management fees; legal and accounting expenses and any other expense or charge whether or not hereinabove described which in accordance with generally accepted accounting and management practices would be considered an expense of maintaining, operating or repairing the cost of personnel to implement such services Building, the Land, and to direct parkingCommon Areas. In lieu of including Notwithstanding the entire amount foregoing, there shall be no duplication of any such particular cost, charge or expense in any of the Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, invoiced to Tenant as Additional Rent or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by LandlordRent. Notwithstanding anything above to the contraryforegoing, Operating Costs Tenant shall not include be required to pay for any of the following: (1) capital improvements made to the cost of providing any service directly to and paid in full directly by any single tenant Building other than Tenant the costs for improvements made to the Building or Land, as applicable which, although capital in nature, are (outside i) expected to reduce the normal Operating Costs (including all utility costs) of such tenant’s Operating Cost payments)the Building or Land, as applicable, as amortized using a commercially reasonable interest rate over the time period reasonably estimated by Landlord to recover the costs thereof taking into consideration the anticipated cost savings, as determined by Landlord using its good faith, commercially reasonable judgment; (2) the cost of any items to correcting defects in the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant construction of the Building, Building or otherwise to in the extent so reimbursedBuilding Systems not caused by Tenant; (3) the cost of any real estate brokerage commissions or other costs incurred repair in procuring tenants, or any fee in lieu accordance with the casualty and condemnation sections of commissionsthis Lease; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts for repairs or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center.maintenance

Operating Costs. “LESSEE shall pay to LESSOR as additional rent a proportionate share (based on square footage leased by LESSEE compared with the square footage of all premises to which such costs and expenses are attributable) of any increase in (x) the aggregate of all costs and expenses incurred by LESSOR in connection with the operation, maintenance, insurance and management of the building of which the leased premises are a part (hereinafter the "Operating Costs” includes all costs incurred by Landlord and its Property Manager in operating"), managing, repairing and maintaining over (y) the Common Facilities, including without limitation: gardening and landscaping; "Base Operating Costs" (as hereinafter defined). Operating Costs shall include a reasonable annual charge-off of the cost of public liabilityany capital repairs or improvements made by LESSOR for the building or the leased premises during the term of this lease and which are for the purpose of reducing Operating Costs, property damage and other Insurance carried by Landlord and its Property Manager and applicable the schedule for which shall be based on the useful life (under generally accepted accounting principles, consistently applied) of the repair or improvement, provided that no such capital repairs or improvements made prior to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs fifth anniversary of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item be included in Operating Costs. In the event that during any calendar year (or part thereof) occurring during the Term, the building has an annual occupancy rate of less than one hundred percent (100%), for purposes hereof, any Operating Costs that vary with the level of occupancy of the building with respect to such calendar year (or part thereof) shall be extrapolated as though the annual occupancy rate were one hundred percent (100%) for such calendar year (or part thereof). LESSEE shall make payment within thirty (30) days of written notice from LESSOR that such increased Operating Costs are payable, and any additional rent shall be prorated should the lease terminate before the end of any calendar year. LESSEE shall make such payments on account of Operating Costs, at the option of LESSOR, on a monthly basis on the days on which the rent under Paragraph 1 of this lease is capital payable, in nature will be amortized over its useful life as amounts reasonably determined estimated by LandlordLESSOR. Notwithstanding anything above to the contrarycontrary contained in this Section 5, Operating Costs shall not include any capital expenditures arising out of or resulting from (1i) defective work, construction or materials by or on behalf of LESSOR, (ii) the cost failure of providing LESSOR to perform any service directly to and paid in full directly by any single tenant other than Tenant scheduled maintenance or service, or (outside of such tenant’s Operating Cost payments); (2iii) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the gross negligence or willful misconduct of another tenant LESSOR or occupant its agents, employees, or contractors. Management fees incurred in favor of related entities shall not exceed market rates (and in no event exceed four percent (4%) of the Center; (13) marketing costsactual gross rent from the building, including leasing commissions and attorneys’ fees in connection with whether or not such fee is actually paid), nor shall Operating Costs include the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center.following:

Operating Costs. “Operating Costs” includes As full payment for all Services provided hereunder, Project Company shall reimburse Supplier for all Supplier’s capital expenditures and operating and maintenance costs incurred by Landlord and its Property Manager in operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date expenses (including without limitation in respect of the Existing Biomass) reasonably incurred by Supplier to the extent necessary to perform the Services provided to Project Company hereunder (and expressly excluding those related costs and expenses directly attributable to disabled personsthe collection, hazardous materialstransportation, lighting upgradesprocessing and sale of Sawlogs) (collectively, sprinkler and energy-saving retrofits“Operating Costs”); security service; property management costs (not to exceed 4, together with a service fee of 5% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread (the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord“Service Fee”). Notwithstanding anything above to For the contraryavoidance of doubt, Operating Costs shall not include include, without limitation: (1a) the cost of providing any service directly insurance premiums and deductibles; (b) taxes; (c) utilities; (d) rent; (e) payments to purchase or lease and paid in full directly by any single tenant operate and maintain equipment, vehicles, tools and other than Tenant personal property (outside of such tenant’s Operating Cost paymentsincluding fuel therefor); (2f) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursedpermit and license fees; (3g) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) labor costs, including permitassociated health insurance, license employee benefits and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are requiredsocial security expenses; (9h) any costs expressly excluded from Operating Costs elsewhere in this Leaseof reprocessing or disposing of non-conforming Biomass; (10i) expenses in connection with services or other benefits which are not offered amounts paid to Tenant; (11) electric power costs subcontractors engaged to provide any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the CenterServices on behalf of Supplier; and (13j) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses resulting from any proposed or actual change in law applicable to Supplier’s operations, less any and all amounts paid by third parties to Supplier for removing such Biomass. For the further avoidance of doubt Project Company shall reimburse Supplier as part of the Operating Costs for those capital expenditures incurred in connection with leasepurchasing major equipment, sublease and/or assignment negotiations vehicles and transactions with present or prospective tenants or other occupants personal property of more than $50,000 (“Capital Equipment”) on a per diem basis, and Supplier shall calculate a per diem rate for its use of such Capital Equipment in the Building; performance of Services hereunder, which per diem rate shall reimburse Supplier for (14x) the interest and other financing costs (including both debt and equity costs) for the capital used in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant purchasing such Capital Equipment (as such capital amount is reduced over the useful life of the Building; Capital Equipment by that portion of the depreciated cost thereof previously reimbursed to Supplier) and (15y) costs incurred the amount of depreciation attributable to such Capital Equipment, determined on a straight line basis using the recovery period for such Capital Equipment applicable under GAAP (but not in connection with excess of 10 years and without provision for any future expansion of the Building or Centerresidual value).

Operating Costs. “Operating Costs” includes all costs The actual expenses incurred by Landlord of every kind and its Property Manager nature with respect to operation, maintenance, and management of the Building (including Common Areas) and all other improvements located on the Real Estate in operatingexcess of $4.50 per rentable square foot. Operating costs include, managing, repairing and maintaining the Common Facilities, including without limitation: gardening (i) wages, salaries (and landscaping; the cost of public liabilitytaxes imposed upon employers with respect to such wages and salaries), property damage worker's compensation insurance premiums, and other Insurance carried fringe benefits paid to persons employed by Landlord for rendering service in the normal operation, maintenance and its Property Manager and applicable to the Common Facilities, including any deductibles thereunderrepair of such improvements; Real Property Taxes applicable to the Common Facilities; utilities (ii) contract costs of independent contractors hired for the Common Facilities; line painting operation, maintenance, management and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside repair of such tenant’s Operating Cost paymentsimprovements (which contractors may include affiliates of Landlord provided fees payable under such contracts did not exceed the prevailing fees for similar services); (2iii) the costs of electricity, steam, water, sewer, and other utilities chargeable to operation and maintenance of such improvements; (iv) cost of insurance for such improvements; including but not limited to fire and extended coverage, elevator, boiler, sprinkler leakage, water damage, public liability and property damage, plate glass, and rent protection, but excluding any items charge for increased premiums due to acts or omissions of the extent other occupants giving rise to extra risks for which Landlord is reimbursed by insurance proceeds such other occupants; (except for deductibles)v) fuel; (vi) supplies; (vii) the cost, condemnation awardsamortized over a reasonable period, a tenant and associated financing costs, of any capital improvement made after the completion of the Building, or otherwise to the extent so reimbursedBuilding if such improvement directly results in a cost saving in operations; (3viii) real and personal property ad valorem taxes and special assessments imposed by any real estate brokerage commissions federal, state or other costs incurred in procuring tenants, local governmental authority on the Real Estate or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costsother improvements now or hereafter located on the Real Estate, including leasing commissions and attorneys’ fees in connection or on the ownership, operation, or maintenance of all or any part thereof, together with the negotiation and preparation expenses of letters, deal memos, letters any proceedings for abatement of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present any such taxes or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center.assessments on a fully assessed

Operating Costs. “Tenant shall, for the entire Lease Term, pay to Lessor as additional rent, without any setoff or deduction therefrom, its Proportionate Share of any and all costs and expenses which Lessor or Lessor's manager may incur because of or in connection with the Lessorship, maintenance, management and operation of the Land and/or the Building ("Operating Costs” includes "). "Proportionate Share" is defined as the portion of Operating Costs equivalent to a fraction of the total thereof, the numerator of which is the number of net rentable square feet comprising the Demised Premises and the denominator of which is the greater of (i) the number of net rentable square feet actually leased within the Building, or (ii) ninety-five percent (95%) of the number of net rentable square feet contained within the Building. "Operating Costs" are defined to include all expenses and costs incurred (but not specific costs which are separately billed to and paid by Landlord individual tenants) of every kind and its Property Manager nature which Lessor or Lessor's manager shall pay or become obligated to pay because of or in operatingconnection with the Lessorship, managingmaintenance, repairing management and maintaining operation of the Common FacilitiesLand, the Building and supporting facilities of the Building, including without limitation: gardening but not limited to all real estate taxes and landscapingannual installments of special or other assessments payable with respect thereto, and all other taxes, service payments in lieu of taxes, exercises, levies, fees, or charges, general and special, ordinary and extraordinary, of any kind, which are assessed, levied, charged, confirmed or imposed by any public authority upon the Land and/or the Building, its operations or the rent provided for in this Lease; the cost of public liability, property damage protesting any such taxes; management fees; insurance premiums; utility costs; janitorial costs; Building security costs; costs of wages and other Insurance carried by Landlord and its Property Manager and applicable maintenance costs relating to the Common FacilitiesBuilding (including but not limited to sidewalks, including skyways, landscaping and service areas); services; service contracts; equipment and supplies; and all other costs of any deductibles thereunder; Real Property Taxes applicable nature whatsoever which for federal tax purposes may be expensed rather than capitalized, but exclusive only of leasing commissions, depreciation, costs of tenant improvements and payments of principal and interest on any mortgages, deeds of trusts, or other security devices covering the Building. Operating Costs shall also include the yearly amortized portion of capital costs incurred by Lessor for improvements or structural repairs to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities Building required to comply with all any change in the laws, rules or regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion ofgovernmental authority having jurisdiction, or may amortizefor purposes of reducing Operating Costs, any such expenses, in Operating Costs over such multiple periods as Landlord which costs shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its the useful life of such improvements or repairs, as reasonably determined estimated by LandlordLessor or by Lessor's property manager. As soon as reasonably practicable prior to the commencement of the Lease Term and prior to the commencement of each ensuing calendar year during the Lease Term, Lessor shall furnish to Tenant an estimate of Operating Costs for the first calendar year included in whole or in part in the Lease Term and each ensuing calendar year. Tenant shall pay, as additional rent hereunder, together with each installment of Base Rent, one-twelfth (1/12th) of its estimated annual Proportionate Share of Operating Costs. As soon as reasonably practicable after the end of each calendar year included in whole or in part in the Lease Term, Lessor shall furnish to Tenant a statement of the actual Operating Costs for the previous calendar year, including Tenant's Proportionate Share of Operating Costs, and within thirty (30) days thereafter Tenant shall pay to Lessor, or Lessor shall credit to the next rent payments due Lessor from Tenant, as the case may be, any difference between the actual Operating Costs payable by Tenant hereunder and the estimated Operating Costs paid by Tenant. Tenant's Proportionate Share of Operating Costs for the years in which this Lease commences and terminates shall be prorated based upon the dates of commencement and termination of the Lease Term. Notwithstanding anything above any other provision herein to the contrary, it is agreed that in the event that the Building is not fully occupied at any time during the Lease Term, an adjustment shall be made in computing the Operating Costs for such year so that the Operating Costs shall not include be computed for such year as though the Building had been fully occupied during such year (1) the cost of providing including, for real estate tax purposes, as if fully occupied and assessed as a completed Building during such year). Notwithstanding any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items provision herein that may be construed to the contrary, Lessor shall have the right, in its reasonable discretion, to determine, from time to time, the method of computing Operating Costs, the allocation of Operating Costs to various types of space within the Building and/or the Project, the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements appurtenances to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in and/or the Pro . ect, and the rentable area of the Demised Premises, the Building or other utility costs for any individual premises which any tenant directly contracts with and the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costsProject, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or CenterTenant shall be bound thereby.

Operating Costs. “Operating Costs” includes Except as otherwise specifically provided to the contrary in this Agreement with respect to certain costs for which Manager is expressly responsible and except for costs for which Manager may be held responsible under the default and/or indemnification provisions of this Agreement, all costs, wages, salaries of Facility Employees and all expenses, fees, obligations and liabilities incident to or arising out of the ownership, leasing or operation of the Facility, including all real estate and personal property taxes and assessments or related governmental charges payable by or assessed against Sub-Manager, Manager, Tenant, or the Facility relating exclusively to the Facility (other than income or other taxes based on Sub-Manager’s, Manager’s or Tenant’s receipt of income from the operation of the Facility), franchise, sales and use taxes, insurance costs and expenses, any and all payments under personal property leases used in the operation of the Facility (but excluding payments relating to any real property lease(s)) and all fees paid by Tenant to Manager pursuant to this Agreement or paid pursuant to any Sub-Management Agreement, in each case whether or not specified in this Agreement, and otherwise incurred by Landlord and its Property Manager in operatingaccordance with the terms of this Agreement including all Permitted Expenditures (collectively, managingthe “Facility Expenses”), repairing shall be the responsibility of Tenant, and maintaining shall be paid by Manager as and when due from the Common Facilities, including without limitation: gardening and landscaping; funds in the cost of public liability, property damage and other Insurance carried Operating Account as contemplated by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofitsSection 3(b); security service; provided, however, all real property management taxes, all debt service (and all fees, penalties and costs (not to exceed 4% of revenuesrelated thereto) and administrative fees; bookkeeping services; labor; and any reserves and/or escrows required by the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount terms of any such expense Facility Loan Documents shall be paid in Operating Costs in any one period, Landlord, at its election, may spread a timely manner directly by Tenant and Manager shall have no obligation with respect thereto. Notwithstanding the inclusion of, or may amortize, any such expensesforegoing, in the event the funds available in the Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above Account are insufficient to the contrary, Operating Costs shall not include pay (1i) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant payroll (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductiblesPermitted Expenditures), condemnation awards, a tenant of the Building, or otherwise (ii) amounts due under National Contracts when owed (to the extent so reimbursed; Permitted Expenditures), (3iii) expenditures required to cause compliance with Applicable Law (to the extent Permitted Expenditures) or (iv) expenditures required to protect the Facility and/or the health and safety of the Facility occupants or employees in the event of an imminent threat thereto, Manager shall have the right, but not the obligation, to pay such expenses from its own funds and to seek reimbursement therefor from Tenant or from funds in the Operating Account. Facility Expenses shall also include a pro rata portion of any real estate brokerage commissions expenses incurred by Manager for the benefit of the Facility which also benefit one or more other costs facilities operated by Manager or an Affiliate of Manager, provided that the methodology used to allocate expenses to the Facility is reasonable and equitable and approved by Tenant. Notwithstanding the foregoing, Manager is specifically responsible for all expenses (w) relating to all corporate offsite personnel and other offsite overhead expenses of Manager and its Affiliates (specifically excluding expenses relating to any employee that are payable by Tenant pursuant to any contract, which contract is approved by Tenant), (x) of any in-house risk manager, architect, accountant, attorney or professional advisor or consultant employed by Manager or its Affiliate or by Tenant, in consultation with Manager, to ensure compliance with the Performance Standard, (y) incurred in procuring tenants, the management or any fee in lieu operation of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by properties or communities other than the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costsFacility, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present (z) otherwise designated hereunder as an obligation or prospective tenants or other occupants responsibility of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or CenterManager.

