Common use of Operating Costs Clause in Contracts

Operating Costs. (a) In each year of the Term, the Tenant will pay to the Landlord in addition to the Minimum Rent specified in Paragraph 4 hereof, as further additional rent, ninety percent (90%) (“Tenant’s Share”) of (i) the Landlord’s total costs and expenses in insuring the Building pursuant to Paragraph 9(d) hereof; and, (ii) real property taxes (including school taxes and local improvement rates) and all business and other taxes, if any, from time to time payable by the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereof. (b) The amounts payable by the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to time, and the Tenant shall pay to the Landlord the Tenant’s Share as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Rent.

Operating Costs. To the extent Seller, as landlord under the Lease, is currently collecting from Tenant under the Lease additional rent (acollectively, “Expense Reimbursements”) In each year of the Termto cover taxes, the Tenant will pay insurance, utilities (to the Landlord in addition to the Minimum Rent specified in Paragraph 4 hereofextent not paid directly by Tenant), as further additional rent, ninety percent (90%) (“Tenant’s Share”) of (i) the Landlord’s total common area maintenance and other operating costs and expenses (collectively, “Operating Costs”) in insuring connection with the Building pursuant ownership, operation, maintenance and management of the Property, Seller and Buyer shall each receive a debit or credit, as the case may be, for the difference between the Tenants’ current account balances for 2014 for Operating Costs and amount of their respective Operating Costs reimbursable to Paragraph 9(dSeller; provided, however, that, except as specifically set forth herein, in no event shall either party be responsible for crediting the other for any uncollected Expense Reimbursements for the Tenant and the same shall be treated in the same manner as uncollected rent is treated in Section 6.1(a). To the extent that the CAM Reconciliation (as defined below) hereof; and, (ii) real property taxes (including school taxes and local improvement rates) and all business and other taxesfor calendar year 2014 reveals that Seller has over-collected Expense Reimbursements such that, if anythe end of the operating expense year under the Lease was the Closing Date, Seller would be obligated to refund money to the Tenant (an “Over Collection”), rather than collect additional money from time the Tenant (an “Under Collection”), said Over Collection shall be paid by Seller to time payable Buyer at the Closing as a settlement statement credit and Buyer shall pay said Over-Collection to the Tenant within 30 days or otherwise in compliance with the lease obligations; provided, in the event of an Under Collection, the amount of the Under Collection shall be paid by Buyer to Seller outside of escrow within 5 business days after receipt from the Tenant in connection with the year-end Operating Costs reconciliation process subject to and in accordance with the terms of Section 6.1(a). Notwithstanding the foregoing, in the event of an Under Collection, Buyer shall pay up to $10,000 of the same to Seller at Closing. Operating Costs for 2014 shall be reasonably estimated by the Landlord which parties if final bills are levied or assessed or allocated not available. At least 5 business days prior to the Closing Date, Seller shall provide Buyer with a reasonably detailed reconciliation for Tenant showing all Operating Costs incurred by Seller from the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect beginning of the Leased Premises then-current calendar year (2014) through the Closing Date, and Common Areas any Expense Reimbursements collected by Seller during the same period of time and Facilitiesrelating to Tenant, or against all in the Landlord on account of its ownership thereof. form customarily submitted to Tenant (b) The amounts the “CAM Reconciliation”). Operating Costs that are payable by the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to time, and the Tenant shall pay directly to the Landlord the Tenant’s Share as so estimated of such amounts in monthly instalments in advance during such period together applicable service providers shall not be prorated between Seller and Buyer. Prior to Closing, Seller shall reconcile with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by calendar year 2013, the Tenant on Expense Reimbursements for the basis of the Landlord’s estimate aforesaid, which have not already been so applied) calendar year 2013 and the Tenant Seller shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver reimburse to the Tenant a statement any Over Collection of Expense Reimbursement for calendar year 2013 prior to the actual amounts Closing and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess the right to collect any Under Collection of Expense Reimbursement for calendar year 2013 for 180 days following the Closing. To the extent Buyer receives any amounts from Tenant for Under Collection of Expense Reimbursement for calendar year 2013 and which are identified as same, Buyer shall pay such actual amounts, the excess shall be refunded by the Landlord amount to Seller within a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Rent10 days.

Operating Costs. (a) In each year “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 TermCommon Facilities to comply with all laws, the Tenant will pay regulations and governmental requirements applicable to the Landlord in addition to Center put into effect or interpreted differently after the Minimum Rent specified in Paragraph 4 hereof, as further additional rent, ninety percent (90%) (“Tenant’s Share”) of (i) the Landlord’s total costs and expenses in insuring the Building pursuant to Paragraph 9(d) hereof; and, (ii) real property taxes Commencement Date (including school taxes without limitation those related to disabled persons, hazardous materials, lighting upgrades, sprinkler and local improvement ratesenergy-saving retrofits); security service; property management costs (not to exceed 4% of revenues) and all business administrative fees; bookkeeping services; labor; and other taxesthe 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, if anyLandlord, from time to time payable by at its election, may spread the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilitiesinclusion of, or against the Landlord on account of its ownership thereof. (b) The amounts payable by the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord for amortize, any such period or expenses, in Operating Costs over such multiple periods as the Landlord may determine from time to timeshall determine; provided; however, and the Tenant shall pay to the Landlord the Tenant’s Share that any item included in Operating Costs which is capital in nature will be amortized over its useful life as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Leasereasonably determined by Landlord. Notwithstanding anything contained in this subparagraph (b) above to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of Operating Costs shall not include (1) the cost of maintainingproviding 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), operatingcondemnation awards, repairinga tenant of the Building, replacing or administering 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 and Facilities thereof, pursuant 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 Paragraph 10(aTenant; (11) hereof, or, as soon as bills electric power costs to any individual premises in the Building or other utility costs for all 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 any portion willful misconduct of another tenant or occupant of the amounts so estimated by Center; (13) marketing costs, including leasing commissions and attorneys’ fees in connection with the Landlordnegotiation and preparation of letters, as aforesaiddeal memos, are receivedletters of intent, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis 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 Landlord’s estimate aforesaidBuilding; (14) costs (including in connection therewith all attorneys’ fees and costs of settlement, which have not already been so appliedjudgments and/or payments in lieu thereof) and the Tenant shall forthwith pay arising from claims, disputes or potential disputes in connection with potential or actual claims, litigation or arbitrations pertaining to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end another tenant of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement Building; and (15) costs incurred in connection with any future expansion of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount Building or amounts with the next monthly payment of Minimum RentCenter.

Operating Costs. A. The term, “Operating Costs,” means the actual, reasonable costs and expenses required of Landlord pursuant to this Lease which are incurred by Landlord during the Lease Term with respect to the operation, maintenance, management and repair of the Property, including, but not limited to: (i) any Landlord Repairs of the Property performed by Landlord pursuant to Section 13.03 of this Lease below; (ii) a management fee equal to 1.5% of the Base Monthly Rent owed Landlord; and (iii) the cost of all insurance required to be paid by Landlord with respect to the Premises pursuant to this Lease. Notwithstanding the foregoing, Operating Costs will not include: (a) In each year any costs which, under generally accepted accounting principles, consistently applied, are of a capital nature (including rental costs for equipment and services that would be considered capital in nature) (a “Capital Cost”), except as set forth in Section 5.02A(2), (b) any costs incurred by Landlord in the performance of the TermLandlord Work, (c) any costs incurred by Landlord by reason of any breach of this Lease by Landlord (including any of Landlord’s representations and warranties contained herein), or the Tenant will pay negligence or intentional misconduct of Landlord or its agents, invitees, representatives, employees, directors, officers, shareholders, Affiliates, consultants, independent contractors, successors and assigns (collectively, “Landlord Parties”), or any violation of Requirements by Landlord or any Landlord Party, (d) any costs incurred by Landlord in connection with the performance of its warranty obligations described in Article 2 hereof, (e) costs of repairs, restoration, replacements or other work occasioned by fire or other casualty or an insurable nature, or the exercise by governmental or quasi-governmental entities of the right of eminent domain, (f) interest and amortization of funds borrowed by Landlord, or rent under any ground lease or master lease entered into by Landlord, (g) costs, fines, penalties or fees incurred due to Landlord’s failure to make any payment when due (except as set forth in Section 5.02A(1)), (h) costs incurred for any items to the Landlord in addition to the Minimum Rent specified in Paragraph 4 hereofextent covered by any warranty, as further additional rent, ninety percent (90%) (“Tenant’s Share”) of (i) the costs of items provided by Affiliates of Landlord to the extent that such costs exceed reasonable and customary charges for such services and Tenant acknowledges that the 1.5% management fee set forth above is reasonable, (j) costs in the nature of indemnification obligations of Landlord or any Landlord Party, (k) costs of complying with Landlord’s total obligations under Section 7.05 hereof or any other costs or expenses incurred in connection with the remediation of any Hazardous Waste (including any cost or expense incurred in connection with any government investigation, order, proceeding or report with respect thereto), (l) leasing commissions, (m) costs and expenses (including court costs, attorneys’ fees and disbursements) related to or in insuring connection with disputes with any holder of a mortgage or by or among any persons having an interest in the Building pursuant to Paragraph 9(d) hereof; andLandlord or the Premises, (iin) real property taxes costs incurred in connection with a sale, lease or transfer (including school taxes and local improvement ratestestamentary transfers) and of all business and other taxesor any part of the Premises or any interest therein, if anyor of any interest in Landlord, from time to time payable by the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilitiesany person comprising, directly or against the indirectly, Landlord on account of its ownership thereof. or in any person having an equity interest, directly or indirectly in Landlord, (bo) The amounts payable by the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to time, and the Tenant shall pay to the Landlord the Tenant’s Share as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing any “tap fees” or administering one-time lump sum sewer or water connection fees for the Building and Property payable in connection with the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion initial construction of the amounts so estimated Property, (p) all costs and expenses (including utilities) payable directly by Tenant, (q) costs and expenses incurred by Landlord associated with the operation of the business of the legal entity or entities which constitute Landlord (as opposed to operation of the Premises), (r) property management fees in excess of 1.5% of the Base Monthly Rent owed Landlord, (s) Real Property Taxes, or (t) any other cost or expense which is not normal and customary operating expense in comparable buildings in the Las Vegas, Nevada metropolitan area. Tenant shall also pay as aforesaida part of Operating Costs (I) the expenses attributable to the Land and payable under that certain Reservation of Easements and Declaration of Restrictive Covenants For Fire Equipment and Other Facilities dated as of the date hereof and (II) Tenant’s share of the expenses attributable to the Land payable under that certain Reciprocal Grant of Easement with Covenants and Restrictions Affecting Land dated February 12, are received2003 and recorded February 18, 2003 in Book 20030218 as Document No. 01839 in the Landlord may thereafter official records of C▇▇▇▇ County, Nevada (the Tenant for “Existing Declaration”). Notwithstanding the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Rent.foregoing:

Operating Costs. (a) In each year of the Term, the Tenant will pay to the Landlord in addition to the Minimum Rent specified in Paragraph 4 hereof, as further additional rent, ninety percent (90%) (“the Tenant’s Shareproportionate share (as hereinafter defined) of the Landlord’s costs and expenses of maintaining, operating, insuring, repairing, replacing, restoring, supervising and administering (collectively “Operating Costs”) of the Building and the Common Areas and Facilities, such costs and expenses to include, without limitation (i) the Landlord’s total costs and expenses incurred by the Landlord in insuring the Building pursuant to Paragraph 9(d10(a)(i) hereof; and, (ii) real property taxes (including school taxes and local improvement taxes and rates) and all business and other taxes, if any, from time to time payable by the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii9(c) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, Facilities or against the Landlord on account of its ownership thereof, capital taxes, and tax of any kind on rentals (iii) all expenses incurred or paid by the Landlord in connection with operating, maintaining, managing, lighting, cleaning (including without limitation, the supply of utilities and services in respect of the Common Areas and Facilities, snow and ice removal and clearance), supervising, policing, landscaping, repairing and replacing the Building and all Common Areas and Facilities, including, without limitation, all monies paid to persons, firms or corporations employed by the Landlord to perform same; and (iv) an administration fee of fifteen percent (15%) of Operating Costs. (b) The term “proportionate share” as used in this Paragraph 11 and elsewhere in this Lease, shall mean a fraction, the numerator of which is the rentable area of the Leased Premises and the denominator of which is the total rentable area of the Building. The Tenant’s proportionate share is approximately 11.5%. (c) The amounts payable by the Tenant pursuant to this Paragraph 10 11 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to time, and the Tenant shall pay to the Landlord the Tenant’s Share proportionate share as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (bc) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering administrating the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a11 (a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share proportionate share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a an audited statement of the actual amounts and costs referred to in this Paragraph 10 11 and the determination of the Tenant’s Share proportionate share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time 30 days after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Rent. Any dispute by the Tenant of any item on the statement provided to the Tenant by the Landlord pursuant to this Paragraph 11(c) must be brought to the attention of the Landlord, in writing, within two (2) months of deemed receipt of the statement by the Tenant in accordance with Paragraph 28 hereof or shall be forever barred.

Operating Costs. Operating Costs" 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 repair of all or any part of the Project (adjusted for vacancy as hereafter provided) and of the personal property, fixtures, machinery, equipment, systems and apparatus located in the Project or used in connection therewith. Operating Costs shall not include (a) In each year 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 TermProject in compliance with, the Tenant will pay to the Landlord in addition to the Minimum Rent specified in Paragraph 4 hereof, as further additional rent, ninety percent (90%) (“Tenant’s Share”) of (i) the Landlord’s total costs all applicable governmental rules and expenses in insuring the Building pursuant to Paragraph 9(d) hereof; and, (ii) real property taxes (including school taxes and local improvement rates) and all business and other taxes, if any, regulations applicable from time to time payable by to the Landlord which Project (the foregoing capital improvements that are levied or assessed or allocated by the Landlord pursuant included within Operating Costs are collectively referred to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereof. (b) The amounts payable by the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord for such period or periods herein as the "Included Capital items"); (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 may determine from time holds its interest in the Project (hereinafter, referred to timeindividually as a "Ground Lease" and collectively as "Ground Leases"), and the Tenant shall pay to the other debt costs, if any; (e) real estate brokers' leasing commissions or compensations; (f) any cost or expenditure (or portion thereof) for which Landlord the Tenant’s is reimbursed, whether by insurance proceeds or otherwise (Operating Cost Share as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments Rent and Tax Share Rent provided for in this Lease. Notwithstanding anything contained in this subparagraph any tenant leases are not reimbursements); and (bg) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering any kind of service furnished to any other office tenant of the Building and the Common Areas and Facilities thereof, pursuant Project which Landlord does not make available to Paragraph 10(a) hereof, or, as soon as bills for Tenant hereunder. If during all or any portion of any fiscal year the amounts 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 estimated determined shall be deemed to have been the operating Costs for such fiscal year. The foregoing process is illustrated by the Landlord, as aforesaid, are received, following hypothetical which assumes (i) the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If the amount the Tenant Building has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Rent.ten

Operating Costs. (a) In each year of the Term, the It is expressly agreed that Tenant will pay to the Landlord in addition to the Minimum Fixed Basic Rent specified provided in Paragraph 4 hereof3 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 further additional rentAdditional Rent, ninety percent Tenant's Percentage, as defined in the Preamble of all operating and maintenance costs incurred by Landlord for the Building and Office Building area for any Calendar Year (90or proportionate part thereof if the Lease was not in effect during the entire Calendar Year ("Operating Costs Payment") Operating costs shall include, by way of illustration and not 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 all wages and salaries; 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 all HVAC, electric, water, sewer, gas and other utilities for the Building, 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; painting; wall and window washing; laundry and towel service; tools and equipment; fire and other insurance, trash removal, repair, maintenance and replacement of roofs, parking area, curbs and walkways; snow removal; public amenities; and all other items properly constituting direct operating costs according to standard accounting practices, provided that 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 (“Tenant’s Share”) hereinafter collectively referred to as 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 (i) building manager; costs of repairs or replacements incurred by reason of fire or other casualty or condemnation; costs for constructing a tenant installation for any individual tenant at the Landlord’s total Building, or amounts contributed to any such tenant in lieu thereof, or any other tenant allowances granted as an inducement to enter into a lease; amounts received by Landlord through proceeds of insurance or by any manufacturer's warranty to the extent the proceeds are compensation for expenses which were previously included in Operating Costs hereunder; advertising and promotional expenditures; costs incurred or any specific compensation Landlord receives in performing work or funishing services for any new or existing tenant in the Building;rent and expenses other charges payable in insuring connection with any ground or underlying lease; amounts paid to affiliates of Landlord in excess of the amounts that would have been paid absent such relationship; costs of any special services rendered to a tenant of the Building pursuant which is not rendered generally to Paragraph 9(d) hereoftenants therein; andinterest 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, ▇▇▇▇▇, remove, or otherwise remedy hazardous waste or asbestos-containing materials from the Property unless the waste or asbestos-containing materials were in or on the Property because of Tenant's negligence or willful acts or omissions; depreciation of Building; interest, points and fees on debt or amortization on any mortgage or mortgages encumbering the Building and/or the land on which the Building is situated; income or excess profits taxes; costs of maintaining Landlord's corporate existence; franchise taxes; and expenditures required to be capitalized for federal income tax purposes, inclusive of renovations to and replacement of the Building and equipment, (ii) real property taxes (including school taxes which expenditures shall be amortized over their useful life in accordance with generally accepted accounting principles, consistently applied, and local improvement rates) 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 all business and other taxesBuilding Area or are required under any governmental law, if anyordinance or regulation, from time to time payable by in which event the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereofcosts thereof shall be included. (b) The amounts payable by Commencing as of the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to timeCommencement Date, and the Tenant shall pay to its Tenant's Percentage of the Landlord the Operating Costs. Tenant shall make estimated payments on account of Tenant’s Share as so estimated 's Percentage of such amounts these Operating Costs in monthly instalments installments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis first (1st) day of each month, equal to One-Twelfty (1/12th) of Tenant's Percentage of the Landlord’s estimate aforesaid, 's expenditures for Operating Costs for the Calendar Year or part thereof immediately preceding the year in which have not already been so applied) and to be made. Monthly payments in the Tenant shall forthwith pay to first full or partial Calendar Year commencing with the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment Commencement Date shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Rent.TEN THOUSAND AND 00/100 ($10,000.00)