Operating Costs. “Operating Costs” includes all " means (except as provided --------------- herein) 100% of the actual expenses, costs and disbursements of any kind other than Taxes, paid or incurred by Landlord in connection with the ownership, leasing, management, maintenance, operation and its Property Manager repair of any part of the Project and of the personal property, fixtures, machinery, equipment, systems and apparatus used in operating, managing, repairing and maintaining the Common Facilitiesconnection therewith, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried providing those services required to be furnished by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parkingunder this Lease. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1a) costs of alterations of tenant premises; (b) costs of capital improvements, except those intended to reduce Operating Costs, and those made to keep the cost Project in compliance with governmental requirements applicable from time to time, amortized by Landlord in accordance with sound accounting and management principles; (c) interest and principal payments on mortgages or any other debt costs, or rental payments on any ground lease of providing any service directly to and paid in full directly by any single tenant other than Tenant the Project (outside of such tenant’s Operating Cost payments"Ground Lease"); (2d) the real estate brokers' leasing commissions; (e) any cost of any items to the extent or expenditure for which Landlord is reimbursed by insurance proceeds or otherwise, except by Operating Cost Share Rent; (except for deductibles), condemnation awards, a f) the cost of any service furnished to any office tenant of the BuildingProject which Landlord does not make available to Tenant; (g) depreciation or amortization of any improvements, except as specifically set forth in this Lease; (h) costs of repairs, alterations or otherwise replacements caused by the exercise of the rights of imminent domain to the extent so reimbursedLandlord receives net condemnation proceeds therefor; (3i) costs of electricity for individual tenant spaces, (j) costs of any special services rendered or costs reimbursed to other tenants which are not generally reimbursed or rendered to either retail or office tenants in the Building; (k) costs and expenses incurred in connection with leasing space in the Building, such as legal fees for the preparation of leases, tenant allowances, space planner fees and advertising and promotional expenses (1) court costs and legal fees incurred with regard to enforcing the obligations of tenants under other leases; (m) any real estate brokerage commissions expenses for services or items for which Tenant directly reimburses Landlord (other costs incurred in procuring tenants, than as a component of Operating Expenses) or any fee in lieu of commissionspays to third parties at Landlord's request; (4) ground lease payments (if any); (5n) costs and expenses incurred by Landlord caused solely by the as a result of a violation by Landlord of the terms and conditions of any lease in the Building or of space any law, statute or ordinance, or any debt agreement or ground lease; (o) costs and expenses of relocation of any tenants in the Building; (6p) Landlord’s general corporate costs, fines or penalties incurred due to violation by Landlord of any governmental rule or law except as incurred by Landlord in challenging any law; (q) overhead not attributable and profit paid to subsidiaries of Landlord or entitles under common control with Landlord for services on or to the CenterBuilding, but only to the extent that the cost of such services exceeds normal rates being paid for such services by owners of other first class office buildings in the Chicago metropolitan area; (7r) bad debt wages, salaries or fringe benefits related to any employee above the rank of Building manager; (s) amounts of any political and charitable contributions paid by Landlord; (t) compensation paid to clerks or attendants in commercial concessions operated by Landlord, if any, except that Operating Expenses shall include such compensation if landlord deducts from the computation of Operating Expenses any profits derived by Landlord from such concession; (u) rentals or other related expenses incurred by Landlord in leasing Building systems and interestmajor Building components; and (v) costs of acquiring sculptures, principalpaintings or other objects of art for the Building. If the Project is not fully leased during any portion of any fiscal year, points and fees on debts or amortization on any ground leaseLandlord may adjust (an "Equitable Adjustment") Operating Costs to equal what would have been incurred by Landlord had the Project been fully leased. For example, mortgage or mortgages or any other debt instrument encumbering assume (i) the Building has ten floors; (including ii) the real property on which the Building Tenant occupies one floor and Tenant's Proportionate Share is situatedten percent (10%); (8) costsiii) the other nine floors are vacant; (iv) the cost of providing a particular service for Tenant's floor is $1,000. If Tenant paid Tenant's Proportionate Share of that cost, including permitTenant would pay $100. Instead, license and inspection costsLandlord shall estimate the cost of such service for the Building if it were one hundred percent (100%) leased. Landlord would take into account any economies of scale; for example, the cost for the entire Building might be $9,000. The Landlord's estimate ($9,000) minus the actual cost incurred with respect by the Landlord ($1000) equals the Equitable Adjustment ($8000). The Equitable Adjustment is added to the installation actual cost and Tenant pays Tenant's Proportionate Share of other tenants’ the total; in this example, Tenant would pay $9,000 times 10% or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements $900. This Equitable Adjustment shall apply only to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are variable and therefore increase as leasing of the Project increases. Landlord may incorporate the Equitable Adjustment in its estimates of Operating Costs. If Landlord does not offered furnish any particular service whose cost would have constituted an Operating Cost to Tenant; (11) electric power costs a tenant who has undertaken to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public perform such service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely itself, Operating Costs shall be increased by the negligence or willful misconduct of another tenant or occupant of amount which Landlord would have incurred if it had furnished the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining service to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Centersuch tenant.

Operating Costs. From and after the Commencement Date, Tenant shall pay as Additional Rent to Landlord 100% of the Operating Costs (as defined herein). Tenant shall pay estimated Operating Costs monthly as Additional Rent due and payable on the same day as Base Monthly Rent with an annual reconciliation of Operating Costs taking place within 120 days of the end of the calendar year. The term “Operating Costs” includes means all costs costs, expenses and disbursements of every kind and nature paid or incurred by Landlord the Landlord, or otherwise on behalf of the Landlord, in connection with the ownership, operation, management of the Premises and its Property Manager in operatingthe maintenance, managingreplacement and repair of the non-structural components of the Building, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost all of public liability, property damage and other Insurance carried which will be determined by Landlord on an accrual basis. Operating Costs will include, without limiting the generality of the foregoing, the following: (i) maintenance and its Property Manager service agreements for the Premises and applicable the equipment therein, including, but not limited to, security services or alarm services, if any, and HVAC maintenance; and all such other expenses and costs necessary or desirable to be incurred for the operation of the Premises; (ii) personal property taxes of Tenant; (iii) insurance maintained by Landlord in connection with the Premises; (iv) amortization of capital costs or expenditures incurred for any repair or replacement to the Common Facilities, Premises (including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities capital expenditure reasonably necessary for the Common Facilities; operation and maintenance of the Premises, or required by law or any governmental authority), together with interest thereon at the rate of seven percent (7%) per annum, on a straight-line painting and parking lot repairs; roof repairs; lighting for basis over the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over greater of ten (10) years or its useful life as reasonably determined by Landlord; the costs utilized for federal income tax purposes, and only annual amortization of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord improvement shall determine; provided; however, that any item be included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlordfor the relevant Operating Costs year; and (v) real estate taxes. Notwithstanding anything above to the contraryforegoing, Operating Costs shall not include (1i) the costs of special services rendered to Tenant for which a special or separate charge is made; (ii) any initial cost of providing construction of the Building Improvements and Site Improvements; (iii) leasing commissions; (iv) depreciation (except amortization of capital expenditures which are allocated over the useful life of said expenditure as described in this Section); (v) any cost of capital improvements that enlarge or expand the existing Building (except any such expenditures required by law or by any governmental or quasi-governmental authority having jurisdiction over the Building); (vi) repairs paid by proceeds of insurance (except the deductible and that portion not covered by insurance); (viii) ground rental payments, (ix) interest payments; (x) debt service directly payments made to and paid in full a mortgagee; (xi) any costs borne directly by any single Tenant under this Lease, including attorneys fees and disbursements incurred in leasing space or enforcing leases; (xii) attorneys’ fees and related expenses, court costs and other costs of collection incurred by Landlord because another tenant other than Tenant (outside of the Premises violated the terms of such tenant’s Operating Cost payments)lease agreement or to secure the defense of Landlord’s title to the Premises; (2xiii) overhead and profit paid to Landlord’s subsidiaries or affiliates for management or other services on or to the cost of any items Premises or for supplies or other materials, to the extent that such costs of services, supplies or materials exceed the competitive costs of comparable services, supplies or materials if they were provided by a person or entity that is not a subsidiary or affiliate of Landlord; (xiv) any costs, fines or penalties incurred because Landlord is reimbursed by insurance proceeds (except for deductibles)violated any governmental rule or authority or arising out of Landlord’s negligence, condemnation awards, a tenant of the Buildingwillful misconduct, or otherwise to the extent so reimbursedbreach of any law; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5xv) costs incurred by Landlord caused solely to test, survey, cleanup, contain, xxxxx, remove or otherwise remedy Hazardous Materials from the Premises, including asbestos and Hazardous Materials in the ground water or soil, unless such Hazardous Materials were in or on the Premises because of Tenant’s negligence or intentional acts; (xvi) incomes, excess profits or franchise taxes or other such taxes imposed on or measured by the violation by income of Landlord from the operation of the terms and conditions of any lease of space in the BuildingPremises; (6xvii) Landlord’s penalties and interest for late payment, including, but not limited to, taxes, real estate taxes, insurance, equipment leases and other past due amounts, unless such penalty and interest are otherwise described herein as an obligation of Tenant; (xviii) financing and refinancing costs and any costs in connection with a transfer or sale of the Premises; (xix) lease concessions, including rental abatements and construction allowances, granted to specific tenants; (xx) organizational expenses associated with the creation and operation of the entity which constitutes Landlord and all general corporate overhead and general administrative expenses not attributable related to the Centeroperation of the Premises; and (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9xxi) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs incurred for any individual premises which any tenant directly contracts with structural repairs to the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or CenterPremises.

Operating Costs. “Tenant shall, for the entire Term, pay to Landlord as an item of additional rent, without any setoff or deduction therefrom, except as expressly provided in this Lease, all costs ("Operating Costs” includes ") which Landlord may incur in maintaining and operating the Premises during each calendar year of the Term. "OPERATING COSTS" are defined to include all reasonable expenses and costs (but not specific costs which are separately billed to and paid by Tenant) which the Landlord shall pay or become obligated to pay because of or in connection with the operation and maintenance of the Premises, including but not limited to all real estate taxes and annual installments of special assessments due and payable in such calendar year with respect to the Premises; costs of any contest of such taxes, including reasonable attorney's fees; management fees, insurance premiums, utility costs, security costs, costs of wages, maintenance costs (relating to the Premises including sidewalks, landscaping and parking or service areas, common areas, service contracts, equipment and supplies) which for federal tax purposes may be expensed rather than capitalized, all in accordance with Generally Accepted Accounting Principles ("GAAP"), consistently applied but exclusive of legal fees, leasing commissions, depreciation, costs of leasehold improvements and all costs incurred by Landlord of a capital nature except as provided in the next sentence and its Property Manager in operatingpayments of principal and interest on any mortgages, managingdeeds of trusts, repairing and maintaining or other security devices covering the Common Facilities, including without limitation: gardening and landscaping; Premises. Operating Costs shall also include the cost yearly amortization of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements costs (amortized over the useful life of the improvement as reasonably determined by Landlord; Landlord in accordance with GAAP) incurred by the costs of altering, improving, renovating, upgrading or retrofitting any portion of Landlord for improvements to the Common Facilities Premises required to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently any change (after the Commencement Date (including without limitation those related to disabled personsDate) in the laws, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount rules or regulations of any such expense in governmental authority having jurisdiction, or, for purposes of reducing Operating Costs in any one periodCosts, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord which costs shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its the useful life of such improvements as reasonably determined estimated by Landlordthe Landlord in accordance with GAAP, but in no event shall the annual amortization be in excess of the savings. Notwithstanding anything above contained in this Lease to the contrary, Operating Costs the following shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred apply with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions real estate taxes and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center.assessments:

Operating Costs. “Tenant shall, for the entire Term, pay to Landlord as an item of additional rent, without any setoff or deduction therefrom, its Proportionate Share of costs ("Operating Costs” includes ") which Landlord may incur in maintaining and operating the Project during each calendar year of the Term. "Proportionate Share" is defined as the decimal equivalent of a fraction, the numerator of which is the rentable area of the Premises and the denominator of which is the rentable area within the entire Building. "Operating Costs" are defined to include all reasonable expenses and costs (but not specific costs which are separately billed to and paid by individual tenants, including Tenant) which the Landlord shall pay or become obligated to pay because of or in connection with the operation and maintenance of the Project and supporting facilities of the Project, including but not limited to all real estate taxes and annual installments of special assessments payable in such calendar year with respect to the Project; costs of any contest of such taxes, including reasonable attorney's fees; management fees (except that no management fee shall be charged during such period(s) that Tenant elects to maintain and manage the common areas pursuant to Section 10), insurance premiums, utility costs, security costs, costs of wages, maintenance costs (relating to the Project including sidewalks, landscaping and parking or service areas, common areas, service contracts, equipment and supplies) and all other costs of any nature whatsoever which for federal tax purposes may be expensed rather than capitalized, all in accordance with Generally Accepted Accounting Principles, consistently applied but exclusive only of leasing commissions, depreciation, costs of leasehold improvements and payments of principal and interest on any mortgages, deeds of trusts, or other security devices covering the Project. Operating Costs shall also include the yearly amortization of capital costs incurred by the Landlord and its Property Manager in operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable for improvements or structural repairs to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities Project required to comply with all any change after the commencement date in the laws, rules or regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in governmental authority having jurisdiction, or for purposes of reducing Operating Costs in any one period(other than by replacement of worn out and obsolete equipment or building components), Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord which costs shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its the useful life of such improvements or repairs, as reasonably estimated by the Landlord, but in no event in excess of the savings. The management fee shall not exceed 3% of Tenant's Base Rent and Operating Costs (determined without reference to any management fee or taxes and special assessments). Operating Expenses shall not include any compensation or benefits for any off-site manager, any administrative or overhead expenses, any special assessments or charges in the nature of or in lieu of assessments which are now levied or pending or which are hereafter imposed or levied in connection with or as a consequence of the development of the Project. As soon as reasonably practicable prior to the commencement of each calendar year during the Term, Landlord shall furnish to Tenant an estimate of Operating Costs for the ensuing calendar year and Tenant's Proportionate Share thereof. Tenant shall pay, as additional rent hereunder together with each installment of Base Rent, one-twelfth (1/12th) of its estimated annual Proportionate Share of Operating Costs. As soon as reasonably practicable after the end of each calendar year during the Term and in any event within 120 days, Landlord shall furnish to Tenant a statement of the actual Operating Costs for the previous calendar year, including Tenant's Proportionate Share of Operating Costs, and within thirty (30) days thereafter Tenant shall pay to Landlord, or Landlord shall credit to the next rent payments due Landlord from Tenant, as the case may be, any difference between the actual Operating Costs and the estimated Operating Costs paid by LandlordTenant. Tenant's Proportionate Share of Operating Costs for the years in which this Lease commences and terminates shall be prorated by multiplying the actual Operating Costs by a fraction the numerator of which is the number of days of that year of the Term and the denominator of which is 365. Notwithstanding anything above any other provision herein to the contrary, it is agreed that in the event that the Project is not fully occupied at any time during the Term, an adjustment shall be made in computing the management fee component of the Operating Costs for such year so that the management fee component of the Operating Costs shall not include be computed for such year as though the Project had been fully occupied during such year. For a period of three (13) years following Tenant's receipt of Landlord's statement of actual Operating Costs, Landlord shall keep available for Tenant's inspection and/or audit complete books and records relating to Operating Costs. During this period Tenant may copy, inspect and/or audit Landlord's Operating Costs books and records upon reasonable notice to Landlord. The audit must be performed during regular business hours in the offices where Landlord maintains its accounting records. No subtenant will have the right to audit under this provision. An assignee may have the right to audit as provided herein, however, such right shall only apply to the assignee's term pursuant to the Lease. In the event a discrepancy of three percent (3%) or more is found in favor of Tenant, Landlord shall pay the cost of providing any service directly to and paid in full directly such audit. If the audit discloses an overcharge by any single tenant other than Landlord, Landlord shall reimburse Tenant for such overcharge within twenty (outside of such tenant’s Operating Cost payments); (220) days, unless Landlord disputes the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant result of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Centeraudit.