Operating Costs. (a) In each year of the Term, the It is expressly agreed that Tenant will pay to the Landlord in addition to the Minimum Fixed Basic Rent specified provided in Paragraph 4 hereof3 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 further additional rentAdditional Rent, ninety percent Tenant's Percentage, as defined in the Preamble of all operating and maintenance costs incurred by Landlord for the Building and Office Building area for any Calendar Year (90or proportionate part thereof if the Lease was not in effect during the entire Calendar Year ("Operating Costs Payment") Operating costs shall include, by way of illustration and not 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 all wages and salaries; 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 all HVAC, electric, water, sewer, gas and other utilities for the Building, 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; painting; wall and window washing; laundry and towel service; tools and equipment; fire and other insurance, trash removal, repair, maintenance and replacement of roofs, parking area, curbs and walkways; snow removal; public amenities; and all other items properly constituting direct operating costs according to standard accounting practices, provided that 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 (“Tenant’s Share”) hereinafter collectively referred to as 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 (i) building manager; costs of repairs or replacements incurred by reason of fire or other casualty or condemnation; costs for constructing a tenant installation for any individual tenant at the Landlord’s total Building, or amounts contributed to any such tenant in lieu thereof, or any other tenant allowances granted as an inducement to enter into a lease; amounts received by Landlord through proceeds of insurance or by any manufacturer's warranty to the extent the proceeds are compensation for expenses which were previously included in Operating Costs hereunder; advertising and promotional expenditures; costs incurred or any specific compensation Landlord receives in performing work or funishing services for any new or existing tenant in the Building;rent and expenses other charges payable in insuring connection with any ground or underlying lease; amounts paid to affiliates of Landlord in excess of the amounts that would have been paid absent such relationship; costs of any special services rendered to a tenant of the Building pursuant which is not rendered generally to Paragraph 9(d) hereoftenants therein; andinterest 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, abate, remo▇▇, ▇r otherwise remedy hazardous waste or asbestos-containing materials from the Property unless the waste or asbestos-containing materials were in or on the Property because of Tenant's negligence or willful acts or omissions; depreciation of Building; interest, points and fees on debt or amortization on any mortgage or mortgages encumbering the Building and/or the land on which the Building is situated; income or excess profits taxes; costs of maintaining Landlord's corporate existence; franchise taxes; and expenditures required to be capitalized for federal income tax purposes, inclusive of renovations to and replacement of the Building and equipment, (ii) real property taxes (including school taxes which expenditures shall be amortized over their useful life in accordance with generally accepted accounting principles, consistently applied, and local improvement rates) 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 all business and other taxesBuilding Area or are required under any governmental law, if anyordinance or regulation, from time to time payable by in which event the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereofcosts thereof shall be included. (b) The amounts payable by Commencing as of the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to timeCommencement Date, and the Tenant shall pay to its Tenant's Percentage of the Landlord the Operating Costs. Tenant shall make estimated payments on account of Tenant’s Share as so estimated 's Percentage of such amounts these Operating Costs in monthly instalments installments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis first (1st) day of each month, equal to One-Twelfty (1/12th) of Tenant's Percentage of the Landlord’s estimate aforesaid, 's expenditures for Operating Costs for the Calendar Year or part thereof immediately preceding the year in which have not already been so applied) and to be made. Monthly payments in the Tenant shall forthwith pay to first full or partial Calendar Year commencing with the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment Commencement Date shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Rent.TEN THOUSAND AND 00/100 ($10,000.00)

Operating Costs. (a) In each year of the Term, the Tenant will pay to the Landlord in addition to the Minimum Rent specified in Paragraph 4 hereof, as further additional rent, ninety percent (90%) (“Tenant’s Share”) of (i) the Landlord’s total costs and expenses in insuring the Building pursuant to Paragraph 9(d) hereof; and, (ii) real property taxes (including school taxes and local improvement rates) and all business and other taxes, if any, from time to time payable by the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereof. (b) The amounts payable by the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to time, and the Tenant shall pay to the Landlord the Tenant’s Share as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of agrees that the cost of maintaining, operating, repairingmanaging, replacing or administering repairing and maintaining the Office Parcel, including the Building and the Common Areas Area, in such manner as Landlord may deem appropriate for the best interests of the tenants of the Building (all of such costs to be referred to herein as the “Operating Costs”) shall be apportioned among the tenants of the Building. Tenant agrees to pay its pro rata share of the Operating Costs, but only to the extent that such costs exceed the expense stop specified in Section 1, in the manner hereinafter set forth. 10.1.1 Except as provided otherwise in Section 10.1.3, Tenant’s pro rata share of the Operating Costs (including taxes and Facilities thereofassessments under Section 8.3) shall be the proportion that the floor Area of the Premises bears to the total building rentable area of the Building (the “Floor Area of the Building”), pursuant provided that Landlord shall first allocate Operating Costs incurred with respect to Paragraph 10(a) hereofthe Development, orin a manner selected by Landlord in good faith in its reasonable discretion, as soon as bills among different buildings or groups of buildings or parcels of land within the Development. The Floor Area of the Building shall be measured in accordance with BOMA. The Operating Costs for the fiscal year in which this Lease commences or terminates shall be apportioned so that Tenant shall not be responsible for costs that relate to periods prior to or subsequent to the Lease Term except any period of holding over. 10.1.2 Operating Costs shall include but not be limited to all costs of operating, managing, repairing and maintaining the Office Parcel or any portion part thereof in a manner deemed by Landlord to be reasonable and appropriate, including but not limited to all costs and expenses, whether expended or incurred, of: (i) heating, ventilating, air conditioning, lighting, securing, cleaning, painting, refurbishing and otherwise maintaining the Office Parcel or any part thereof; (ii) cleaning windows, removing rubbish and debris and providing janitorial services; (iii) inspecting, policing, providing security and regulating traffic; (iv) renting sweepers, trucks and other equipment and purchasing janitorial, lighting and other supplies; (v) depreciating (over a period not exceeding sixty (60) months) machinery and equipment and other non-real estate assets used in the operation and maintenance of the amounts so estimated Office Parcel; (vi) repairing and/or replacing paving, roofs, curbs, walkways, landscaping, drainage, on-site water lines, sanitary sewer lines, storm water lines, plumbing, heating, ventilating and air conditioning systems, floors, electric lines and other equipment and systems serving the Office Parcel or any part thereof; (vii) renting or buying uniforms and replacement uniforms; (viii) maintaining such liability, property, business interruption insurance and any other insurance coverages customarily obtained for projects similar to the Office Parcel, with such policies and companies and in such limits as selected by Landlord; (ix) complying with the Americans with Disabilities Act and any environmental or other laws, rules, regulations, guidelines or orders enacted after the date of this Lease: (x) employing property management services; (xi) protesting or paying any taxes and assessments imposed on or levied against the Office Parcel; (xii) providing electricity and other utilities to tenants of the Building, and (xii) providing janitorial and light replacement services to tenants of the Building. Operating Costs shall not include: (i) income, estate and inheritance taxes levied against Landlord; (ii) taxes paid by any tenant under Section 8; (iii) depreciation, capital investment items (except as aforesaidprovided above) and debt service; (iv) costs of leasing space in the Building, including leasing commissions and leasehold improvement costs; (v) the cost of utilities separately metered to any tenant or resulting from Excess Consumption under Section 13 and billed directly to that tenant; (vi) the cost of special services provided to any tenant and billed directly to that tenant; and (vii) repairs and maintenance paid by proceeds from insurance or tenants. In the event of any dispute as to whether an item represents an expense or a capital item. Landlord’s accounting practices shall be determinative and binding on the parties. 10.1.3 The Building’s Operating Costs shall be adjusted to reflect the level of occupancy such that the cost of services provided to tenants, such as janitorial services and air conditioning, which are not provided to vacant space or are provided to vacant space to a reduced degree, are received, distributed among those tenants enjoying the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rentservices. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an The adjustment shall be made between based on sound accounting principles to project costs at a 95% occupancy level whenever the parties heretoactual occupancy rate is less than 95%. If In no event shall the Tenant shall have paid adjustment result in reimbursement to Landlord of an amount in excess of such actual amounts, costs incurred by Landlord. Notwithstanding anything to the excess contrary herein. Tenant’s share of that portion of the Operating Costs which is attributable to property management services shall be refunded by the Landlord within a reasonable period of time after delivery equal to four percent (4%) of the said statement. If the amount the total of all Base Rent, Operating Costs (exclusive of costs for property management services) and other sums (except for any rent tax or other transaction privilege taxes provided for in Section 8.2) payable by Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Rentunder this Lease.