Operating Costs. “Operating Costs” includes all means any expenses, costs and disbursements of any kind other than Taxes, paid or incurred by Landlord in connection with the management, maintenance, operation, insurance (including the related deductibles), repair and its Property Manager other related activities in operatingconnection with any part of the Project and of the personal property, managingfixtures, repairing machinery, equipment, systems and maintaining the Common Facilitiesapparatus used in connection therewith, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried providing those services required to be furnished by Landlord under this Lease and its Property Manager a management fee equal to five (5%) percent of all Gross Rental derived from the Building (“Gross Rental” shall mean Base Rent and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined Additional Rent payable by Landlord; tenants). Operating Costs shall also include the costs of alteringany capital improvements which are intended to reduce Operating Costs or improve safety, improving, renovating, upgrading or retrofitting any portion of and those made to keep the Common Facilities to comply Project in compliance with all laws, regulations and governmental requirements applicable from time to time or to replace existing capital improvements, facilities and equipment within the Center put into effect Building or interpreted differently after the Commencement Date common areas of the Project, such as the roof membrane, the roof, structural elements of the Building, and resurfacing of the parking areas (including without limitation those related to disabled personscollectively, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits“Included Capital Items”); security service; property management provided, that the costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Included Capital Item shall be amortized by Landlord, together with an amount equal to interest at its electionten (10%) percent per annum, may spread over the inclusion of, or may amortize, any estimated useful life of such expenses, in Operating Costs over item and such multiple periods as Landlord shall determine; provided; however, that any item amortized costs are only included in Operating Costs which is capital in nature will be amortized over its for that portion of the useful life as reasonably determined by Landlordof the Included Capital Item which falls within the Term, unless the cost of the Included Capital Item is less than Ten Thousand ($10,000) Dollars in which case it shall be expensed in the year in which it was incurred. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) Property Taxes, depreciation on the cost of providing any service directly to and paid in full directly by any single tenant Building other than Tenant (outside depreciation on exterior window coverings provided by Landlord and carpeting in public corridors and common areas and the personal property referred to above; costs of such tenant’s Operating Cost payments)tenants’ improvements in excess of tenant standard; (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenantsbrokers’ commissions, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions or disputes with present Building tenants or prospective tenants Building tenants; any expense to the extent Landlord receives direct reimbursement by tenants, insurers or other occupants third parties; interest, principal, attorney fees, points, fees and other lender costs and closing costs on any mortgage or mortgages, ground lease payments or other debt instrument encumbering the Project; costs of operation of the Buildingbusiness of the ownership of the Project or entity that constitutes Landlord or Landlord’s property manager, as distinguished from the cost of Project operations, except to the extent that those costs and expenses are included in the management fees; (14) Landlord’s general entity overhead and general administrative expenses, except to the extent that those costs (including and expenses are included in connection therewith all attorneys’ fees the management fees; and costs of settlementneeded to remedy any noncompliance, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant existing as of the date that this Lease is executed and delivered by both parties, of the Project with the Governmental Requirements then in existence. Notwithstanding anything to the contrary contained in this Section 2.C.(1), Operating Costs shall only include (i) Operating Costs fairly allocable to the Building; , and (15ii) costs incurred in connection with any future expansion a proportionate share (based on the gross rentable area of the Building or Centeras a percentage of the gross rentable area of all of the buildings in the Project) of all Operating Costs which relate to the Project in general and are not fairly allocable to any one building in the Project. If the Project is not fully occupied during any portion of any Lease Year, Landlord may adjust Operating Costs to equal what would have been incurred by Landlord had the Project been fully occupied. Landlord may incorporate such adjustments in its estimates of Operating Costs.

Operating Costs. “Operating Costs” includes all costs incurred by Landlord and its Property Manager in of operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost of public liability, liability and property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunderinsurance; Real Property Taxes Taxes, as defined in Section 8.2 but applicable to the Common Facilities; utilities for the Common Facilitiesutilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilitieslighting; trash and refuse removal for the Common Facilitiesremoval; supplies; equipment; exterior painting; capital improvements; provided that capital improvements (including without limitation the costs of roof, parking lot and underground utilities replacements), which expenses shall be amortized by Landlord over the useful life as reasonably determined by of the item, provided however that, at Landlord’s discretion, replacement costs of the heating and air conditioning system shall not be amortized, but shall be passed through to Tenant based upon its unamortized pro rata share; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-energy saving retrofits); the costs of renovating or remodeling from time to time for the benefit of all tenants in the Center; security service; property management costs (and administrative fees not to exceed 4% of revenues) and administrative feesthe gross rental income of the Center; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parkingservices. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, or a reasonable reserve for anticipated expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred items set forth in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord Section 31 of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or CenterAddendum.

Operating Costs. The term “Operating Costs” includes shall mean the total of all of the costs incurred by Landlord and its Property Manager in operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable relating to the Common Facilitiesownership, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting operation, and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion maintenance of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; Building Project and the cost services provided tenants in the Building Project. By way of personnel to implement such services explanation and to direct parking. In lieu clarification, but not by way of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrarylimitation, Operating Costs shall not will include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with leasefor the following: Real Estate Taxes; pest control; trash and garbage removal (including dumpster rental); xxxxxx and matron service; security; Common Areas decorations; repairs, sublease and/or assignment negotiations maintenance, and transactions with present or prospective tenants alteration of building systems, Common Areas, and other portions of the Building Project to be maintained by Landlord; amounts paid under easements or other occupants recorded agreements affecting the Building Project, including assessments paid to property owners’ associations; repairs, maintenance, replacements, and improvements that are appropriate for the continued operation of the BuildingBuilding Project as a first class building; (14) costs (improvements required by law; improvements in security systems; materials, tools, supplies, and equipment to enable Landlord to supply services that Landlord would otherwise have obtained from a third party; expenditures designed to result in savings or reductions in Operating Costs; landscaping, including in connection therewith fertilization and irrigation supply; parking area maintenance and supply; property management fees; an onsite management office; all attorneys’ fees utilities serving the Building Project and not separately billed to or reimbursed by any tenant of the Building Project; cleaning; window washing, and janitorial services; all insurance customarily carried by owners of comparable buildings or required by any mortgagee of the Building Project; supplies; service and maintenance contracts for the Building Project; wages, salaries, and other benefits and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant employees of the BuildingLandlord up to and including the building manager (including a pro rata share only of the wages and benefits of employees who are employed at more than one building; which pro rata share shall be determined by Landlord and shall be based on Landlord’s estimate of the percentage of time spent by the employees at the Building Project); legal, accounting, and administrative costs; and (15) costs incurred in connection with any future expansion uniforms and working clothes for employees and the cleaning of them. Landlord may contract for the performance of some or all of the Building or Centermanagement and maintenance functions generally described in this section with entities that are affiliated with Landlord.

Operating Costs. “Except as provided in Section 3.3, Tenant shall pay the Operating Costs to Landlord, as Additional Rent, beginning on the Commencement Date and throughout the remainder of the Term. As used in this Lease, the term "Operating Costs” includes " shall mean any and all expenses, costs and disbursements of any kind and nature whatsoever paid or incurred by Landlord in connection with and its Property Manager in operatingproperly allocable to the management, managingmaintenance, operation and repair of the Building, including, without limitation, the costs of maintaining and repairing and maintaining the Common FacilitiesAreas and the Parking Facility, including without limitation: gardening to the extent allocable to the Building, easements, property management fees (which fees shall not exceed two and landscaping; one-half percent (2.5%) of Rents billed by Landlord to Tenant for the Premises, but excluding Operating Costs (other than Taxes) which are billed directly to Tenant by the supplier thereof and are paid by Tenant directly to such supplier), expenses for maintenance salaries, fringe benefits and related costs for personnel providing building supervisory and maintenance services for the Premises at the rank of building manager and below, which for such persons also working on properties other than the Building and the Land shall be allocated on the basis of the time spent working on the Building and the Land, the cost of public liabilityinsurance coverages obtained by Landlord, property damage heating and air conditioning costs for Common Areas (if any), electricity and other Insurance carried utility costs, the costs of routine repairs and maintenance for the Building, landscape maintenance, snow removal, Taxes and costs and expenses paid or incurred by Landlord and its Property Manager and applicable in protesting any assessments, valuations, levies or the Taxes which Landlord shall pay or become obligated to pay in respect of a fiscal tax year (regardless of when such Operating Costs were incurred), the Common Facilitiescosts of maintaining the Cafeteria Space, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for costs of maintaining the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for Fitness Space, the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life Building's share (as reasonably determined by Landlord; the costs ) of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel operating, maintaining and repairing any areas, facilities or easements which are common to implement the Building and any other properties or buildings sharing common facilities with the Building (such services as, but not limited to, Parking Facility repair, operation and maintenance, snow plowing and removal, landscaping, Common Area and street lighting, insurance, taxes, security and management but specifically excluding costs, maintenance or repair or Taxes related to direct parking. In lieu Winter Place) and amortization of including the entire amount cost of any capital improvements that are (A) made to reduce Operating Costs or limit increases therein, to the extent of such expense estimated savings in Operating Costs or to the estimated reduction in increases thereto) or (B) required by any one period, Landlord, at its election, may spread applicable Law enacted after the inclusion of, date hereof or may amortizefirst interpreted to apply after the date hereof; provided, any such expenses, in Operating Costs over such multiple periods as Landlord amortization or depreciation shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its calculated based on the useful life of such improvement and shall utilize a rate of interest that is not in excess of two percent over the Prime Rate of interest that is in effect as reasonably determined by Landlordof the date of the completion of such improvements or installation. Notwithstanding anything above to the contraryforegoing, "Operating Costs Costs" shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center.following:

Operating Costs. “Operating Costs” includes all costs All expenses paid or incurred by Landlord and its Property Manager in for maintaining, operating, managingowning and repairing any or all of the Land, repairing Building, related improvements, and maintaining the Common Facilitiespersonal property used in conjunction with such Land, Building and related improvements, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried all expenses paid or incurred by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include for: (1) utilities, including electricity, water, gas, sewers, refuse collection, telephone charges, cable television or other electronic or microwave signal reception, steam, heat, cooling or any other service which is now or in the cost of providing any service directly to future considered a utility and paid in full which are not payable directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space tenants in the Building; (2) supplies; (3) cleaning and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, moving, fertilizing, seeding and replacing plants), snow removal and other services; (4) security services, if any; (5) premiums and deductibles for insurance; (6) Landlord’s general corporate overhead management fees and administrative salaries (not attributable to increase on a cumulative basis over the management fees and administrative salaries included in the Base Amount by more than 150% of the increase in the Consumer Price Index, Urban Wage Earners & Clerical Workers, from the date of this Lease to the Centerdate of calculation); provided, however, the management fees and administrative salaries included in the Base Amount shall not exceed 4% of gross receipts; (7) bad debt expenses Property Taxes, tax consultant fees and interestexpenses, principal, points and fees on debts or amortization on costs of appeals of any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated)Property Taxes; (8) costs, including permit, license and inspection costs, incurred with respect to the installation services of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are requiredindependent contractors; (9) any costs expressly excluded from Operating Costs elsewhere compensation ** Portions of this exhibit have been omitted and filed separately pursuant to an application for confidential treatment filed with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. (including employment taxes and fringe benefits) of all persons who are directly engaged in this Leasethe repair, operation and maintenance of the Building and the Land, provided that such expenses shall only be included to the extent they are not included in the management fee described in (6) above; (10) expenses in connection with services or other benefits which are not offered to Tenantlicense, permit and inspection fees; (11) electric power costs audit fees and accounting services related to any individual premises the Building other than in connection with Tenant’s audit of Landlord’s Books pursuant to 3.4.3(b), and charges for the computation of the rents and charges payable by tenants in the Building or other utility costs for any individual premises which any tenant directly contracts with (but only to the local public service companyextent the cost of such fees and services are in addition to the cost of the management fee); (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct cost of another tenant or occupant of the Centermaintenance, repairs and replacements; (13) marketing costs, including leasing commissions maintenance and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Buildingservice contracts unless directly paid by Tenant; (14) costs legal fees not attributable to leasing, collection or collection activity and only to the extent that they benefit the tenants or project generally; (including 15) elevator service and repair, if any; (16) the annual amortization of costs, if any, incurred by Landlord for compliance with Access Laws, as set forth in connection therewith all attorneys’ fees the paragraph captioned “Access Laws;” and costs (17) any other expense or charge which, in accordance with generally accepted accounting and management principles, would be considered an expense of settlementmaintaining, judgments and/or payments operating, owning or repairing the Building. Operating Costs shall also include an amount necessary to amortize the cost of improvements which would be considered capital improvements under Institutional Accounting Practices (as distinguished from replacement parts or components installed in lieu thereofthe ordinary course of business) arising from claimsinstalled to reduce Operating Costs, disputes or potential disputes in connection with potential or actual claimsthe cost to replace carpeting, litigation or arbitrations pertaining to another tenant draperies and wall coverings for the common areas of the Building, and the cost of all capital improvements required by governmental agencies by reason of laws and ordinances first enacted following the Commencement Date; all amortized over their useful economic lives together with market interest on their unamortized balances and only the annual amortization amount may be included in Operating Costs for each Year (15or portion thereof) costs incurred in connection with any future expansion of such useful economic life within the Lease Term. Any cost or expense of the Building nature described above shall be included in Operating Costs for any calendar year no more than once, notwithstanding that such cost or Centerexpense may fall under more than one of the categories listed above. Expenses shall be calculated on the accrual basis of accounting.