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 (a"Operating Costs") In which Landlord may incur in maintaining and operating the Project 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 Project, the Tenant will pay including but not limited to all real estate taxes and annual installments of special assessments payable in such calendar year with respect to the Landlord in addition Project; 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 Minimum Rent specified Project 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 Paragraph 4 hereofaccordance with Generally Accepted Accounting Principles, as further additional rentconsistently applied but exclusive of leasing commissions, ninety percent (90%) (“Tenant’s Share”) depreciation, costs of (i) the Landlord’s total costs and expenses in insuring the Building pursuant to Paragraph 9(d) hereof; and, (ii) real property taxes (including school taxes and local improvement rates) leasehold improvements and all business costs of a capital nature except as provided in the next sentence and other taxespayments of principal and interest on any mortgages, if any, from time to time payable by the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect deeds of the Leased Premises and Common Areas and Facilitiestrusts, or against other security devices covering the Landlord on account Project. Operating Costs shall also include the yearly amortization of its ownership thereof. (b) The amounts payable by the Tenant pursuant to this Paragraph 10 may be estimated capital costs incurred by the Landlord for such period or periods as the Landlord may determine from time to time, and the Tenant shall pay improvements to the Landlord Project required to comply with any change after the Tenant’s Share as so estimated commencement date in the laws, rules or regulations of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereofgovernmental authority having jurisdiction, or, but only with Tenant's consent in its absolute discretion, for purposes of reducing Operating Costs (other than by replacement of worn out and obsolete equipment or building components, which shall in any event be excluded from Operating Costs), which costs shall be amortized over the useful life of such improvements as soon as bills for all or any portion of the amounts so reasonably estimated by the Landlord, as aforesaid, are received, but in no event shall the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall annual amortization be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess savings. The management fee shall be refunded by $0.55 per rentable square foot for the Landlord within a reasonable period of time after delivery first twelve (12) months on the Term, and shall not increase more than three percent (3%) per year during the remainder of the said statementTerm, but in any event such increase shall not result in a fee in excess of competitive market fees. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Rent.The following shall be excluded from Operating Costs:

Operating Costs. (aA) In each year TENANT agrees to pay as additional rent during the term of this Lease upon receipt of written notice, together with copies of paid bills, from LANDLORD, fire and liability insurance premiums; repair and maintenance of the Termparking lot, and sidewalks as specified in Section 9, real property taxes and assessments as outlined in Section 11; and administrative expenses in an amount equal to 5% of the Tenant will pay operating expenses paid by LANDLORD, together with a "Late Charge" of 5% per month if the additional rent is not received by the 30th day from the invoice date. (B) TENANT shall have the right, at its own cost and expense (except as provided below), to audit or inspect LANDLORD's records with respect to the Landlord operating costs and real property taxes, as well as all other additional rent payable by TENANT hereunder for any Lease Year. TENANT shall give LANDLORD not less than thirty (30) days prior written notice of its intention to conduct any such audit. LANDLORD shall cooperate with TENANT during the course of such audit, which shall be conducted during normal business hours in LANDLORD's office. LANDLORD agrees to make such personnel available to TENANT as is reasonably necessary for TENANT, or for TENANT's employees or agents to conduct such audit. If such audit discloses that the amount paid by TENANT as TENANT's operating expenses and/or real estate taxes, or of other additional rental payable by TENANT hereunder, has been overstated by more than three and one half percent (3.5%), then, in addition to immediately repaying such overpayment to TENANT with interest, LANDLORD shall also pay the Minimum Rent specified reasonable costs incurred by TENANT in Paragraph 4 hereof, as further additional rent, ninety percent (90%) (“Tenant’s Share”) of (i) the Landlord’s total costs and expenses in insuring the Building pursuant to Paragraph 9(d) hereof; and, (ii) real property taxes (including school taxes and local improvement rates) and all business and other taxes, if any, from time to time payable by the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereofconnection with such audit. (bC) The amounts payable by Notwithstanding anything to the Tenant pursuant contrary in the Lease, operating costs shall not include (1) any costs of items considered capital repairs, replacements, improvements and equipment under generally accepted accounting principles consistently applied or otherwise or (2) costs incurred in connection with upgrading the Building and/or parking areas to this Paragraph 10 may be estimated by comply with the Landlord for such period current interpretation of disability, life, fire and safety codes, ordinances, statutes, or periods as other laws, including, without limitation, the Landlord may determine from time to timeADA, and the Tenant shall pay including penalties or damages incurred due to the Landlord the Tenant’s Share as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Rentnon-compliance.

Operating Costs. (a) In each year Debt service and leasing commissions payable by Landlord shall be excluded from any computation of Operating Costs. Prime Lease shall mean that certain long term lease agreement dated March 21, 1985 by and between The Economic Development and Industrial Corporation of Boston, a corporation organized under the laws of the Term, the Tenant will pay to the Landlord in addition to the Minimum Rent specified in Paragraph 4 hereofCommonwealth of Massachusetts, as further additional rentPrime Lessor and Landlord as Prime Lessee, ninety percent (90%) (“Tenant’s Share”) of (i) the Landlord’s total costs and expenses in insuring covering the Building pursuant to Paragraph 9(d) hereof; and, (ii) and certain real property taxes (including school taxes and local improvement rates) and all business and other taxeson which the Building is situated, if any, from time to time payable by as the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereof. (b) The amounts payable by the Tenant pursuant to this Paragraph 10 same may be estimated by the Landlord for such period or periods as the Landlord may determine amended from time to time. Project shall mean the Building, the land upon which the Building is situated and the Tenant shall pay to the Landlord the Tenant’s Share as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments provided for improvements now or hereafter situated on such land. Trade Fixtures shall mean any and all signs placed by Tenant within the Leased Premises pursuant to provisions hereof and any and all items of property used by Tenant in the Leased Premises including, but not limited to, furniture and equipment; provided, however, that the term “Trade Fixtures” shall not include any permanent leasehold improvements including, but not limited to, any floor, wall or ceiling coverings, any interior walls or partitions, any lighting fixtures, track lights or any property a part of or associated with any electrical, plumbing or mechanical system, notwithstanding that the same may have been installed within the Leased Premises. Section 8.2. Exhibits, Supplements and Riders. The Exhibits, Supplements and Riders attached to this Lease are hereby incorporated herein and hereby made a part of this Lease. Notwithstanding anything contained in To the extent the terms of Exhibit E attached to this subparagraph (b) Lease are inconsistent with the terms of this Lease, the Exhibit E terms shall be deemed to modify the contraryterms of this Lease. IN TESTIMONY WHEREOF, at such time the parties hereto have executed this Lease as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintainingday and year first above written. “LANDLORD” BOSTON DESIGN CENTER LLC, operatinga Delaware limited liability company By: VORNADO REALTY L.P., repairingits managing member By: VORNADO REALTY TRUST, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter its general partner By: /S/ ▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Date: 3/24/06 Name: ▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ “TENANT” BOSTON BEER CORPORATION By: /S/ ▇▇▇ ▇▇▇▇ Date: March 22, 2006 Title: Chairman Hereunto Duly Authorized [ * ] Indicates that information has been omitted and filed separately with the Tenant Securities and Exchange Commission pursuant to a request for the confidential treatment. Exhibit A — Floor Plan Exhibit B — Building Rules and Regulations Exhibit C — Non-Discrimination and Employment Requirements Exhibit D — Rental Payment Schedule Exhibit E — Terms & Conditions Exhibit F — Authorization Agreement for Automatic Rental Payments Exhibit G — EDIC Form SNDA Exhibit H — Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already Work [ * ] Indicates that information has been so applied) omitted and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts filed separately with the next monthly payment Securities and Exchange Commission pursuant to a request for confidential treatment. EXHIBIT A {see attached Floor Plan} (Image of Minimum Rent.Floor Plan)

Operating Costs. In the event Operating Costs (ahereinafter defined) In each 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 Termcalendar year 2010 (subject to adjustment as hereafter provided), whether during the Initial Lease Term or any renewal period(s), Tenant will shall pay to the Landlord in addition to the Minimum Rent specified in Paragraph 4 hereofLandlord, as further additional rentAdditional Rent for each such future calendar year, ninety percent an amount equal to 23.98% (90%) (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 Landlord’s total costs and expenses in insuring average occupancy level of the Building pursuant to Paragraph 9(d) hereof; andProperty for the year was not 95% or more of full occupancy, (ii) real property taxes any utility or service is not required by or provided to one or more of the tenants or occupants of the Building, or (including school taxes 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 local improvement rates) services to all tenants and all business occupants in the Building, and other taxes, if any, from time to time payable shall be allocated among the tenants by the Landlord to reflect those costs which are levied or assessed or allocated by would have occurred had the Landlord pursuant Building been 95% occupied during calendar year 2010 and such utilities and services provided to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereof. (b) The amounts payable by the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to time, and the Tenant shall pay to the Landlord the Tenant’s Share as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments provided for tenants. As used in this Lease, the term “Operating Costs” shall mean the aggregate of all reasonable and proper expenses and costs incurred and paid by Landlord for operating the Property. Notwithstanding anything contained Such expenses and costs shall be those that are usual and customary as found in this subparagraph (b) the operation of other first class office buildings and shall include, but not be limited to, all expenses and costs that are required to operate, maintain or repair the contrarybuilding and outside areas of the Property, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering capital improvements designed to protect the Building health and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion safety of the amounts so estimated by tenants in the Landlord, as aforesaid, are receivedbuilding, the Landlord may thereafter ▇▇▇▇ cost of all alterations and improvements to the Tenant for building that are necessary to comply with the Tenant’s Share thereof ADA (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so appliedas hereinafter defined) and the Tenant shall forthwith pay cost of monitoring and maintaining suitable indoor air quality (including regular inspections and repairs to the Landlord upon demand such amounts so expended or billed, as additional rentbuilding HVAC system). At the end of the period for which such estimated payments have been made, the Landlord Operating Costs shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid not include any management fees in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery five percent (5%) of the said statementgross rents nor any administrative (or similar fee) based on a percentage of the Operating Costs. If the amount the Such expenses and costs shall not include as Operating Costs any items for which Landlord will be compensated by insurance or by reimbursement by a particular tenant or costs directly borne by others. Upon Tenant’s request, Landlord will provide Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment a detailed list and accounting of Minimum RentOperating Costs.