Operating Costs. (a) “Operating Costs” includes all are the reasonable costs incurred by Landlord and its Property Manager in of managing, operating, managingmaintaining, repairing repairing, refurbishing and maintaining insuring the Common FacilitiesBuilding and all common areas and facilities within the Property (including, including without limitation: gardening but not limited to, elevators, stairwells, loading areas, parking areas, pavements and walkways, landscaping, gardening, storm drainage, and other utility systems); the cost of public liabilityutilities for such common areas and facilities; fire protection and security services, property damage if any; traffic control equipment; repairs; parking lot striping; lighting; sanitary control; janitorial services for the common areas; removal of trash, rubbish, garbage and other Insurance carried by Landlord refuse; depreciation on or rentals of machinery and equipment used in such maintenance over its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlordon a straight line basis; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel on-site to implement such services and to direct parking. In lieu services; all insurance of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion ofwhatsoever nature kept, or may amortizecaused to be kept, any by Landlord out of or in connection with the ownership of the Building and common areas, including, but not limited to, insurance insuring the same against loss or damage by, or abatement of rental income resulting from, fire and other such expenseshazards, casualties, and contingencies, and liability and indemnity insurance; plus the actual administrative and overhead costs of Landlord’s on-site personnel in Operating Costs over such multiple periods conformance with Landlord’s current practice as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlordof the date of this Lease. Notwithstanding anything above to the contrary, Operating Costs Such costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2i) the cost of any items capital improvements or capital expenditures in or to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, the Property or otherwise to the extent so reimbursedPremises as determined under generally accepted accounting principles; (3ii) any real estate brokerage commissions work which Landlord performs specifically for or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by at the violation by Landlord of the terms and conditions expense of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14iii) costs (including in connection therewith all attorneys’ fees maintenance of the HVAC system serving the Premises and costs maintenance of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant any other HVAC systems serving other portions of the Building; and (15iv) trash removal from the dumpster located on the exterior of the Building; (v) costs related to ground rent, interest or debt service; (vi) penalties, fines or late charges, or any other costs which may be incurred in connection with any future expansion as the result of the Building negligent or Center.willful misconduct of Landlord or Landlord’s agents, employees, invitees, licensees and contractors; (vii) any amounts payable to Landlord or any affiliate of Landlord, except payment for services rendered where the charges for such services are reasonably commensurate with the charges for similar services provided by similarly qualified persons in the geographical location in which the Property is located; (viii) management fees in excess of four percent (4%)

Operating Costs. “The term "Operating Costs” includes all costs incurred " means the total amounts paid or payable by Landlord Landlord, or others on behalf of Landlord, in any calendar year, in connection with the ownership, maintenance, repair and its Property Manager in operatingoperations of the Project, managing, repairing and maintaining including the Common FacilitiesBuilding and, including without limitation: gardening limiting the generality of the foregoing, the amounts paid for all energy and fuel used in connection with common areas and used in and about the Project, but not in the Demised Premises, the amount paid for all electricity furnished to the Project, other than electricity furnished to and paid for by tenants in accordance with their separate meters; the amount paid for all hot and cold water other than that chargeable to tenants by reason of their extraordinary consumption of water; the amount paid for all labor and/or wages and other payments including cost to Landlord of workmen's compensation and disability insurance, payroll taxes, welfare and fringe benefits made to janitors, security personnel, employees, contractors and subcontractors of the Landlord involved in the operation and maintenance of the Project; sewer taxes and charges; Real Estate Taxes (as are hereinafter described); managerial, administrative and telephone expenses related to the Project; the total charges of any independent contractors employed in the care and operation, maintenance and cleaning of the Project, including snow and trash removal and landscaping; the amount paid for all supplies, tools, equipment and necessities which are occasioned by everyday wear and tear; the cost of public liabilityaccounting services necessary to compute the rents and charges payable by tenants; legal, property damage inspection and consulting services; the cost of pest control; the cost of guards and other Insurance carried protection services; payments of general maintenance and repairs to the plant and equipment supplying climate control; and the amount paid for premiums for all insurance required or deemed desirable from time to time by Landlord and its Property Manager and applicable to the Common Facilitiesor Landlord's mortgagee(s), including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% loss of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parkingrent or business interruption insurance. In lieu of including the entire amount of any such expense in Operating Costs in any one periodshall not, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included include interest on debt, capital retirement of debt, costs properly chargeable to capital account except for capital expenditures which reduce operating expenses in Operating Costs which is capital in nature will case such expenditures shall be amortized over its useful the life as reasonably of the object for such capital expenditure, or any cost which is charged to and collected from any tenant of the Project on account of any negligent or willful act or omission of such tenant or for which such tenant may be liable, contractually or otherwise. The reference to "Project" in this subparagraph (b) shall include all related facilities, including sidewalks, loading and/or parking areas and driveways, landscaping, curbs, curb cuts and other public areas in or around the Building, other buildings and improvements in the Project. The provision or termination of such services or others and the degree thereof shall be determined by Landlord. Notwithstanding anything above Moreover, when Landlord causes services to be rendered by independent third parties, Landlord shall have no liability for the contraryperformance thereof or liability therefor, Operating Costs shall provided that Landlord has not include (1) been grossly negligent in the cost of providing any service directly to hiring and paid in full directly by any single tenant other than Tenant (outside supervision of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Centerthird parties.

Operating Costs. From and after the Commencement Date, Tenant shall pay to Landlord, as additional rent, Tenant’s Proportionate Share of Operating Costs (as hereinafter defined) incurred by Landlord with respect to the Building. As used herein, “Operating Costs” includes means all costs incurred by Landlord and its Property Manager in of, including appropriate reserves for, operating, managingmanaging (estimated to be four percent (4%) of Base Rent), repairing administering, repairing, replacing, improving, equipping, supplying, insuring (including but not limited to rent loss insurance), lighting, landscaping, cleaning and maintaining the Building and the facilities and equipment contained therein and its Common FacilitiesAreas, including including, without limitation: gardening , removing water, snow and landscaping; ice, painting, resurfacing and striping of the parking area and driveway area, policing, providing security and fire protection, pest and rodent control, traffic regulation, removing debris, trash and refuse, personal property taxes, equipment rental, permits and licenses, operating of audio systems, providing utilities, compensation paid to, and all other expenses of, personnel employed in operating the Building and all other areas, facilities, equipment, easement areas, fixtures and buildings used in the maintenance and operation of the Building, together with the cost of public liabilityrepair, property damage painting, maintenance, replacement and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilitiesrental of signs, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; directories, doors, roofs, ceilings, skylights, windows, exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of alteringwalls, improvingbasement foundation walls, renovatingif any, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, not made a part of premises leased to any other tenant of the Building, or otherwise refurbishing and modernizing equipment servicing the Building, plus an amount equal to fifteen percent (15%) of the total of all of the foregoing to cover Landlord’s administration and overhead. Tenant’s Proportionate Share of Operating Costs shall be paid in advance in estimated monthly installments on the first day of each calendar month in an amount equal to the extent so reimbursed; Operating Charge set forth in Section 1.13. Within ninety (390) days after the end of each calendar year during the Term, Landlord shall notify Tenant of the actual amount of Tenant’s Proportionate Share of Operating Costs itemized in reasonable detail. If the total of Tenant’s Payments of the Operating Charge for the same period is more than Tenant’s Proportionate Share of Operating Costs for such period, Landlord shall refund Tenant the overpayment within fifteen (15) days of such reconciliation. If the total of Tenant’s payments of the Operating Charge for the same period is less than Tenant’s Proportionate Share of Operating Costs for such period, Tenant shall pay Landlord the deficit within fifteen (15) days after receipt of such notice. Landlord shall have the right, from time to time during the Term, to notify Tenant in writing of any real estate brokerage commissions adjustments in the amount of the Operating Charge to be paid by Tenant hereunder and thereafter Tenant shall make payments accordingly without notice or other costs incurred in procuring tenants, or any fee demand in lieu of commissions; the amount set forth in Section 1.13. Tenant’s obligation for additional rent under this Section 3.4 for any partial calendar year during the Term shall be prorated based upon the number of days of the Term during such year. Tenant’s obligation for additional rent under this Section through the Termination Date shall survive the expiration of the Term of this Lease. If Tenant shall not dispute any item or items shown on Landlord’s statement within one hundred twenty (4120) ground lease payments (if any); (5) costs incurred days after such notice, Tenant shall be deemed to have approved such statement and shall be estopped from contesting such statement or the amount due. If Tenant shall dispute any item or items included by Landlord caused solely by in determining Operating Costs, Tenant shall nevertheless pay to Landlord in full the violation amount claimed by Landlord of and shall not offset or withhold any payment while its dispute is pending. If such dispute is not amicably settled between Landlord and Tenant within thirty (30) days after such notice, either party may during the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and fifteen (15) costs incurred days after the expiration of such thirty (30) day period refer such disputed item or items to a reputable firm of independent certified public accountants mutually acceptable to Landlord and Tenant for resolution, and the decision of such firm shall be conclusive and binding upon Landlord and Tenant. The expenses involved in connection with such determination shall be borne by the party against whom a decision is rendered by such accountants, provided that if more than one item is disputed and the decision shall be against each party in respect to any future expansion item or number of items disputed, then the expenses shall be apportioned according to the monetary value of the Building or Centeritems decided against each party.

Operating Costs. “Tenant shall, for the entire Lease Term, pay to Landlord as additional rent, without any set-off or deduction therefrom, Tenant's share of all costs which Landlord may incur in owning, maintaining and operating the Project for each calendar year during the Lease Term. Said costs are referred to herein as "Operating Costs” includes " and are hereby defined to include, but shall not be limited to, all costs incurred by Landlord real estate taxes and its Property Manager in operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost annual installments of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable special assessments payable with respect to the Common FacilitiesProject, including any deductibles thereunder; Real Property Taxes applicable to maintenance, repair, replacement and care of all heating, lighting, plumbing and air conditioning fixtures, equipment and systems serving the Common Facilities; utilities for the Common Facilities; line painting common areas, parking and parking lot repairs; roof repairs; lighting for the Common Facilities; trash landscape areas, signs, snow removal, non-structural repair and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion maintenance of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% exterior of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situatedcosts of equipment purchased and used for such purposes); (8) , management fees, insurance premiums, utility costs, including permitcosts of wages, license services, equipment and inspection costssupplies, and all other costs of any nature whatsoever which for federal tax purposes may be expensed rather than capitalized, but exclusive only of leasing commissions, depreciation, costs of tenant improvements, and payments of principal and interest on any mortgages covering the Project. Operating Costs shall also include any expenses or the yearly amortization of capital costs incurred with respect by Landlord for improvements or structural repairs to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants Project required to comply with any change in the Building laws, rules or incurred in renovating regulations of any governmental authority having jurisdiction, or otherwise improvingfor purpose of reducing Operating Costs, decoratingwhich costs shall be amortized over the useful life of such improvements or repairs, painting or redecorating vacant space for tenants or other occupants in as reasonably estimated by Landlord. Tenant's proportionate share of operating expenses shall be that fraction, the Building unless improvements to numerator of which is the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits area of Tenant's Demised Premises and the denominator of which are not offered to Tenant; (11) electric power costs to any individual premises in is the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants total area of the Building; . As soon as reasonably practicable prior to the commencement of each calendar year during the Lease Term, Landlord shall furnish to Tenant an estimate of Tenant's share of Operating Costs for the ensuing calendar year, and Tenant shall pay, as additional rent hereunder together with each installment of monthly base rent, one-twelfth (14l/12th) costs (including in connection therewith all attorneys’ fees and costs of settlementits estimated annual share of such Operating Costs. As soon as reasonably practicable after the end of each calendar year during the Lease Term, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining Landlord shall furnish to another tenant Tenant a statement of the Building; actual Operating Costs for the previous calendar year, including Tenant's share of such amount, and within thirty (1530) costs incurred days thereafter, Tenant shall pay to Landlord, or Landlord to Tenant as the case may be, the difference between such actual and estimated excess Operating Costs paid by Tenant. Tenant's share of such excess Operating Costs for the years in connection with any future expansion which this Lease commences and terminates, and shall be prorated based upon the dates of commencement and termination of the Building or CenterLease Term.

Operating Costs. “Operating Costs” includes all costs incurred by Landlord and its Property Manager in of operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and insurance applicable to the Common Facilities, including any reasonable deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilitiesutilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilitieslighting; trash and refuse removal for the Common Facilitiesremoval; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord(including without limitation the costs of roof, parking lot and underground utilities replacements); the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date Building (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including ; and the entire includable amount of any such expense Capital Costs (as provided in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by LandlordSection 6.4). Notwithstanding anything above to the contrarycontrary contained in this Lease, Operating Costs the following shall not include (1) the cost of providing any service directly to be included within Operating Costs: Leasing commissions, attorneys’ fees, costs, disbursements, and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs expenses incurred in procuring connection with negotiations or disputes with other tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interestconnection with leasing, principalrenovating, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant improving space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs The cost of any service sold to any tenant (including in connection therewith all attorneys’ fees Tenant) or other occupant for which Landlord is entitled to be reimbursed separately as an additional charge or rental over and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection above the basic rent and escalations payable under the lease with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Buildingthat tenant; and (15) costs incurred in connection with any future expansion of Any depreciation on the Building or CenterProperty; Costs incurred due to Landlord’s violation of any terms or conditions of this Lease or any other lease relating to the Building or Property; Overhead profit increments paid to Landlord’s subsidiaries or affiliates for management or other services on or to the building or for supplies or other materials to the extent that the cost of the services, supplies, or materials exceeds the cost that would have been paid had the services, supplies, or materials been provided by unaffiliated parties on a competitive basis; All interest, loan fees, and other carrying costs related to any mortgage or deed of trust or related to any capital item, and all rental and other payable due under any ground or underlying lease, or any lease for any equipment ordinarily considered to be of a capital nature (except as provided in Section 6.4 and except janitorial and other equipment which is not affixed to the Building); Any compensation paid to clerks, attendants, or other persons in commercial concessions operated by Landlord; Advertising and promotional expenditures; Costs of repairs and other work occasioned by fire, windstorm, or other casualty to the extent reimbursed by insurance; Any costs, fines, or penalties incurred due to violations by Landlord of any governmental rule or authority; Costs for sculpture, paintings, or other objects of art (nor insurance thereon or extraordinary security in connection therewith); Wages, salaries, or other compensation paid to any executive employees above the grade of building manager; or Costs of Hazardous Materials Remediation of the Common Areas not arising out of any act or omission of Tenant, or any assignee or subtenant of Tenant, or their respective agents, contractors, employees, licensees, or invitees.

Operating Costs. “Operating Costs” includes Costs shall include all costs incurred and expenses of ownership, operation, repair and maintenance of the Project (excluding depreciation of the improvements in the Project and all amounts paid on loans of Landlord) computed in accordance with accounting principles adopted by Landlord and its Property Manager in operating, managing, repairing and maintaining the Common Facilitiesconsistently applied, including without limitationby way of illustration but not limited to: gardening real property taxes, taxes assessed on the Personal Property, any other governmental impositions imposed on or by reason of the ownership, operation or use of the Project, and landscaping; the cost of public liabilityany tax in addition to or in lieu thereof, property damage and other Insurance carried than taxes covered by Paragraph 5.4, whether assessed against Landlord or Tenant or collected by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunderor both; Real Property Taxes applicable to the Common Facilitiesparts; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilitiesequipment; supplies; equipmentinsurance premiums; exterior paintinglicense, permit and inspection fees; capital improvementscost of services and materials (including property management fees); provided that cost of compensation (including employment taxes and fringe benefits) of all persons who perform duties connected with the operation, maintenance and repair of the Project; costs of providing utilities and services, including water, gas, electricity, sewage disposal, rubbish removal, janitorial, gardening, security, parking, window washing, supplies and materials, and signing (but excluding services not uniformly available to substantially all of the Project tenants); costs of capital improvements amortized over useful life as reasonably determined by Landlord; (i) required to cause the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities Project to comply with all laws, regulations statutes, ordinances, regulations, rules and requirements of any governmental requirements applicable or public authority, including, without limitation, the Americans with Disabilities Act of 1990 (the “ADA”) (collectively, “Legal Requirements”), except for costs, if any, of correcting any failure of the Project to the Center put into effect or interpreted differently after comply, as of the Commencement Date (including without limitation those related to disabled personsDate, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% with any Legal Requirement as enacted as of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion ofCommencement Date, or may amortize(ii) which reduce Operating Costs, any such expensescosts, in Operating Costs together with interest on the unamortized balance at the rate of twelve percent (12%) per annum, to be amortized over such multiple reasonable periods as Landlord shall determine; providedcosts of maintenance and replacement of landscaping; howeverlegal, that accounting and other professional services incurred in connection with the operation of the Project and the calculation of Operating Costs; and rental expense or a reasonable allowance for depreciation of personal property used in the maintenance, operation and repair of the Project. If the Project is not fully occupied for any item included in calendar year during the term of this Lease, Operating Costs shall be adjusted to the amount which is capital in nature will be amortized over its useful life as reasonably determined by Landlordwould have been incurred if the Project had been fully occupied for the year. Notwithstanding anything above to the contraryforegoing, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center.following:

Operating Costs. “Tenant shall, for the entire Term, pay to Landlord as an item of additional rent, without any setoff or deduction therefrom, except as expressly provided, costs ("Operating Costs” includes all costs incurred by ") which Landlord may incur in maintaining and its Property Manager in operating, managing, repairing and maintaining operating the Common Facilities, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion Project during each calendar year of the Common Facilities Term. "Operating Costs" are defined to comply with include all laws, regulations reasonable expenses and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (but not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs specific costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly are separately billed to and paid by Tenant) which the Landlord shall pay or become obligated to pay because of or in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) connection with the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant operation and maintenance of the BuildingProject, or otherwise including but not limited to the extent so reimbursed; (3) any all real estate brokerage commissions or other costs incurred taxes and annual installments of special assessments payable in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred such calendar year with respect to the installation Project; costs of other tenants’ any contest of such taxes, including reasonable attorney's fees; management fees, insurance premiums, utility costs, security costs, costs of wages, maintenance costs (relating to the Project including sidewalks, landscaping and parking or occupants’ service areas, common areas, service contracts, equipment and supplies) which for federal tax purposes may be expensed rather than capitalized, all in accordance with Generally Accepted Accounting Principles, consistently applied but exclusive of leasing commissions, depreciation, costs of leasehold improvements made for tenants and all costs of a capital nature except as provided in the next sentence and payments of principal and interest on any mortgages, deeds of trusts, or other occupants in security devices covering the Building or Project. Operating Costs shall also include the yearly amortization of capital costs incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space by the Landlord for tenants or other occupants in the Building unless improvements to the Building Project required to comply with any change after the commencement date in the laws, rules or Common Areas are required; regulations of any governmental authority having jurisdiction, or, but only with Tenant's consent in its absolute discretion, for purposes of reducing Operating Costs (9) other than by replacement of worn out and obsolete equipment or building components, which shall in any costs expressly event be excluded from Operating Costs elsewhere Costs), which costs shall be amortized over the useful life of such improvements as reasonably estimated by the Landlord, but in this Lease; (10) expenses no event shall the annual amortization be in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in excess of the Building or other utility costs savings. The management fee shall be $0.55 per rentable square foot for any individual premises which any tenant directly contracts with the local public service company; first twelve (12) any insurance deductible payable for a covered loss in which months on the casualty covered by such insurance was caused solely by Term, and shall not increase more than three percent (3%) per year during the negligence or willful misconduct of another tenant or occupant remainder of the Center; (13) marketing costsTerm, including leasing commissions and attorneys’ fees but in connection with the negotiation and preparation any event such increase shall not result in a fee in excess of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising competitive market fees. The following shall be excluded from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center.Operating Costs:

Operating Costs. Tenant shall pay directly, or to Landlord, as applicable, all Operating Costs (defined below) of the Property in a timely manner and prior to delinquency. In the event Tenant fails to pay any Operating Cost within ten (10) days after written notice by Landlord to Tenant, and without being under any obligation to do so and without waiving any default by Tenant, Landlord may pay any delinquent Operating Costs. Any Operating Cost paid by Xxxxxxxx and any expenses reasonably incurred by Landlord in connection with the payment of the delinquent Operating Cost, together with interest thereon at the Overdue Rate from the date paid by Landlord until the date repaid by Xxxxxx, may be billed immediately to Tenant, or at Landlord’s option and upon written notice to Tenant, may be deducted from the Security Deposit. “Operating Costs” includes means all costs incurred by Landlord and its expenses relating to the ownership, maintenance and operation of the Property Manager in operatingincluding, managingbut not limited to: insurance, repairing maintenance, repair and maintaining replacement of the Common Facilitiesfoundation, including without limitation: roof, walls, heating, ventilation, air conditioning, plumbing, electrical, mechanical, utility and safety systems, paving and parking areas, roads and driveways; maintenance, repair and replacement of exterior areas such as gardening and landscaping, snow removal and signage; maintenance, repair and replacement of roof membrane, flashings, gutters, downspouts, roof drains, skylights and waterproofing; painting; lighting; cleaning; refuse removal; security; utilities for, or the maintenance of, outside areas; building personnel costs; asset, property or administrative management fees incurred or attributable to the management of the Property; the cost costs, expenses, charges and assessments related to or arising from any covenants, conditions and restrictions affecting the Premises, or other matters of public liability, property damage and other Insurance carried record; rentals or lease payments paid by Landlord and its Property Manager and applicable to for rented or leased personal property used in the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading operation or retrofitting any portion maintenance of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; laborPremises; and the cost of personnel to implement such services fees for required licenses and to direct parkingpermits. In lieu of including the entire amount of any such expense in The terms “Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs Costs” and “Additional Rent” shall not include (1) the cost of providing any service directly to costs and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items expenses relating to the extent Landlord is reimbursed by insurance proceeds (except for deductibles)off-site improvements described on Exhibit E, condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenantson-site improvements described on Exhibit F, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable off-site improvements related to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claimsany covenants, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of conditions and restrictions affecting the Building; and (15) costs incurred in connection with any future expansion of the Building or CenterPremises.

Operating Costs. (a) “Operating Costs” includes all are the reasonable costs incurred by Landlord and its Property Manager in of managing, operating, managingmaintaining, repairing repairing, refurbishing and maintaining insuring the Common FacilitiesBuilding and all common areas and facilities within the Property (including, including without limitation: gardening but not limited to, elevators, stairwells, loading areas, parking areas, pavements and walkways, landscaping, gardening, storm drainage, and other utility systems); the cost of public liabilityutilities for such common areas and facilities; fire protection and security services, property damage if any; traffic control equipment; repairs; parking lot striping; lighting; sanitary control; janitorial services; removal of trash, rubbish, garbage and other Insurance carried by Landlord refuse; depreciation on or rentals of machinery and equipment used in such maintenance over its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlordon a straight line basis; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel on-site to implement such services and to direct parking. In lieu services; all insurance of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion ofwhatsoever nature kept, or may amortizecaused to be kept, any by Landlord out of or in connection with the ownership of the Building and common areas, including, but not limited to, insurance insuring the same against loss or damage by, or abatement of rental income resulting from, fire and other such expenseshazards, casualties, and contingencies, and liability and indemnity insurance; plus the actual administrative and overhead costs of Landlord’s on-site building engineer, building manager or maintenance worker in Operating Costs over such multiple periods conformance with Landlord’s current practice as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlordof the date of this Lease. Notwithstanding anything above to the contrary, Operating Costs Such costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2i) the cost of any items capital improvements or capital expenditures in or to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, the Property or otherwise to the extent so reimbursedPremises as determined under generally accepted accounting principles; (3ii) any real estate brokerage commissions work which Landlord performs specifically for or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by at the violation by Landlord of the terms and conditions expense of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14iii) costs (including in connection therewith all attorneys’ fees maintenance of the HVAC system serving the Premises and costs maintenance of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant any other HVAC systems serving other portions of the Building; and (15iv) trash removal from the dumpster located on the exterior of the Building; (v) costs related to ground rent, interest or debt service; (vi) penalties, fines or late charges, or any other costs which may be incurred in connection with any future expansion as the result of the Building negligent or Center.willful misconduct of Landlord or Landlord’s agents, employees, invitees, licensees and contractors; (vii) any amounts payable to Landlord or any affiliate of Landlord, except payment for services rendered where the charges for such services are reasonably commensurate with the charges for similar services provided by similarly qualified persons in the geographical location in which the Property is located; (viii) management fees in excess of four percent (4%) of gross rent received by Landlord; (ix) depreciation;

Operating Costs. Tenant shall pay directly, or to Landlord as applicable, all Operating Costs (defined below) of the Property in a timely manner and prior to delinquency. In the event Tenant fails to pay any Operating Cost within ten (10) days after written notice by Landlord to Tenant, and without being under any obligation to do so and without waiving any default by Tenant, Landlord may pay any delinquent Operating Costs. Any Operating Cost paid by Xxxxxxxx and any expenses reasonably incurred by Landlord in connection with the payment of the delinquent Operating Cost, together with interest thereon at the Overdue Rate from the date paid by Landlord until the date repaid by Xxxxxx, may be billed immediately to Tenant, or at Landlord’s option and upon written notice to Tenant, may be deducted from the Security Deposit. “Operating Costs” includes means all costs incurred by Landlord and its expenses relating to the ownership, maintenance and operation of the Property Manager in operatingincluding, managingbut not limited to: insurance, repairing maintenance, repair and maintaining replacement of the Common Facilitiesfoundation, including without limitation: roof, walls, heating, ventilation, air conditioning, plumbing, electrical, mechanical, utility and safety systems, paving and parking areas, roads and driveways; maintenance, repair and replacement of exterior areas such as gardening and landscaping, snow removal and signage; maintenance, repair and replacement of roof membrane, flashings, gutters, downspouts, roof drains, skylights and waterproofing; painting; lighting; cleaning; refuse removal; security; utilities for, or the cost of public liabilitymaintenance of, outside areas; building personnel costs; asset, property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect administrative management fees incurred or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Centermanagement of the Property; (7) bad debt expenses the costs, expenses, charges and interestassessments related to or arising from any covenants, principalconditions and restrictions affecting the Premises, points or other matters of record; rentals or lease payments paid by Landlord for rented or leased personal property used in the operation or maintenance of the Premises; and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license for required licenses and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Centerpermits.

Operating Costs. “Operating Costs” includes all " shall mean any expenses, costs and disbursements (other than Taxes) of every kind and nature, paid or incurred by Landlord in connection with the ownership, leasing, management, maintenance, operation and its Property Manager repair of all or any part of the Project (adjusted for vacancy as hereafter provided), in operatingconnection with the personal property, managingfixtures, repairing machinery, equipment, systems and maintaining apparatus located in the Common FacilitiesProject or used in connection therewith and in connection with Landlord's proportionate share of common area expenses, including without limitation: gardening costs and landscaping; the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable disbursements relating to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life development commonly known as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parkingPark Place. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1a) costs of alterations of tenant premises; (b) costs of capital improvements, except for any capital improvements which are intended to reduce Operating Costs, any capital improvements which Landlord is required to make pursuant to, or which are necessary to keep the cost of providing Project in compliance with, all applicable governmental rules and regulations applicable from time to time to the Project and any service directly costs for capital improvements included in common area charges for Park Place (the foregoing capital improvements that are included within Operating Costs are collectively referred to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost paymentsherein as the "Included Capital Items"); (2c) depreciation (except on any Included Capital Items); (d) interest and principal payments on mortgages or any rental payments on any ground or other underlying leases subject to which Landlord holds its interest in the Project (hereinafter, referred to individually as a "Ground Lease" and collectively as "Ground Leases"), and other debt costs, if any; (e) real estate brokers' leasing commissions or compensations; (f) any cost or expenditure (or portion thereof) for which Landlord is reimbursed, whether by insurance proceeds or otherwise (Operating Cost Share Rent, Tax Share Rent and provided for in any tenant leases are not reimbursements); (g) the cost of any items kind of service furnished to any other office tenant of the extent Project which Landlord does not make available to Tenant hereunder; (h) costs incurred by Landlord for alterations, renovations, improvements, decoration or painting, architectural, legal and/or engineering services, if any, for other tenants of the Building, other than those costs incurred in connection with the common areas; (i) costs of repairs or other work occasioned by fire or other casualty or by the exercise of eminent domain, for which Landlord is reimbursed by insurance proceeds or a condemnation award; (except for deductibles)j) leasing or sales commissions, condemnation awardsattorney's fees and other professional fees, a tenant costs and disbursements and other expenses incurred in connection with negotiations or disputes with other tenants, other occupants, or prospective tenants or occupants of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5k) costs incurred by Landlord caused solely by due to the violation by Landlord of the terms and conditions of any lease with any other tenant of space in the Building; (6l) Landlord’s general corporate overhead not attributable penalties for failure to the Centerpay taxes when due, unless such failure is caused by Tenant; (71) bad debt expenses overhead and interest, principal, points and fees on debts profit paid to subsidiaries or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation affiliates of other tenants’ or occupants’ improvements made Landlord for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements services to the Building or Common Areas are requiredto the extent that the costs thereof exceed the competitive costs of such services in the Milwaukee, Wisconsin metropolitan area; (9m) any costs expressly excluded from Operating Costs elsewhere compensation paid to clerks, attendants or other persons in this Leasecommercial concessions operated by Landlord; (10n) advertising and promotional expenditures; (o) any fines or penalties incurred due to violations by Landlord of any governmental rule or authority, unless such fines or penalties or violations were caused by or incurred because of Tenant; (p) expenses relating to refinancing or sale of the Building; (q) costs of repairing any items covered by warranty or guaranty, if Landlord elects to pursue such warranty or guaranty and if Landlord is actually reimbursed under the warranty or guaranty; (r) expenses in connection with services or benefits provided to other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building, which services or benefits Tenant is not entitled to receive under this Lease; (14s) costs cost of utility or other services, if any, separately metered and provided to vacant space or premises occupied by other tenants (except for any utility or services provided to common areas); and (t) any management or administrative fee which in the aggregate exceeds the competitive market rates for management or administrative fees for similar buildings in the Milwaukee, Wisconsin metropolitan area. The annual cost to be included as an Operating Cost for any Included Capital Item shall be an amount equal to the cost of said Included Capital Item (including any costs associated with financing the construction or installation or purchase of the improvement if the improvement results in connection therewith all attorneys’ fees and costs a reduction of settlementthe level of Operating Costs over the life of the improvement) divided by the number of years in the depreciable life of the Included Capital Item as reasonably determined by Landlord. If Landlord reasonably determines that a repair, judgments and/or payments in lieu thereof) arising from claims, disputes alteration or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant replacement of any structural portion of the Building; and (15) costs incurred in connection with , the parking lot serving the Building, or any future expansion of the major systems serving the Building (any such repair, alteration or Centerreplacement being herein referred to as a "Repair") is a capital Repair, then the annual cost to be included as an Operating Cost for any such capital Repair shall be the cost of said Repair (including any costs associated with financing the construction or installation of the Repair or purchases made with respect to the Repair if the Repair results in the reduction in the level of Operating Costs over the life of the Repair) divided by the number of years in the depreciable life of the Repair as reasonably determined by Landlord. If during all or any portion of any fiscal year the Project is not fully rented and occupied by tenants, Landlord may elect to make an appropriate adjustment of Operating Costs for such fiscal year, employing sound accounting and management principles, to determine the Operating Costs that would have been paid or incurred by Landlord had the Project been fully rented and occupied for the entire fiscal year, and the amount so determined shall be deemed to have been the Operating Costs for such fiscal year. If Landlord is not furnishing any particular work or service (the cost of which if performed by Landlord would constitute an Operating Cost) to a tenant who has undertaken to perform such work or service in lieu of the performance thereof by Landlord for all or any portion of a fiscal year, Operating Costs for such fiscal year shall be deemed to be increased by an amount equal to the additional Operating Costs which reasonably would have been incurred during such fiscal year by Landlord if it had, at its own expense, furnished such work or service to such tenant. Notwithstanding anything contained herein to the contrary, the provisions of this paragraph with respect to adjustment of Operating Costs for vacancy, or as a result of the performance by tenants of certain services, shall apply only to Operating Costs which are variable and which increase as occupancy in the Project increases and shall not apply to any Operating Costs which do not vary with the amount of occupancy in the Project. Further, in making its adjustment of Operating Costs for vacancy or as a result of the performance by tenants of certain services, Landlord shall not charge more than those Operating Costs actually incurred by Landlord.