Operating Costs. (a) In each year of the Term, the Tenant will pay to the Landlord in addition to the Minimum Rent specified in Paragraph 4 hereof, as further additional rent, ninety percent (90%) (“Tenant’s Share”) of (i) the Operating Costs" shall mean all Landlord’s total 's costs and expenses in insuring operating, managing, cleaning, maintaining and repairing the Building Premises, including without limitation costs of, for or with respect to (a) wages, salaries, fringe benefits, workers compensation insurance premiums and payroll taxes paid to or for persons employed in performing the aforesaid functions, (b) oil, gas, electricity, water, sewer, telephone and other utilities not otherwise paid by Tenant directly to the applicable utility company or authority, (c) premiums for all insurance which Landlord is required to maintain with respect to the Premises under the terms hereof or otherwise carries in accordance with good building management practice, (d) furnishing all services to the Premises which Landlord is required to furnish hereunder, (f) supplies, materials and equipment (including rentals) needed for the foregoing functions, (g) snow plowing and removal, (h) landscaping, (i) payments to independent contractors performing any of the aforesaid functions, (j) the proportionate share of costs for operation, maintenance, real estate taxes and reasonable resources with respect to the common areas, easements and facilities of the Office and Research and Development Park, as are properly charged and allocated to the Premises pursuant to Paragraph 9(dthe Declaration of Easements, Covenants and Restrictions for the Park, (k) hereof; and, capital replacements or improvements (amortized as provided below) either (i) required under Applicable Laws subsequent to the Commencement Date or (ii) real property taxes necessary to maintain the Premises in the condition required hereunder, (including school taxes l) a management fee to the party performing such function with respect to the Premises not to exceed then prevailing market fees for such services for similar properties in the so-called Metro West/Route 495 area of Middlesex and local improvement ratesWorcester Counties, Massachusetts, and (m) reasonable maintenance and all business and other taxes, if any, from time replacement reserves in such amounts as would customarily be made for properties similar to time payable by the Landlord Premises in the MetroWest/Route 495 area under then prevailing building management practices in such area. Any costs which are levied or assessed or allocated by would be deemed capital expenditures under generally accepted accounting principles shall be amortized on a straight line basis over the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect entire useful life of the Leased Premises subject item, at an interest rate equal to the prevailing market rate for businesses substantially similar to Landlord for obligations with maturities equal to such useful life at the time of the subject expenditure, and Common Areas only the amortization attributable to the subject calendar year or other applicable accounting period shall be included in Operating Costs for such year or period. Operating Costs shall not include, and Facilitiesthere shall be excluded therefrom, any costs or against charges for (a) the Landlord on account initial construction of its ownership thereof. the Project, (b) The amounts payable by any subsequent expansion, additions to or redevelopment of the Tenant pursuant to this Paragraph 10 may be estimated by Project, (c) depreciation of the Landlord for such period Premises, (d) principal, interest, debt service and other similar charges under any Mortgages or periods as the Landlord may determine from time to time, and the Tenant shall pay other loans with respect to the Landlord Premises, (e) rent or other charges under the Tenant’s Share as so estimated of such amounts in monthly instalments in advance during such period together Ground Lease or any other ground, master or underlying lease with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) respect to the contraryPremises, at such time as (f) repair or correction of any defective workmanship or materials with respect to the Landlord expends any money or incurs any charges or expenses in respect original construction of the cost Project or any subsequent expansion, additions to or redevelopment thereof, (g) repair or replacement of maintaining, operating, repairing, replacing or administering any structural elements of the Building or elements constituting the basic Building shell or envelope (such as foundations, supporting columns, supporting beams, exterior walls and roofs), (h) remediation of or liability with respect to any Hazardous Substances or other pollutants in, on or about the Common Areas and Facilities thereofPremises which were not brought, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all released or discharged thereon or therefrom by Tenant or any portion Party for which Tenant Is Responsible, (i) repairing or restoring damage to the Premises by fire or other casualty or taking by condemnation or eminent domain (except only for the amount of any customary and commercially reasonable insurance deductible), (j) damage, loss or liability to the amounts so estimated extent that the same are or would be covered by the Landlord, as aforesaid, are receivedany insurance which Landlord is required to carry hereunder (whether or not Landlord does so) or otherwise carries, the Landlord may thereafter ▇▇▇▇ proceeds of eminent domain or takings awards or legal claims against the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaidresponsible parties, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been madeLandlord is otherwise reimbursed, the (k) damage, loss or liability resulting from Landlord's negligence, willful misconduct, violation of law, breach of contract or that of any Party for which Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereofis Responsible or (l) management fees, and if necessaryadministrative costs, an adjustment shall be made between the parties hereto. If the Tenant shall have paid overhead or profits other than or in excess of such actual amounts, the excess management fee specifically allowed above. Costs which would normally be paid out of the aforesaid maintenance and replacement reserves under prevailing building management practices in the MetroWest/Route 495 area shall be refunded by the Landlord within a reasonable period paid out of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amountsreserves, the Tenant agrees to pay and, to the Landlord any such extra amount or amounts with extent so covered, shall not also be included in Operating Costs for the next monthly payment of Minimum Rentsubject accounting period (so as not in effect to be charged to Tenant twice).

Operating Costs. (a) In each year of the Term, the Tenant will pay to the Landlord in addition to the Minimum Rent specified in Paragraph 4 hereof, as further additional rent, ninety percent (90%) (“Tenant’s Share”) the Landlord's cost and expenses of maintaining, operating, insuring, repairing, restoring, supervising and administering the Building such costs and expenses to include, without limitation (i) the Landlord’s total costs and expenses incurred by the Landlord in insuring the Building pursuant to Paragraph 9(d10(a)(i) hereof; and, (ii) real property taxes the total cost of operating, maintaining, lighting, cleaning (including school taxes snow and local improvement rates) ice removal and clearance), supervising, policing, landscaping, H.V.A.C. preventative maintenance, repairing all business and other taxesareas of the Building which are not otherwise the responsibility of the Tenant in this Lease, if anyincluding, from time without limitation, all monies paid to time payable persons, firms or corporations employed by the Landlord which are levied to perform same; and (iii) all expenses incurred or assessed or allocated paid by the Landlord in connection with the maintenance, repair, restoration, operation, management, supervision and administration of the Building and all services connection therewith, together with an administrative fee of seven and one half percent (7.5%) of such total annual costs and expenses, including, without limitation, all such costs and expenses referred to in the immediately preceding subparagraphs (i) to (iii) inclusive of this paragraph II(a) and taxes paid by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereofparagraph 9(c). (b) The amounts payable by the Tenant pursuant to this Paragraph 10 paragraph 11 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to time, and the Tenant shall pay to the Landlord the Tenant’s Share as so estimated of such amounts in monthly instalments installments in advance during such period together with all other rental payments provided for in this the Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering administrating the Building and the Common Areas and Facilities thereofBuilding, pursuant to Paragraph 10(aparagraph 11(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof same (less all amounts previously paid by the Tenant on the basis of the Landlord’s 's estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereofparagraph 11, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time fifteen (15) days after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment within fifteen (15) days after delivery of Minimum Rentsaid statement.

Operating Costs. Operating Costs" 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 repair of all or any part of the Project (adjusted for vacancy as hereafter provided) and of the personal property, fixtures, machinery, equipment, systems and apparatus located in the Project or used in connection therewith. Operating Costs shall not include (a) In each year 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 will pay 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 in addition may elect to the Minimum Rent specified in Paragraph 4 hereof, as further additional rent, ninety percent make an appropriate adjustment (90%) (“Tenant’s Share”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 Landlord’s total costs and expenses in insuring the Building pursuant to Paragraph 9(d) hereofhas ten floors; and, (ii) real property taxes (including school taxes and local improvement rates) and all business and other taxes, if any, from time to time payable by the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereof. (b) The amounts payable by the Tenant pursuant 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 a particular service for Tenant's floor is $1,000. If Tenant were to this Paragraph 10 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to time, and the Tenant shall pay to the Landlord the Tenant’s 's Proportionate Share as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering 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 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 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 not furnishing any particular work or service (the Common Areas and Facilities thereof, pursuant cost of which if performed by Landlord would constitute an Operating Cost) to Paragraph 10(a) hereof, or, as soon as bills 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 amounts so estimated 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 Landlord, as aforesaid, are receivedcontrary, the Landlord may thereafter ▇▇▇▇ the Tenant provisions of this Section 2C(2) with respect to an Equitable Adjustment of Operating Costs for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis vacancy, or as a result of the Landlord’s estimate aforesaidperformance by tenants of certain services, shall apply only to Operating Costs which have are variable and which increase as occupancy in the Project increases and shall not already been so applied) and the Tenant shall forthwith pay apply to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for any Operating Costs which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If do not vary with the amount of occupancy in the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum RentProject.