Operating Costs. Tenant shall pay to Landlord as Additional Rent a share of the Property “Operating Costs”. As used in this Lease, “Operating Costs” includes all shall mean the total costs and expenses incurred by Landlord and its Property Manager in operating, managingmaintaining, and repairing and maintaining the Property, the Common FacilitiesAreas, and the Property Improvements, including without limitation: gardening and landscaping; , the cost and expense of public liabilitylandscaping, property damage gardening, and planting; paving, patching, painting, and line painting of all parking areas, drives, and roadways; Common Area maintenance and cleaning, sanitary control, snow removal, and trash, garbage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilitiesrefuse removal, including any deductibles thereundercosts related to trash compactors; Real Property Taxes applicable to repair, maintenance, and painting of sidewalks, pavements, light fixtures, signs, roofs, roof skins and downspouts; repair, maintenance, and painting of buildings (including, but not limited to, the Common Facilitiesexterior and load-bearing walls, floor slabs, and foundations); utilities for the Common Facilitiespest control; line painting and parking lot general repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits)fire protection; security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred of all types of insurance coverages carried by Landlord caused solely for the Property (excluding “Insurance Charges” that are otherwise paid by Tenant under Section 9 below); assessments and other charges due under the violation by Landlord Declaration, if any; maintenance, repair, and replacement of utility systems servicing the Property; costs of lighting and other utilities serving the Property; depreciation of machinery and equipment owned and used in operation, maintenance, and repair of the terms Property, or the rental charges for such machinery and conditions of any lease of space in the Buildingequipment; capital improvements, repairs, and replacements (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interestprovided that, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to any such improvement, repair, or replacement, the installation cost shall be amortized on a straight-line basis over the useful life of other tenants’ such improvement, repair, or occupants’ improvements made replacement); the cost to Landlord for tenants management; administrative, and overhead costs equal to ten percent (10%) of the foregoing Operating Costs as described in this provision. Landlord may cause any and all of the aforesaid services relating to Operating Costs to be provided by an independent contractor or other occupants contractors. Tenant’s share of Operating Costs shall be computed by multiplying the total amount of the Operating Costs by a fraction (“Tenant’s Fractional Share”), the numerator of which shall be the Gross Leasable Area of the Premises, and the denominator of which shall be the total leasable floor area in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Property. Tenant’s share of Operating Costs elsewhere shall be paid in this Lease; (10) expenses in connection accordance with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or CenterSection 10 below.

Operating Costs. In the event Operating Costs (hereinafter defined) for any future calendar year are greater than the Operating Costs for the first calendar year, such first calendar year to be defined for the purposes of this paragraph to mean the calendar year 2010 (subject to adjustment as hereafter provided), whether during the Initial Lease Term or any renewal period(s), Tenant shall pay Landlord, as Additional Rent for each such future calendar year, an amount equal to 23.98% (the “Tenant’s Proportionate Share”) of the increase in Operating Costs. Tenant’s Proportionate Share is determined by dividing the rentable square footage of the Leased Premises (approximately 29,935 square feet) by the total square footage on the Property (approximately 124,838 square feet). In the event that the Landlord shall furnish during calendar year 2010 any utility or service which is included in the definition of Operating Costs to less than 95% of the rentable area of the Building because (i) the average occupancy level of the Property for the year was not 95% or more of full occupancy, (ii) any utility or service is not required by or provided to one or more of the tenants or occupants of the Building, or (iii) any tenant or occupant is itself obtaining or providing any such utility or services, then the Operating Costs for calendar year 2010 shall be adjusted to equal the total expenses that Landlord reasonably estimates it would have incurred if Landlord had provided all such utilities and services to all tenants and occupants in the Building, and shall be allocated among the tenants by the Landlord to reflect those costs which would have occurred had the Building been 95% occupied during calendar year 2010 and such utilities and services provided to all tenants. As used in this Lease, the term “Operating Costs” includes shall mean the aggregate of all reasonable and proper expenses and costs incurred and paid by Landlord for operating the Property. Such expenses and its Property Manager costs shall be those that are usual and customary as found in operatingthe operation of other first class office buildings and shall include, managingbut not be limited to, repairing all expenses and maintaining costs that are required to operate, maintain or repair the Common Facilitiesbuilding and outside areas of the Property, including without limitation: gardening and landscaping; the cost of public liabilitycapital improvements designed to protect the health and safety of the tenants in the building, property damage the cost of all alterations and other Insurance carried by Landlord and its Property Manager and applicable improvements to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided building that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities are necessary to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date ADA (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenuesas hereinafter defined) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services monitoring and to direct parking. In lieu of maintaining suitable indoor air quality (including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above regular inspections and repairs to the contrary, building HVAC system). Operating Costs shall not include any management fees in excess of five percent (15%) of the cost gross rents nor any administrative (or similar fee) based on a percentage of providing any service directly to the Operating Costs. Such expenses and paid in full directly by any single tenant other than Tenant (outside of such tenant’s costs shall not include as Operating Cost payments); (2) the cost of Costs any items to the extent for which Landlord is reimbursed will be compensated by insurance proceeds (except for deductibles), condemnation awards, or by reimbursement by a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another particular tenant or occupant costs directly borne by others. Upon Tenant’s request, Landlord will provide Tenant a detailed list and accounting of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or CenterOperating Costs.

Operating Costs. “Operating Costs” includes (a) It is expressly agreed that Tenant will pay in addition to Fixed Basic Rent provided in Paragraph 3 above, Additional Rent for all of Landlord's costs of operating and maintaining the Building so that the Fixed Basic Rent shall be absolutely net to Landlord, except as otherwise specifically set forth in this Lease. Tenant shall pay to Landlord, as Additional Rent, Tenant's Percentage, as defined in the Preamble of all operating and maintenance costs incurred by Landlord for the Building and its Property Manager Office Building area for any Calendar Year (or proportionate part thereof if the Lease was not in operatingeffect during the entire Calendar Year ("Operating Costs Payment") Operating costs shall include, managing, repairing by way of illustration and maintaining the Common Facilitiesnot of limitation: personal property taxes; management fees at an initial rate of $40,000.00 with reasonable yearly increases thereafter of five (5%) percent; labor, including without limitation: gardening all wages and landscapingsalaries; fringe benefits; social security taxes, and other taxes which may be levied against Landlord upon such wages and salaries; supplies; repairs and cleaning services, maintenance for structural and non-structural repairs whether ordinary or extraordinary; maintenance and service contracts; the cost of public liabilityall HVAC, property damage electric, water, sewer, gas and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common FacilitiesBuilding, common facilities and common areas not otherwise billed to Tenant, but not including utility and energy costs for which any other tenant is to pay separately pursuant to a check meter or other measuring device; line painting painting; wall and parking lot repairswindow washing; roof repairslaundry and towel service; lighting for the Common Facilities; trash tools and refuse removal for the Common Facilities; supplies; equipment; exterior paintingfire and other insurance, trash removal, repair, maintenance and replacement of roofs, parking area, curbs and walkways; capital improvementssnow removal; public amenities; and all other items properly constituting direct operating costs according to standard accounting practices, provided that capital improvements amortized over useful life the contract price charged to Landlord for all of the above shall be at commercially reasonable prices usually charged for similar buildings in similar locations (hereinafter collectively referred to as reasonably determined by the "Operating Costs"), but not including, brokerage commissions, leasing commissions, finder's fees, space planner fees and other similar type fees, salaries and fringe benefits for Landlord's executives above the rank of building manager; the costs of alteringrepairs or replacements incurred by reason of fire or other casualty or condemnation; costs for constructing a tenant installation for any individual tenant at the Building, improvingor amounts contributed to any such tenant in lieu thereof, renovating, upgrading or retrofitting any portion other tenant allowances granted as an inducement to enter into a lease; amounts received by Landlord through proceeds of the Common Facilities to comply with all laws, regulations and governmental requirements applicable insurance or by any manufacturer's warranty to the Center put into effect or interpreted differently after extent the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item proceeds are compensation for expenses which were previously included in Operating Costs which is capital hereunder; advertising and promotional expenditures; costs incurred or any specific compensation Landlord receives in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above performing work or funishing services for any new or existing tenant in the Building;rent and other charges payable in connection with any ground or underlying lease; amounts paid to affiliates of Landlord in excess of the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and amounts that would have been paid in full directly by any single tenant other than Tenant (outside of absent such tenant’s Operating Cost payments)relationship; (2) the cost costs of any items special services rendered to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the BuildingBuilding which is not rendered generally to tenants therein; interest or penalties for late payments by Landlord; refinancing costs; legal, appraisal and auditing fees and court costs in connection with leasing space in the Building or otherwise in connection with proceedings or applications to reduce real estate tax assessments; all expenses for which Landlord has received reimbursement and any fines or penalties imposed by legal authorities having jurisdiction thereof by reason of such existing violations; rent payable with respect to any leasing office; management fees in excess of those referred to herein; costs incurred in operating the parking facilities for the Building except to the extent so reimbursedthe cost of operating the parking facilities exceeds the revenues generated from operating the parking facilities; (3) any real estate brokerage commissions or other and costs incurred to test, survey, cleanup, contain, abate, remoxx, xr otherwise remedy hazardous waste or asbestos-containing materials from the Property unless the waste or asbestos-containing materials were in procuring tenants, or any fee in lieu on the Property because of commissionsTenant's negligence or willful acts or omissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord depreciation of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts debt or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including and/or the real property land on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ income or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are requiredexcess profits taxes; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Buildingmaintaining Landlord's corporate existence; franchise taxes; and (15) costs incurred in connection with any future expansion expenditures required to be capitalized for federal income tax purposes, inclusive of renovations to and replacement of the Building and equipment, (which expenditures shall be amortized over their useful life in accordance with generally accepted accounting principles, consistently applied, and such amortization shall be included as an Operating Cost expense), unless said expenditures are for the purpose of reducing Operating Costs within the Building and Building Area or Centerare required under any governmental law, ordinance or regulation, in which event the costs thereof shall be included.

Operating Costs. “Tenant shall, for the entire Term, pay to Landlord as additional rent without any set-off or deduction therefrom, Fifty and 27/100 percent (50.27%) of all costs which Landlord may incur in owning, maintaining, and operating the Project during the Term. Beginning with calendar year 1996 and each subsequent year, Landlord and Tenant agree that for the purpose of computing Tenant's share of Operating Costs” includes , the Project Operating Costs shall be deemed to be the lesser of actual Operating Costs or an amount equal to 105% of the previous year's Operating Costs. Said costs are referred to herein as "Operating Costs" and are hereby defined to include, but shall not be limited to, all gross real estate taxes and annual installments of special assessments with respect to the Project, reasonable management fees, insurance premiums, utility costs, costs of wages, services, equipment and supplies, and all other costs of any nature whatsoever which, for Federal tax purposes may be expensed rather than capitalized, but exclusive only of leasing commissions, depreciation, costs of tenant improvements and payments of principal and interest on any mortgages covering the Project. Operating Costs shall also include the yearly amortization of capital costs incurred by Landlord for improvements, but not structural repairs or modifications to the Project required to comply with any change in the laws, rules or regulations of any governmental authority having jurisdiction, or for purposes of reducing Operating Costs, which costs shall be amortized over the useful life of such improvements or repairs as reasonably estimated by Landlord in accordance with generally accepted accounting principles. As soon as reasonably practicable prior to the commencement of each calendar year during the Term, Landlord shall furnish to Tenant an estimate of Tenant's share of Operating Costs for the ensuing calendar year and Tenant shall pay, as additional rent hereunder, together with each installment of monthly Base Rent, one-twelfth (1/12th) of its Property Manager in operatingestimated annual share of such Operating Costs. As soon as reasonably practicable after the end of each calendar year during the Term, managing, repairing and maintaining Landlord shall furnish to Tenant a certified statement of the Common Facilitiesactual Operating Costs for the previous calendar year, including without limitation: gardening Tenant's share of such amount, and landscaping; within thirty (30) days thereafter Tenant shall pay to Landlord the difference between such actual and estimated Operating Costs paid by Tenant. Tenant's share of such Operating Costs for the years in which this Lease commences and terminates shall be prorated based upon the dates of commencement and termination of the Term. If Tenant overpaid such Operating Costs, Landlord shall, at Tenant's option, refund the overpayment or apply it to the next sums due under the Lease. Any such refund shall be payable within thirty (30) days after Landlord becomes aware of such overpayment. Tenant shall have the right at any time to inspect Landlord's books and records to verify the actual and estimated Operating Costs. The cost of any such inspection shall be borne by Tenant unless Tenant discovers an error in Landlord's books and records equal to five percent (5.0%) or more of the total amount paid by Tenant for Operating Expenses during the applicable year, in which case, the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs such inspection (not to exceed 4% of revenues$300) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined borne by Landlord. Notwithstanding anything above any other provision herein to the contrary, it is agreed that in the event the Project is not fully occupied during any partial year or any full calendar year, an adjustment shall be made in computing the operating expenses for such year so that the Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center.be