Operating Costs. (a) In For each full or partial calendar year occurring during the period of the TermTerm occurring from the fifth (5th) anniversary of the Commencement Date through the remainder of the Initial Term (the "Additional Parking Charge Period"), the Tenant will shall pay to the Landlord Landlord, in addition to the Minimum Rent specified in Paragraph 4 hereofmonthly fees payable under Section 11.5, as further additional rent, ninety percent (90%) (“Tenant’s Share”) of (i) the Landlord’s total costs and expenses in insuring the Building pursuant to Paragraph 9(d) hereof; and, (ii) real property taxes (including school taxes and local improvement rates) and all business and other taxes, if any, from time to time payable by the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord a contribution on account of its ownership thereof. the excess costs of operating the Parking Garage (the "Additional Parking Charge") equal to the product obtained by multiplying (a) Landlord's actual, documented out-of-pocket costs in operating the Parking Garage and the ad valorem taxes, assessments and other governmental imposts payable with respect thereto (exclusive of any ▇▇▇▇-up, or any management or other fees or any item of cost which is of the kind excluded from Operating Expenses or Real Property Taxes under Sections 7.2.2, 7.2.3 or 7.5)for each such calendar year or portion thereof (the "Additional Parking Expenses"), to the extent such Additional Parking Expenses exceed the average total amount of such Additional Parking Expenses incurred during the periods occurring from the third (3rd) anniversary through the fourth (4th) anniversary and from the fourth (4th) anniversary through the fifth (5th) anniversary, by (b) The amounts payable a fraction, the numerator of which is the average number of Allocated Spaces leased by Tenant during the applicable calendar year or portion thereof (which shall be calculated by adding the number of Allocated Spaces leased by Tenant pursuant during each month of such year and dividing the total by twelve(12)) and the denominator of which is the total number of parking spaces located in the Parking Garage. Landlord shall deliver Tenant annual statements of Additional Parking Charge for each such calendar year or portion thereof at the time and in the manner provided in Section 7.3 with respect to this Paragraph 10 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to timeActual Operating Expenses, and the Tenant shall pay to the Landlord the Tenant’s Share as so estimated Additional Parking Charge on an annual basis within thirty (30) days after receipt of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Leaseannual statement. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay same dispute and audit rights with respect to the Additional Parking Expenses and such statements of Landlord any such extra amount or amounts as provided in Article 7 with the next monthly payment of Minimum Rentrespect to Operating Expenses and Real Estate Taxes.

Operating Costs. (a) In During each calendar year or part thereof subsequent to the Base Expense Year, Lessee shall pay to Lessor as additional Rent, in accordance with Section 8.3 hereof, ▇▇▇▇▇▇'s Proportionate Share of the Termtotal dollar increase, if any, in all Operating Costs for such calendar year over the Tenant will Operating Costs for the Base Expense Year. During each tax year (July 1 through June 30) or part thereof subsequent to the Base Tax Year ending June 30, Lessee shall pay to the Landlord Lessor as additional Rent, in addition to the Minimum Rent specified in Paragraph 4 accordance with Section 8.3 hereof, as further additional rentLessee's Proportionate Share of the total dollar increases, ninety percent (90%) (“Tenant’s Share”) if any, in all Real Estate Taxes for such tax year over the Real Estate Taxes for the Base Tax Year. Lessee's Proportionate Share shall be calculated on the basis of the greater of (i) the Landlord’s total costs and expenses in insuring the Building pursuant to Paragraph 9(d) hereofactual Operating Costs; and, or (ii) real property taxes as if the Complex were at least ninety-five percent (including school taxes 95%) occupied and local improvement rates) and all business and other taxes, if any, from time to time payable by operational for the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect whole of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereofsuch Lease Year. (b) The amounts If any Lease Year of less than twelve (12) months is included within the Term, the amount payable by the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord Lessee for such period shall be prorated on a per diem basis (utilizing a three hundred sixty (360) day year). (c) Lessor shall exercise good faith efforts to equitably allocate those Operating Costs that are incurred for the direct benefit of specific types of lessees or periods as users in the Landlord Complex to and among those specific lessees and/or users ("Cost Pools"). Such Cost Pools may determine from time to timeinclude, but shall not be limited to, the office and showroom space, the second 13. floor Atrium, the lower level exhibition hall, and any retail space lessees of the Tenant shall pay to the Landlord the Tenant’s Share as so estimated Complex. Lessor's determination of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment allocations shall be made between in a manner consistent with the parties hereto. If the Tenant shall have paid in excess terms and conditions of such actual amounts, the excess this Section 8.2(c) and shall be refunded by subject to reconciliation per Section 8.3(c). Lessee acknowledges that the Landlord within allocation of Operating Costs among Cost Pools does not affect all Operating Costs and is limited to specific items which Lessor determines, in good faith, should be shared among the lessees and/or users of a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Rentcertain Cost Pool.

Operating Costs. (a) In each year of the Term, the Tenant will shall also pay to the Landlord in addition to the Minimum as Additional Rent specified in Paragraph 4 hereofhereunder, as further additional rent, ninety percent (90%) (“Tenant’s Share”Share of “Complex Operating Costs” (as hereinafter defined) in equal monthly installments based upon Landlord’s reasonable estimate of such Complex Operating Costs. By April 1st of each year, Landlord shall provide Tenant with an accounting of such “Complex Operating Costs” for the prior year, and Tenant shall pay Landlord any balance owing within thirty (30) days. If Landlord has collected in excess of expenses, Tenant shall receive a credit against future payments of Tenant’s Share of Complex Operating Costs. (i) the Landlord’s total The Basic Rent shall be net to Landlord such that all costs and expenses in insuring connection with the Building pursuant Complex (other than Landlord’s debt service) shall either be paid directly by the various tenants or paid by Landlord and allocated among the various tenants. It is further understood that the only obligations of Landlord to Paragraph 9(d) effectuate operation, maintenance and repair of the Complex are those set forth in Section 9 hereof. “Complex Operating Costs” as used herein shall mean all costs incurred by Landlord in operating, maintaining and repairing the Complex including, without limitation; andthe cost of clearing snow and ice; trash, (ii) real garbage and other refuse removal; the cost and expense of gardening and landscaping; Landlord’s insurance including bodily injury, public liability, property taxes (including school taxes damage liability, fire and local improvement rates) extended coverage or all risk insurance covering the Complex, rent insurance; water and sewer charges; repairs to the building and building improvements and other parts of the Complex; re-striping parking areas; repair to parking areas; painting; maintenance and repairs of traffic and directional signs and equipment; extermination; electrical, water or other utility charges serving the Common Areas; policing and regulating traffic; structural repairs and roof maintenance; a reserve equal to 8% of the estimated cost for resurfacing the parking area; 5% of all of the foregoing to cover Landlord’s administrative supervision, overhead and general conditions costs; and all business other similar costs properly chargeable to such operation, maintenance and other taxes, if any, from time to time payable by repair. Excluding therefrom only the Landlord which are levied or assessed or allocated by the costs and expenses required of Landlord pursuant to Paragraph 8(c)(ii) Section 5(a)(ii). hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereof. (b) The amounts payable by the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to time, and the Tenant shall pay to the Landlord the Tenant’s Share as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the provide Tenant a statement with an annual itemized estimate of the all Complex Operating Costs and an annual reconciliation of actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum RentComplex Operating Costs against estimated Complex Operating Costs.

Operating Costs. (a) In each year Lessee shall pay to Lessor, as additional Rent, in accordance with Article 7 hereof, one hundred percent (100%) of the Termelectricity and other separately metered utility charges for the Leased Premises. During each calendar year or part thereof subsequent to the Base Expense Year, the Tenant will Lessee shall pay to Lessor as additional Rent, in accordance with Article 7 hereof, Lessee's Proportionate Share of the Landlord total dollar increase, if any, in addition all Operating Costs for such calendar year over the Operating Costs for the Base Expense Year. During each tax year (July 1 through June 30) or part thereof subsequent to the Minimum Rent specified Base Tax Year ending June 30, Lessee shall pay to Lessor as additional Rent, in Paragraph 4 accordance with Article 7 hereof, as further additional rentLessee's Proportionate Share of the total dollar increases, ninety percent (90%) (“Tenant’s Share”) if any, in all Real Estate Taxes for such tax year over the Real Estate Taxes for the Base Tax Year. Lessee's Proportionate Share shall be calculated on the basis of the greater of (i) the Landlord’s total costs and expenses in insuring the Building pursuant to Paragraph 9(d) hereofactual Operating Costs; and, or (ii) real property taxes as if the Complex were at least ninety-five percent (including school taxes 95%) occupied and local improvement rates) and all business and other taxes, if any, from time to time payable by operational for the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect whole of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereofsuch Lease Year. (b) The amounts If any Lease Year of less than twelve (12) months is included within the Term, the amount payable by the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord Lessee for such period shall be prorated on a per diem basis (utilizing a three hundred sixty (360) day year). (c) Lessor shall exercise good faith efforts to equitably allocate those Operating Costs that are incurred for the direct benefit of specific types of lessees or periods as users in the Landlord Complex to and among those specific lessees and/or users ("Cost Pools"). Such Cost Pools may determine from time to timeinclude, but shall not be limited to, the office and showroom space, the second floor Atrium, the lower level exhibition hall, and any retail space lessees of the Tenant shall pay to the Landlord the Tenant’s Share as so estimated Complex. Lessor's determination of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment allocations shall be made between in a manner consistent with the parties hereto. If the Tenant shall have paid in excess terms and conditions of such actual amounts, the excess this Section 7.2(c) and shall be refunded by subject to reconciliation per Section 7.3(c). Lessee acknowledges that the Landlord within allocation of Operating Costs among Cost Pools does not affect all Operating Costs and is limited to specific items which Lessor determines, in good faith, should be shared among the lessees and/or users of a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Rentcertain Cost Pool.

Operating Costs. (a) In each year of Throughout the Term, the Tenant will shall pay to the Landlord in addition to the Minimum Rent specified in Paragraph 4 hereof, as further additional rent, ninety percent (90%) (“Tenant’s Share”) of (i) the Landlord’s total costs and expenses in insuring the Building pursuant to Paragraph 9(d) hereof; and, (ii) real property taxes (including school taxes and local improvement rates) and all business and other taxes, if any, from time to time payable by the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord monthly instalments on account of its ownership thereofOperating Costs, plus applicable HST, which are preliminarily estimated to be Twenty Thousand Six Hundred One Dollars and Seventy Nine Cents ($20,601.79) per month. (b) The amounts Upon reasonable prior written notice to the Tenant, the Landlord may adjust the amount of such monthly payments from time to time during the Term, so that the aggregate of such payments will reasonably approximate the Operating Costs for the same period. (c) It is understood and agreed that the amount referred to in Section 3.3(a) is only an estimated amount. Within sixty (60) days after each lease year during the Term and within sixty (60) days after the expiration or earlier termination of this Lease, the Landlord shall deliver a detailed statement itemizing all components of the Operating Costs for the previous twelve (12) months and the Tenant shall pay to the Landlord, or the Landlord shall repay to the Tenant, after the Landlord’s determination of Operating Costs for such period, the amount by which the actual Operating Costs payable, as calculated by the Landlord, exceeds, or is exceeded by, as the case may be, the estimated Operating Costs received by the Landlord for that period. (d) Subject to Section 6.4 and Section 6.6, and Tenant’s obligations under Section 6.1, the Landlord will operate, maintain, repair and replace the Premises in the same state as on the Commencement Date, subject to reasonable wear and tear, and the cost thereof shall be included in Operating Costs payable by the Tenant pursuant to this Paragraph 10 may be estimated by Lease. (e) By written notice to the Landlord for such period or periods as the Landlord may determine from time to timeLandlord, and the Tenant shall pay to may designate all or a portion of the Landlord Premises as an area for which the Tenant will provide its own janitorial services, at the Tenant’s Share as so estimated of own cost, and any such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to area will be excluded from the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination calculation of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess proportionate share of such actual amounts, services in the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum RentOperating Costs.

Operating Costs. (a) In each year of the Term, the Tenant will hereby covenants and agrees and shall be obligated to pay to the Landlord Landlord, in addition to and not in lieu of the Minimum Rent other amounts specified in Paragraph 4 hereofherein, as further additional rent, ninety percent (90%) (“Tenant’s Share”) Share of (i) Operating Costs in excess of the Landlord’s total costs Initial Operating Costs. These payments shall be in addition to and expenses not in insuring lieu of any other payments due from Tenant hereunder. The “Initial Operating Costs” shall be, for the Building purposes of this Lease, the actual Operating Costs for calendar year 2006, adjusted pursuant to Paragraph 9(d) hereof; and, (ii) real property taxes (including school taxes and local improvement rates) and all business and other taxes, if any, from time to time payable by the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect terms of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereofthis Lease. (b) The amounts payable term “Operating Costs”, as adjusted pursuant to the terms of this Lease, shall mean any and all operating expenses of the Property, Building and related areas (such as, by way of illustration but not limitation, the parking areas), computed on an accrual basis and including all expenses, costs, and disbursements of every kind and nature, which Landlord (i) shall pay; and/or (ii) become obligated to pay, including, but not limited to, the following: (i) Costs, wages and salaries of all persons engaged in the management, operation, repair, security or maintenance of the Property and Building, including, but not limited to, fringe benefits, taxes, insurance and any other benefits relating thereto; (ii) All supplies and materials used in the operation and maintenance of the Property and Building; (iii) Cost of water, sewage, electricity and other utilities furnished in connection with the operation of the Building; (iv) Cost of all service agreements and maintenance for the Property and Building and the equipment therein, including, but not limited to, trash removal, security services, alarm services, window cleaning, janitorial service, HVAC maintenance, elevator maintenance, and grounds maintenance, and cost of all services described in subparagraph 8(a) below; (v) Cost of all insurance relating to the Property and Building including, but not limited to, the cost of casualty and liability insurance applicable to the Property and Building and Landlord’s personal property used in connection therewith; (vi) All Taxes (as hereinafter defined) and any reasonable consultants fees incurred with respect to issues or concerns involving the taxes or the Building, the Property, or both; (vii) Cost of repairs and general maintenance of the interior and exterior of the Property and Building (including, but not limited to, light bulbs and glass breakage; the redecorating, repainting, recarpeting and other such work of any common areas; heating, ventilation and air conditioning equipment; plumbing and electrical equipment; and elevators), parking areas, and landscaping; (viii) A management fee and other expenses incurred for the general operation and management of the Property and Building, not to exceed 3% of gross revenues from the Building; (ix) An amortization cost due to any capital expenditures incurred (i) which have the effect of reducing or limiting Operating Costs of the Property and Building, if such reduction or limitation inures to Tenant’s benefit (but only to the extent and in the amount that such Operating Costs of the Property and Building are reduced); (ii) which may be required by governmental authority or by Landlord’s insurance carrier; or (iii) which are designed to protect or enhance the health, safety or welfare of the tenants in the Building or their invitees; (x) All assessments made, charged, levied, assessed or accrued against Landlord by The Concourse Office Park Association, Inc.; (xi) Reasonable legal and accounting fees and expenses incurred by Landlord in connection with the management, maintenance and repair of the Property; and (xii) Anything which could be classified as an Operating Cost under generally accepted accounting principles, consistently applied, but not specified or expressly set forth hereunder; provided such cost is reasonably consistent with operating costs of similar class A office buildings in the central perimeter submarket of Atlanta, Georgia. Excluded from “Operating Costs” are: (i) net recoveries which reduce expenses incurred by the Landlord including, but not limited to, those pursuant to legal or contractual warranties; (ii) costs or expenses incurred in connection with satisfying obligations of Landlord which are expressly provided in this Lease to be done at Landlord’s sole cost and expense; (iii) any expenses which are recovered by the Landlord under a contract, agreement, insurance policy or lease to which the Tenant is not a party, including such amounts which the Landlord would have been able to recover pursuant to insurance policies had the Landlord taken out and maintained the insurance coverage which is required pursuant to this Paragraph 10 may Lease; (iv) costs of any replacement of to the structure of the Building or its integral systems including but not limited to footings, foundations, structural columns and beams, structural sub-floors bearing walls, exterior walls, roofs, HVAC systems and components, which would be estimated required to be capitalized under generally accepted accounting principles (“GAAP”); (v) costs and expenses considered to be capital expenses in accordance with GAAP, except as described in Section 3(b)(ix) above; (vi) any depreciation or notional interest charges thereon, except as expressly set out herein; (vii) costs and expenses incurred when Tenant was not a Tenant of the Building, such as the original construction costs of the Building, development or complex; (viii) costs and expenses incurred with respect to any risk which, according to the terms and conditions of this Lease, is not Tenant’s responsibility; (ix) financing, mortgage and interest charges on the capital retirement of debt of the Landlord and all payments of principal on such debt; (x) amounts expended by the Landlord related to the leasing of the Building, or any part thereof, including (1) marketing, advertising and promotional expenditures whether specifically for such period leasing or periods as to promote the Landlord may determine from time to timeBuilding’s image or otherwise, (2) leasing commissions, (3) tenant inducements of any kind, and the Tenant shall pay to the Landlord the Tenant’s Share as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b4) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering any work related to portions of the Building occupied by other tenants of the building and vacant areas of the Common Areas Building other than those designated as shared common areas; (xi) costs and Facilities thereof, pursuant expenses in connection with services or other benefits provided to Paragraph 10(aanother tenant or occupant of the Building; (xii) hereof, or, as soon as bills for all payments made under any ground or head lease or any portion legal or other costs incurred as a result of activities or disputes between the Landlord and its mortgagees, partners, shareholders or ground lessors; (xiii) bad debts, lost rents and any costs associated with the collection or attempted collection of such debts; (xiv) any unfunded pension or other benefits of any person described in Section 3(b)(i); (xv) any expenses (including, but not limited to fines, penalties, legal fees and interest) resulting from the Landlord’s failure to comply with this Lease, other tenants’ leases, any contracts laws, or resulting from the negligent acts or willful misconduct of the amounts so estimated Landlord or its employees, agents or contractors; (xvi) any wages, salaries or other compensation paid to any employee not employed at least in part for or on behalf of the Building (provided that costs for employees working for or on behalf of the Building part-time must be allocated by Landlord on a pro rata basis to the Building); (xvii) any property management fees other than those fees which are consistent with similar buildings in the area and which are consistent with the level of service provided by the Landlord, as aforesaid, are received, . (xviii) any duplication of costs created by the Landlord may thereafter ▇▇▇▇ charging a property management fees in addition to the Tenant for salaries of its employees who are rendering the Tenant’s Share thereof (less all amounts previously paid actual services that would otherwise be covered by the Tenant on fee; (xix) other than the basis Property’s concierge services, any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or any affiliate of Landlord in excess of arms length compensation; (xx) legal, accounting and similar or related costs paid or incurred in connection with any sale, syndication, financing or refinancing involving the Building or any of Landlord’s estimate aforesaidinterests therein; (xxi) costs or expenses related to Landlord’s cleaning, which have not already been so applied) and the Tenant shall forthwith pay removal, remediation or compliance required due to the Landlord upon demand existence of any hazardous materials in, on or affecting the Building and/or land provided such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant contamination is not a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination result of the Tenant’s actions or those for whom the Tenant is at law responsible; (xxii) costs for charitable or political contributions; (xxiii) costs of any rent loss or income loss insurance or additional casualty insurance premiums for the Building in excess of the standard rate paid by Landlord, which additional cost is attributable to the tenancy of any other tenant or occupant of the Building; (xxiv) costs of advertising and promotional for leasing space in the Building; (xxv) costs allocable to land held for future development that is not in direct support of the Building; (xxvi) any cost or expense incurred in connection with correcting latent defects in the Premises or the Property; (xxvii) Landlord’s actual costs incurred in bringing the Property into compliance with applicable laws with which the Property is not in compliance as of the date hereof, including, without limitation, building codes, fire safety regulations and the Americans with Disabilities Act. (xxviii) corporate, income or profit taxes assessed against the personal income of the Landlord; (xxix) the Landlord’s capital tax or any large corporation taxes; (xxx) business taxes levied against the business carried on by the Landlord or any other tenant of the Building; and (xxxii) local improvement taxes where attributable to the initial development of the Building; (c) The term “Tenant’s Share” shall mean the proportion that the rentable square footage of the Premises bears to ninety-five percent (95%) of the Total Building Rentable Area, or the average percentage of the Total Building Rentable Area actually leased in the Building for any calendar year, if such average is greater than ninety-five percent (95%) of the Total Building Rentable Area. The average shall be determined by adding together the total leased space on the last day of each month during the calendar year in question and dividing by twelve (12). Tenant’s Share thereofis used in this Lease to determine the portion of Operating Costs payable by Tenant, and on a per square foot per annum basis. Notwithstanding anything to the contrary contained herein, if necessarythe Building is not fully occupied during any calendar year, an adjustment appropriate adjustments shall be made between to determine Operating Costs as though the parties hereto. If Building had been fully occupied in such calendar year for the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Rententire calendar year.