Operating Costs. The term “Operating Costs” includes shall mean the total of all of the costs incurred by Landlord relating to the ownership, operation, and its Property Manager maintenance of the Building and the services provided tenants in operatingthe Building. By way of explanation and clarification, managingbut not by way of limitation, repairing Operating Costs will include the costs and maintaining expenses incurred for the following: Real Estate Taxes; pest control; trash and garbage removal (including dumpster rental); xxxxxx and matron service; security; Common FacilitiesAreas decorations; repairs, maintenance, and alteration of building systems, Common Areas, and other portions of the Building to be maintained by Landlord; amounts paid under easements or other recorded agreements affecting the Building, including without limitation: gardening assessments paid to property owners’ associations; repairs, maintenance, replacements, and improvements that are appropriate for the continued operation of the Building as a first class building (excluding capital improvements, except to the extent such costs are incurred either to (a) comply with laws passed after the Commencement Date; or (b) for capital improvements made to reduce Operating Costs; and any costs of capital improvements shall be amortized, on a straight-line basis, over the useful life of the improvement); improvements in security systems; materials, tools, supplies, and equipment to enable Landlord to supply services that Landlord would otherwise have obtained from a third party; expenditures designed to result in savings or reductions in Operating Costs; landscaping, including fertilization and irrigation supply; parking area maintenance and supply; reasonable and competitive property management fees; an onsite management office charged at an amount that is reasonable and comparable to similar buildings and projects in the cost same geographic area; all utilities serving the Building and not separately billed to or reimbursed by any tenant of public liabilitythe Building; cleaning; window washing, property damage and janitorial services; all insurance customarily carried by owners of comparable buildings or required by any mortgagee of the Building; supplies; service and maintenance contracts for the Building; wages, salaries, and other Insurance carried benefits and costs of employees of the Landlord up to and including the building manager (including a pro rata share only of the wages and benefits of employees who are employed at more than one building; which pro rata share shall be determined by Landlord and its Property Manager shall be based on Landlord’s estimate of the percentage of time spent by the employees at the Building); legal, accounting, and applicable administrative costs not associated with tenanting the building; and uniforms and working clothes for employees and the cleaning of them. Landlord may contract for the performance of some or all of the management and maintenance functions generally described in this section with entities that are affiliated with Landlord. Operating Costs shall also include an allocated share of other costs which would fall within the definition of Operating Costs were they incurred as to the Common FacilitiesBuilding, including any deductibles thereunder; Real Property Taxes applicable but which are incurred or borne by Landlord and (a) which relate to amenities serving the Building, such as, but not limited to, parking facilities, or (b) which relate to the Common Facilities; utilities entire Building Project such as, but not limited to, protection and security, expenses of the management office for the Common Facilities; line painting Building Project, property management fees, general and parking lot repairs; roof repairs; lighting for administrative costs, salaries and related expenses of employees. Landlord will make the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the allocations of these costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after Building in good faith. However, Tenant specifically acknowledges that the Commencement Date (including without limitation those related making of allocations requires the exercise of business judgment which could be subject to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parkingdiffering opinions. In lieu of including the entire amount of any such expense in Operating Costs in any one periodAccordingly, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature ’s allocations will be amortized over its useful life upheld unless Tenant can prove that the allocations have been made in bad faith and are arbitrary and discriminatory as reasonably determined by Landlordto Tenant. Notwithstanding anything above to the contrarycontrary in this Lease, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant depreciation of the BuildingBuilding or the Building Project; principal, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts debt or amortization payments, and late payment penalties and interest on any ground lease, mortgage or real property mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation deeds of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning coststrust, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present of financing or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of refinancing the Building or Centerthe Building Project; costs of capital improvements, except as specifically permitted above; costs incurred to bring the Building or Premises into in full compliance with all governmental regulations, ordinances and laws that were in effect at the effective date of this Lease; costs to remove or otherwise remediate hazardous materials or comply with laws regulating hazardous materials; any bad debt loss, rent loss or reserves for bad debts or rent loss and reserves for Operating Costs or capital improvements; and the cost of goods or services paid to Landlord, or to any subsidiary or affiliate of Landlord, to the extent such costs exceed the costs of comparable goods or services delivered or rendered by unaffiliated third parties.

Operating Costs. “Operating Costs” includes all " shall mean any --------------- expenses, costs and disbursements (other than Taxes) of every kind and nature, paid or incurred by Landlord in connection with the ownership, leasing, management, maintenance, operation and its Property Manager in operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost repair of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including all or any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion part of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date Project (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenuesadjusted for vacancy as hereafter provided) and administrative fees; bookkeeping services; labor; of the personal property, fixtures, machinery, equipment, systems and apparatus located in the cost of personnel to implement such services and to direct parkingProject or used in connection therewith. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1a) costs of alterations of tenant premises; (b) costs of capital improvements, except for any capital improvements which are intended to reduce Operating Costs, and any capital improvements which Landlord is required to make pursuant to, or which Landlord shall deem necessary to keep the Project in compliance with, all applicable governmental rules and regulations applicable from time to time to the Project (the foregoing capital improvements that are included within Operating Costs are collectively referred to herein as the "Included Capital Items"), provided that the cost of such Included Capital Items shall be evenly amortized by Landlord over the useful life of such Included Capital Item and such amortized costs are only included in Operating Costs under this Lease for that portion of the useful life of the Included Capital Item which falls within the Term; (c) depreciation (except on any Included Capital Items); (d) interest and principal payments on mortgages or any rental payments on any ground or other underlying leases subject to which Landlord holds its interest in the Project (hereinafter, referred to individually as a "Ground Lease" and collectively as "Ground Leases"), and other debt costs, if any; (e) real estate brokers' leasing commissions or compensations; (f) any cost or expenditure (or portion thereof) for which Landlord is reimbursed, whether by insurance proceeds or otherwise (Operating Cost Share Rent and Tax Share Rent provided for in any tenant leases are not reimbursements); (g) the cost of any kind of service furnished to any other office tenant of the Project which Landlord does not make available to Tenant hereunder; (h) executives' salaries above the grade of building manager; (i) legal and auditing fees which are for the benefit of Landlord such as collecting delinquent rents and enforcing tenant leases, preparing partnership returns and other partnership financial statements, and audits other than those incurred in connection with the preparation of statements required pursuant to Section 2B above; and (j) legal fees, space planner fees, real estate brokers' leasing commissions and advertising expenses incurred with regard to leasing the Building or portions thereof. If during all or any portion of any fiscal year the Project is not fully rented and occupied by tenants, Landlord may elect to make an appropriate adjustment (an "Equitable Adjustment") of Operating Costs for such fiscal year, employing sound accounting and management principles, to determine the Operating Costs that would have been paid or incurred by Landlord had the Project been fully rented and occupied for the entire fiscal year, and the amount so determined shall be deemed to have been the Operating Costs for such fiscal year. The foregoing process illustrated by the following hypothetical which assumes (i) the Building has ten floors; (ii) the Tenant occupies one floor and therefor, Tenant's Proportionate Share is ten percent (10%); (iii) the other nine floors are vacant; (iv) the cost of providing any a particular service directly for Tenant's floor is $1,000. If Tenant were to and paid in full directly by any single tenant other than Tenant (outside pay Tenant's Proportionate Share of such tenant’s Operating Cost payments); (2) the cost of such service for the Building it would pay $100. Instead, Landlord shall estimate the cost of such service for the Building if it were one hundred percent (100%) occupied. If there would be any items savings in the variable costs per floor of providing the service because such service would be provided for all ten floors, instead of one floor, these should be taken into account by Landlord in making its estimate. If some savings would exist, the estimate of the Landlord would be an amount that is less than the amount obtained by multiplying the number of floors in the Building by the cost of providing such service to one floor (10 x $1000); for example, $9,000. The amount of Landlord's estimate ($9,000) less the actual cost incurred by the Landlord in providing the service ($1000) would equal the Equitable Adjustment ($8000). The Equitable Adjustment would be added to the extent accrual cost and Tenant would then pay Tenant's Prorata Share of this amount, that is, Tenant would pay $9,000 times 10%, which equals $900. If Landlord is reimbursed not furnishing any particular work or service (the cost of which if performed by insurance proceeds (except for deductibles), condemnation awards, Landlord would constitute an Operating Cost) to a tenant of the Building, who has undertaken to perform such work or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee service in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred the performance thereof by Landlord caused solely for all or any portion of a fiscal year, Operating Costs for such fiscal year shall be deemed to be increased by an amount equal to the violation additional Operating Costs which reasonably would have been incurred during such fiscal year by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable if it had, at its own expense, furnished such work or service to such tenant. Notwithstanding anything contained herein to the Center; (7contrary, the provisions of this Section 2C(2) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to an Equitable Adjustment of Operating Costs for vacancy, or as a result of the installation performance by tenants of other tenants’ or occupants’ improvements made for tenants or other occupants certain services, shall apply only to Operating Costs which are variable and which increase as occupancy in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants Project increases and shall not apply to any Operating Costs which do not vary with the amount of occupancy in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or CenterProject.

Operating Costs. “Operating Costs” includes all costs means any expenses, costs, and disbursements of any kind other than Taxes, paid or incurred by Landlord in connection with the ownership, insuring (including, without limitation, terrorism coverage), management, maintenance, operation, and its Property Manager repair of all or any part of the Project, and of the personal property, fixtures, machinery, equipment, systems, and apparatus used in operating, managing, repairing and maintaining the Common Facilitiesconnection therewith, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried providing those services required to be furnished by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parkingunder this Lease. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include include: (1a) costs of alterations of tenant premises; (b) costs of capital improvements, except those intended, in good faith, to reduce Operating Costs, and those made to keep the cost Project in compliance with Laws (as hereinafter defined) and other governmental requirements applicable from time to time, the costs of providing which shall be amortized by Landlord in accordance with sound accounting and management principles; (c) interest and principal payments on mortgages or any service directly to and paid in full directly by other debt costs, or rental payments on any single tenant other than Tenant ground lease of the Project (outside of such tenant’s Operating Cost payments“Ground Lease”); (2d) real estate brokers’ leasing commissions; (e) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, to the extent of such reimbursement, except by Operating Cost Share Rent; (f) the cost of any items service furnished to any office tenant of the Project which Landlord does not make available to Tenant; (g) the cost of repair to the Building, including the Premises, to the extent Landlord the cost of such repairs is reimbursed by insurance proceeds or condemnation proceeds; (except h) the cost of improving or renovating rentable space for deductiblestenants (including Tenant) or rentable space vacated by any tenant (including Tenant); (i) the cost of utilities charged to individual tenants (including Tenant) and payroll, material and contract costs of other services charged to tenants (including Tenant), condemnation awardsother than as part of additional rent under such tenants’ leases or this Lease; (j) the cost of painting and decorating the Premises or premises of other tenants; (k) depreciation of the Building and other real property structures in the Project; (l) legal and other related expenses associated with the negotiation or enforcement of leases or the defense of (1) Landlord’s title to the Land, a tenant of the Building, or otherwise to other portions of the extent so reimbursed; Project, or (32) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused action based solely by the violation on an alleged breach by Landlord of the terms and conditions of any a lease of pertaining to space in within the Building; (6m) advertising costs incurred directly for leasing individual space in the Building or other portions of the Project; (n) Landlord’s general corporate overhead not attributable overhead, including salaries of officers or other employees of Landlord above the level of Building manager, and Landlord’s general administrative expenses to the Centerextent not directly related to the operation of the Project; (7o) bad debt expenses any compensation paid to clerks, attendants, or other persons in commercial concessions operated by Landlord; (p) all items and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages services for which Tenant or any other debt instrument encumbering tenant in the Building (including the real property on which the Building is situated); (8) costsProject reimburses Landlord, including permit, license and inspection costs, incurred with respect to the installation other than as part of other additional rent under such tenants’ leases or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10q) expenses amounts paid to any party, including a division or affiliate of Landlord, providing materials, services, labor, or equipment to the extent that such amounts materially exceed the reasonable competitive costs of such materials, services, labor, or equipment when provided by an independent party in connection with services or other benefits which are not offered an arm’s-length transaction, but only to Tenantthe extent of such excess; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12r) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the costs, fines, or penalties imposed due to Landlord’s negligence or willful misconduct misconduct; (s) costs of another tenant acquiring sculpture, paintings, or occupant works of art; (t) costs of correcting structural and other defects in the initial construction of the CenterProject (including, without limitation, latent defects) or in the Project equipment; (13u) marketing costsexpenses and costs relating in any way whatsoever to the identification, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letterstesting, deal memosmonitoring, letters of intentcontrol, leasesencapsulation, subleases and/or assignmentsremoval, space planning costsreplacement, repair, and other abatement of any Hazardous Materials (as hereinafter defined) within the Project to the extent caused by or attributable to the acts or omissions of Landlord; (v) all costs and expenses incurred in connection with leaseor relating to any retail space in the Project to the extent there is a direct charge for such costs and expenses to such retail space tenants, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants than as part of the Buildingadditional rent under such tenants’ leases; (14w) repairs of any item to the extent reimbursement for the costs thereof is covered and paid by any applicable guaranty or warranty; (including in connection therewith all attorneys’ fees x) any reserves for bad debt or uncollected rent; (y) Landlord’s charitable contributions; or (z) wages, salaries, and costs compensation paid to officers, executives, and employees of settlementLandlord above the level of Building or Project manager. If the Project is not at least ninety-five percent (95%) leased during any portion of any Fiscal Year, judgments and/or payments in lieu thereofLandlord may adjust (an “Equitable Adjustment”) arising from claimsOperating Costs to equal what would have been incurred by Landlord had the Project been 95% leased. By way of example only, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of assume: (i) the BuildingBuilding has ten floors; (ii) the Tenant occupies one floor and Tenant’s Proportionate Share is ten percent (10%); (iii) the other nine floors are vacant; and (15iv) costs the cost of providing a particular service for Tenant’s floor is $1,000. If Tenant paid Tenant’s Proportionate Share of that cost, Tenant would pay $100. Instead, Landlord shall estimate the cost of such service for the Building as if it were ninety-five percent (95%) leased. Landlord would take into account any economies of scale; for example, the cost for the entire Building at ninety-five percent (95%) occupancy might be $9,000. Landlord’s estimate ($9,000) minus the actual cost incurred in connection with any future expansion by Landlord ($1,000) equals the Equitable Adjustment ($8,000). The Equitable Adjustment is added to the actual cost and Tenant pays Tenant’s Proportionate Share of the Building total; in this example, Tenant would pay $9,000 times 10% or Center$900. This Equitable Adjustment shall apply only to Operating Costs which are variable and therefore increase as leasing of the Project increases. Landlord may incorporate the Equitable Adjustment in its estimates of Operating Costs. If Landlord does not furnish any particular service whose cost would have constituted an Operating Cost (which varies with the level of occupancy) to a tenant who has undertaken to perform such service itself, Operating Costs shall be increased by the amount which Landlord would have incurred if it had furnished the service to such tenant in the same manner as the Equitable Adjustment under the preceding paragraph.

Operating Costs. “Tenant shall, for the entire Lease Term, pay to Lessor as additional rent, without any set-off or deduction therefrom, a pro rata share of all costs which Lessor may incur in owning, maintaining, and operating the Project. Said costs are referred to herein as "Operating Costs” includes all costs incurred by Landlord " and its Property Manager in operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost are hereby defined to installments of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred special assessments payable with respect to the installation Project, maintenance, repair, replacement and care of other tenants’ or occupants’ improvements made for tenants or other occupants in all heating, lighting, plumbing and air conditioning fixtures, equipment and systems serving the Building or incurred in renovating or otherwise improvingcommon areas, decoratingparking and landscape areas, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant signs, snow removal, non-structural repair and maintenance of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants exterior of the Building; (14) costs (including in connection therewith all attorneys’ fees building, insurance premiums, management fees, wages and fringe benefits of personnel employed for such work, and costs of settlementequipment purchased and used for such purposes, judgments and/or exclusive of depreciation, costs of tenant improvements and payments of principal and interest on any mortgages covering the Project. Operating Costs shall also include the yearly amortization of capital costs incurred by Lessor for improvements or structural repairs to the Project required to comply with any change in lieu thereofthe law, rules or regulations of any governmental authority having jurisdiction, (in which case Tenant's liability and pro rata share shall be limited to $3,500.00 per calendar year); or for purposes of reducing Operating Costs, which costs shall be amortized over the useful life of such improvements or repairs, as reasonably estimated by Lessor, and which in the case of capital costs for improvements for the purpose of reducing operating costs, shall not exceed the actual amount of operating cost reduction. As soon as reasonably practicable prior to the commencement of each calendar year during the Lease Terms, Lessor shall furnish to Tenant an estimate of Tenant's share of Operating Costs, if any, for the ensuing calendar year and Tenant shall pay, as additional rent hereunder together with each installment of monthly base rent, one-twelfth (1/12th) arising from claimsof its estimated annual share of such Operating Costs. As soon as reasonably practicable after the end of each calendar year during the Lease Term, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining Lessor shall furnish to another tenant Tenant a certified statement of the Building; actual Operating Costs for the previous calendar year, including Tenant's share of such amount, and within thirty (1530) costs incurred days thereafter Tenant shall pay to Lessor, or Lessor to Tenant as the case may be, the difference between such actual and estimated Operating Costs paid by Tenant. Tenant's share of such excess Operating Costs for the years in connection with any future expansion which this Lease commences and terminates shall be prorated based upon the dates of commencement and termination of the Building or CenterLease Term. Also see Rider, paragraph 3.

Operating Costs. For purposes of this Lease, the term “Operating Costs” includes means all costs incurred expenses Landlord incurs in connection with maintaining, repairing and operating the Project (it being acknowledged and agreed by Landlord and Tenant that, only that portion of Operating Costs allocated to the Building will be considered when determining Excess Operating Costs and Tenant’s Share of Excess Operating Costs pursuant to Section 5.1 above), as determined by Landlord or its Property Manager accountant in operatingaccordance with generally accepted accounting principles consistently followed, managingincluding, but not limited to, the following: insurance premiums and deductible amounts under any insurance policy; maintenance and repair costs; steam, electricity, water, sewer, gas and other utility charges; fuel; lighting; window washing; janitorial services; trash and rubbish removal; property association fees and dues and all payments under any liens, easements, declarations, encumbrances, covenants, conditions, reservations, restrictions and other matters now or hereafter affecting title to the Project (collectively, “Encumbrances”); wages payable to persons at the level of manager and below whose duties are connected with maintaining and operating the Project, together with all payroll taxes, unemployment insurance, vacation allowances and disability, pension, profit sharing, hospitalization, retirement and other so-called “fringe benefits” paid in connection with such persons (allocated in a manner consistent with such persons’ wages); commercially reasonable amounts paid to contractors or subcontractors for work or services performed in connection with maintaining and operating the Project; all costs of uniforms, supplies and materials used in connection with maintaining, repairing and operating the Project; any expense imposed upon Landlord, its contractors or subcontractors pursuant to law or pursuant to any collective bargaining agreement covering such employees; all services, supplies, repairs, replacements (but only to the extent such replacements are permitted by this Section 5.2) or other expenses for maintaining and operating the Project; costs of complying with applicable laws, codes, ordinances that were not in existence as of the date of this Lease and Encumbrances; reasonable management fees, the costs of maintaining a 24-hour security service provider for the Common FacilitiesArea, and the costs (including without limitation: gardening rental) of maintaining a building or management office in the Building; and landscaping; such other expenses as may ordinarily be incurred in connection with maintaining and operating an office complex similar to the Project. The term “Operating Costs” also includes expenses Landlord incurs in connection with public sidewalks adjacent to the Project, any pedestrian walkway system (either above or below ground) and any other public facility to which Landlord or the Project is from time to time subject in connection with operating the Project. The term “Operating Costs” does not include the cost of public liability, property damage and any capital improvements to the Project other Insurance carried than improvements installed by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvementswith a reasonable expectation of reducing Operating Costs; provided that in computing Operating Costs Landlord will amortize the cost of such capital improvements amortized (including reasonable charges for interest on the unamortized amount) over their useful life (as reasonably determined by Landlord’s accountant, who shall be a certified public accountant reasonably conversant with accounting practices for commercial office buildings); the costs cost of alteringrepairs, improvingrestoration or other work occasioned by fire, renovatingwindstorm or other insured casualty other than the amount of any deductible under any insurance policy (regardless whether the deductible is payable by Landlord in connection with a capital expenditure); expenses Landlord incurs in connection with leasing or procuring tenants or renovating space for new or existing tenants; legal expenses incident to Landlord’s enforcement of any lease; interest or principal payments on any mortgage or other indebtedness of Landlord; or allowance or expense for depreciation or amortization. Notwithstanding the foregoing, upgrading if Landlord installs equipment in, or retrofitting any portion of makes improvements or alterations to, the Common Facilities Project to reduce energy, maintenance or other costs, or to comply with all lawsany Laws not in effect as of the date of this Lease, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense Landlord may include in Operating Costs in any one period, Landlord, at its election, may spread Expenses reasonable charges for interest paid on the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to investment and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except reasonable charges for deductibles), condemnation awards, a tenant depreciation of the Building, or otherwise investment so as to amortize the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by investment over the violation by Landlord reasonable life of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interestequipment, principal, points and fees improvement or alteration on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Centerstraight line basis.

Operating Costs. “Operating Costs” includes all " shall mean the total costs and expenses incurred by Landlord and its Property Manager in operating, managing, repairing operating and maintaining the Common FacilitiesAreas of the Center, its outside area, and the mall area, if any, including but without limitation: gardening , such maintenance and repair as shall be required in Landlord's judgment to preserve the utility thereof in the same condition and status as it was at the time of completion of the construction and installation of any improvements thereon, together with operating costs of any subsequent capital improvements made by Landlord; repair of any entry canopy or door, stairs, elevators, or escalators; costs and expenses of planting, maintaining, replanting and replacing flowers, plants and landscaping; the cost of public liability, property damage water and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipmentsewer charges; exterior painting; capital improvementsrequired licenses and permits; provided that capital improvements amortized over useful life as reasonably determined by Landlordcosts and expenses of supplies; the costs operation of alteringloudspeakers and any other equipment supplying music; exterior furniture, improvingfixtures, renovating, upgrading or retrofitting any portion and decorations; exterior illumination of the Common Facilities to comply with all laws, regulations buildings and governmental requirements applicable to the Center put into effect or interpreted differently after outside area and interior illumination of the Commencement Date buildings (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% maintenance of revenues) and administrative fees; bookkeeping services; labor; fixtures and the cost of light bulbs); illumination, maintenance, and replacement of lighting and other equipment and sanitary control facilities; parking lot line restriping; removal of snow, ice, trash, rubbish, garbage and other refuse; trash dumpsters or other receptacles; all costs and expenses of fire protection and sprinkler maintenance; security costs (provided it is expressly understood and agreed that Landlord shall have no obligation to provide security for Common Areas), including personnel and burglar alarms; fire hydrant or fire sprinkler fees; traffic control and policing (provided it is understood and agreed that Landlord shall have no obligation to implement such services provide same); holiday and to direct parking. In lieu other decorations; depreciation of including the entire amount capital cost of and rents for the leasing of any such expense in Operating Costs in any one periodmachinery, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include (1) the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments); (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building equipment (including the real property on which the Building is situated); (8) costslighting, including permit, license heating and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9air conditioning) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10) expenses and vehicles used in connection with services operation or other benefits which are not offered to Tenantmaintenance; (11) electric power costs to any individual premises in the Building or other repair and replacement of on-site water, electricity, gas, sanitary and storm sewer lines; all charges for utility costs services; special assessments; fees for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costsaudits, including leasing commissions and attorneys’ fees in connection with the negotiation and preparation of letterspermits, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ franchise fees and licenses. The operating costs hereinabove described shall be subject to audit by Tenant at Tenant's expense no more often than once each year upon at least twenty (20) days prior written notice to Landlord at Landlord's offices. Landlord shall use commercially reasonable efforts to minimize such costs of settlementoperation, judgments and/or payments management and maintenance in lieu thereof) arising from claimsa manner consistent with generally accepted property management practices within North Little Rock, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or CenterArkansas.

Operating Costs. “Commencing on the Commencement Date, in addition to the Rent, Lessee shall pay to Lessor as additional rent, one hundred percent (100%) ("Lessee's Share") of all "Operating Costs” includes ." For purposes of this Lease, the term "Operating Costs" shall mean: (i) all reasonable costs and expenses actually paid or incurred by Landlord and its Property Manager Lessor in operating, managing, repairing repair and maintaining the Common Facilitiesparking areas, driveways, sidewalks, service areas, landscaped areas and other exterior areas of the Leased Premises (collectively, the "Exterior Areas"), including without limitation: gardening the maintenance, repair (exclusive of replacement or repaving) of all paved areas on the Leased Premises, maintenance of and landscaping; electrical service for the cost Exterior Area lighting facilities, the maintenance of public landscaping and trash removal services, (ii) premiums for liability, property damage damage, fire and other Insurance carried by Landlord extended recovery insurance for the Exterior Areas and its Property Manager the Leased Premises (including the insurance that Lessor is required to maintain under this Lease); and applicable (iii) general ad valorem real estate taxes and assessments which become due and payable with respect to the Common Facilities, including Leased Premises during the Term (prorated for any deductibles thereunder; Real Property Taxes applicable to partial tax year within the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofitsTerm); security service; property management costs (not to exceed 4% of revenues) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in The term "Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs Costs" shall not include items such as the following: (1I) capital expenditures or depreciation; (ii) the cost of providing any service directly to maintaining the foundation, roof and paid in full directly by any single tenant other than Tenant (outside structure of such tenant’s Operating Cost payments)the Leased Premises; (2) the cost of any items to the extent Landlord is reimbursed by insurance proceeds (except for deductibles), condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (3) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4) ground lease payments (if any); (5) costs incurred by Landlord caused solely by the violation by Landlord of the terms and conditions of any lease of space in the Building; (6) Landlord’s general corporate overhead not attributable to the Center; (7) bad debt expenses and interest, principal, points and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated); (8) costs, including permit, license and inspection costs, incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from Operating Costs elsewhere in this Lease; (10iii) expenses in connection with services or other benefits which are not offered incurred due to Tenant; (11) electric power costs to any individual premises in the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant Lessor or occupant of the Centerits respective agents, employees or contractors; (13iv) marketing costsinterest, including leasing commissions and attorneys’ fees in connection late charges or penalties incurred as a result of Lessor's failure to pay bills timely; (v) costs to comply with the negotiation and preparation requirements of lettersany laws, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants codes or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Buildinggovernmental regulations; and (15vi) costs taxes imposed on Lessor other than ad valorem real estate taxes and assessments. Commencing on the Commencement Date, Lessee shall pay an amount equal to one-twelfth (1/12) of annual estimated Operating Costs. Within sixty (60) days after the end of each twelve- (12) month period subsequent to the Commencement Date, Lessor shall furnish to Lessee a statement showing actual Operating Costs incurred in connection with any future expansion for the preceding twelve- (12) month period. If the statement shows that the amounts paid by Lessee under this section exceed Lessee's payment of Operating Costs, Lessee shall be entitled to a credit for such excess against payments next to become due to Lessor for Operating Costs or, upon the expiration of this Lease, Lessor shall refund such excess to Lessee within thirty (30) days following the expiration or termination of this Lease. If the statement shows that the amounts paid by Lessee were less than the amount of Lessee's Share of Operating Costs, Lessee shall pay the amount of the Building or Centerdeficiency within ten (10) days after written request therefor.

Operating Costs. “Operating Costs” includes all costs incurred by Landlord and its Property Manager in operating, managing, repairing and maintaining the Common Facilities, including without limitation: gardening and landscaping; the cost of public liability, property damage and other Insurance carried by Landlord and its Property Manager and applicable to the Common Facilities, including any deductibles thereunder; Real Property Taxes applicable to the Common Facilities; utilities for the Common Facilities; line painting and parking lot repairs; roof repairs; lighting for the Common Facilities; trash and refuse removal for the Common Facilities; supplies; equipment; exterior painting; capital improvements; provided that capital improvements amortized over useful life as reasonably determined by Landlord; the costs of altering, improving, renovating, upgrading or retrofitting any portion of the Common Facilities to comply with all laws, regulations and governmental requirements applicable to the Center put into effect or interpreted differently after the Commencement Date (including without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and energy-saving retrofits); security service; property management costs (not to exceed 4% of revenuesi) and administrative fees; bookkeeping services; labor; and the cost of personnel to implement such services and to direct parking. In lieu of including the entire amount of any such expense in Operating Costs in any one period, Landlord, at its election, may spread the inclusion of, or may amortize, any such expenses, in Operating Costs over such multiple periods as Landlord shall determine; provided; however, that any item included in Operating Costs which is capital in nature will be amortized over its useful life as reasonably determined by Landlord. Notwithstanding anything above to the contrary, Operating Costs shall not include mean (but without any obligation of Lessor to incur any expenses with respect to the Building or Property, except as specifically set forth in this Lease) all expenses incurred as a result of Lessor's compliance with any of its obligations under this Lease, and such expenses shall include: (1) Corporate Park Expenses (hereinafter defined in subsection c.) allocated to the cost of providing any service directly to and paid in full directly by any single tenant other than Tenant (outside of such tenant’s Operating Cost payments)Property; (2) the cost of any items all charges for rent, casualty and of liability insurance for the Property to the extent Landlord that such insurance is reimbursed required to be carried by Lessor under any superior lease or superior mortgage or if not required under any superior lease or superior mortgage then to the extent such insurance proceeds is carried by owners of buildings comparable to the Building (except provided, however, that Lessee shall not be responsible for deductiblesthe cost of any such casualty and rent insurance carried by Lessor to the extent same is carried by Lessee for the Property in accordance with Article 30 hereof); and (3) all charges for any maintenance, condemnation awardsrepair or replacements performed by Lessor or at Lessor's direction for which Lessee is responsible under this Lease, a tenant including service and/or maintenance contracts;. Notwithstanding the foregoing, Operating Costs shall not include; (a) administrative wages and salaries of those not directly involved in the servicing of the Building and, as to persons who are directly involved in servicing the Building, or otherwise any portion of their wages and salaries not allocable to the extent so reimbursedthose services; (3b) any real estate brokerage commissions or other costs incurred in procuring tenants, or any fee in lieu of commissions; (4c) ground lease payments (if any)franchise taxes or income taxes of Lessor; (5d) costs incurred by Landlord caused solely by Taxes on the violation by Landlord of the terms Building and conditions of any lease of space in the BuildingLand; (6e) Landlord’s general corporate overhead not attributable to the Centercost of painting and decoration for any occupant's space; (7f) bad debt expenses financing costs and interest, principal, points amortization and fees on debts or amortization on any ground lease, mortgage or mortgages or any other debt instrument encumbering the Building (including the real property on which the Building is situated)charges under mortgages; (8) costsg) rent payable under any superior lease; (h) any costs or expenses which pursuant to the express terms of this Lease are to be at the cost and expense of Lessor; and (i) those items described on Exhibit X. Xxxxxx acknowledges that Operating Costs shall be net of any discounts, including permitcredits and abatements obtained by Lessor with respect thereto, license and inspection costsincluding, but not limited to, credits for energy efficiency (if applicable). To the extent any Operating Costs are incurred with respect to the installation of other tenants’ or occupants’ improvements made for tenants or other occupants in the Building or incurred in renovating or otherwise improvingProperty and 00 Xxxxxx Xxx, decorating, painting or redecorating vacant space for tenants or other occupants in the Building unless improvements to the Building or Common Areas are required; (9) any costs expressly excluded from such Operating Costs elsewhere in this Lease; (10) expenses in connection with services or other benefits which are not offered to Tenant; (11) electric power costs to any individual premises in shall be reasonably allocated by Lessor between the Building or other utility costs for any individual premises which any tenant directly contracts with the local public service company; (12) any insurance deductible payable for a covered loss in which the casualty covered by such insurance was caused solely by the negligence or willful misconduct of another tenant or occupant of the Center; (13) marketing costs, including leasing commissions Property and attorneys’ fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, judgments and/or payments in lieu thereof) arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to another tenant of the Building; and (15) costs incurred in connection with any future expansion of the Building or Center00 Xxxxxx Xxx.