Operating Costs. Notwithstanding anything set forth in Section 6.3 to the contrary, Operating Costs shall not include: (a) In each year Costs, including marketing costs, legal fees, space planners' fees, and brokerage fees incurred in connection with the original construction or development of the TermCenter or the original or future leasing of the Center, the Tenant will pay and costs, including permit, license and inspection costs and allowances and other concessions, incurred with respect to the Landlord installation of tenant improvements made for new tenants in addition to the Minimum Rent specified Center or incurred in Paragraph 4 hereofrenovating or otherwise improving, as further additional rentdecorating, ninety percent painting or redecorating vacant leasable space for tenants or other occupants (90%) (“Tenant’s Share”or prospective tenants or occupants) of the Center; (ib) the Landlord’s total costs Depreciation, interest and expenses in insuring the Building pursuant to Paragraph 9(d) hereof; and, (ii) real property taxes (including school taxes and local improvement rates) and all business principal payments on mortgages and other taxesdebt costs, if any, from time penalties and interest, costs of capital improvements and equipment designed to time payable increase the leasable area of the Center; (c) Costs for which Landlord is reimbursed by any tenant or occupant of the Center or by insurance by its carrier or any tenant's carrier (or if Landlord which are levied or assessed or allocated fails to carry the insurance required to be carried by the Landlord pursuant to Paragraph 8(c)(iithis Lease, costs which would have been covered by insurance had Landlord obtained the coverage required to be carried under this Lease) hereofor by anyone else, against or in respect of and electric power costs for which any tenant directly contracts with the Leased Premises and Common Areas and Facilitieslocal public service company; (d) Any bad debt loss, rent loss, or against the Landlord on account of its ownership thereof.reserves for bad debts or rent loss; (be) Any amount paid as ground rental for the Center by Landlord; (f) All items and services for which Tenant or any other tenant in the Center reimburses Landlord or which Landlord provides selectively to one or more tenants (other than Tenant) without reimbursement; (g) Costs, other than those incurred in ordinary maintenance and repair, for sculpture, paintings, fountains or other objects of art; (h) Any costs expressly excluded from Operating Costs elsewhere in this Lease; (i) Costs arising from Landlord's charitable or political contributions; (j) Expenses directly resulting from the gross negligence or wilful misconduct of Landlord, its agents, servants or employees; (k) Rental for any space in the Center set aside for conference facilities, storage facilities or exercise facilities; (l) The amounts payable of any payments by Landlord or to its affiliates for goods or services in the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to time, and the Tenant shall pay to the Landlord the Tenant’s Share as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid Center in excess of such actual amountsa competitive rate; and (m) Costs incurred in connection with the sale, the excess shall be refunded by the Landlord within a reasonable period of time after delivery financing or refinancing of the said statement. If the amount the Tenant has paid is less than such actual amountsCenter, the Tenant agrees including brokerage commissions, consultants', attorneys' and accountants' fees, closing costs, title insurance premiums, transfer taxes and interest charges; and (n) Costs incurred to pay comply with laws relating to the Landlord any removal or abatement of Hazardous Materials in or about the Premises to the extent the existence of such extra amount Hazardous Materials is not the result of Tenant's occupancy or amounts with use of the next monthly payment of Minimum RentPremises.

Operating Costs. Notwithstanding anything set forth in Section 6.3 to the contrary, Operating Costs shall not include: (a) In each year Costs, including marketing costs, legal fees, space planners' fees, and brokerage fees incurred in connection with the original construction or development of the TermCenter or the original or future leasing of the Center, the Tenant will pay and costs, including permit, license and inspection costs and allowances and other concessions, incurred with respect to the Landlord installation of tenant improvements made for new tenants in addition to the Minimum Rent specified Center or incurred in Paragraph 4 hereofrenovating or otherwise improving, as further additional rentdecorating, ninety percent painting or redecorating vacant leasable space for tenants or other occupants (90%) (“Tenant’s Share”or prospective tenants or occupants) of the Center; (ib) the Landlord’s total costs Depreciation, interest and expenses in insuring the Building pursuant to Paragraph 9(d) hereof; and, (ii) real property taxes (including school taxes and local improvement rates) and all business principal payments on mortgages and other taxesdebt costs, if any, from time penalties and interest, costs of capital improvements and equipment designed to time payable increase the leasable area of the Center; (c) Costs for which Landlord is reimbursed by any tenant or occupant of the Center or by insurance by its carrier or any tenant's carrier (or if Landlord which are levied or assessed or allocated fails to carry the insurance required to be carried by the Landlord pursuant to Paragraph 8(c)(iithis Lease, costs which would have been covered by insurance had Landlord obtained the coverage required to be carried under this Lease) hereofor by anyone else, against or in respect of and electric power costs for which any tenant directly contracts with the Leased Premises and Common Areas and Facilitieslocal public service company; (d) Any bad debt loss, rent loss, or against the Landlord on account of its ownership thereof.reserves for bad debts or rent loss; (be) Any amount paid as ground rental for the Center by Landlord; (f) All items and services for which Tenant or any other tenant in the Center reimburses Landlord or which Landlord provides selectively to one or more tenants (other than Tenant) without reimbursement; (g) Costs, other than those incurred in ordinary maintenance and repair, for sculpture, paintings, fountains or other objects of art; (h) Any costs expressly excluded from Operating Costs elsewhere in this Lease; (i) Costs arising from Landlord's charitable or political contributions; (j) Expenses directly resulting from the gross negligence or wilful misconduct of Landlord, its agents, servants or employees; (k) Rental for any space in the Center set aside for conference facilities, storage facilities or exercise facilities; (l) The amounts payable of any payments by Landlord or to its affiliates for goods or services in the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord for such period or periods as the Landlord may determine from time to time, and the Tenant shall pay to the Landlord the Tenant’s Share as so estimated of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid Center in excess of such actual amountsa competitive rate; (m) Costs incurred in connection with the sale, the excess shall be refunded by the Landlord within a reasonable period of time after delivery financing or refinancing of the said statement. If the amount the Tenant has paid is less than such actual amountsCenter, the Tenant agrees including brokerage commissions, consultants', attorneys' and accountants' fees, closing costs, title insurance premiums, transfer taxes and interest charges; and (n) Costs incurred to pay comply with laws relating to the Landlord any removal or abatement of Hazardous Materials in or about the Premises to the extent the existence of such extra amount Hazardous Materials is not the result of Tenant's occupancy or amounts with use of the next monthly payment of Minimum RentPremises.

Operating Costs. (a) In each year 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 Termownership, 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 Manager in accordance with the terms of this Agreement including all Permitted Expenditures (collectively, the “Facility Expenses”), shall be the responsibility of Tenant, and shall be paid by Manager as and when due from the funds in the Operating Account as contemplated by Section 3(b); provided, however, all real property taxes, all debt service (and all fees, penalties and costs related thereto) and any reserves and/or escrows required by the terms of any Facility Loan Documents shall be paid in a timely manner directly by Tenant will and Manager shall have no obligation with respect thereto. Notwithstanding the foregoing, in the event the funds available in the Operating Account are insufficient to pay to the Landlord in addition to the Minimum Rent specified in Paragraph 4 hereof, as further additional rent, ninety percent (90%) (“Tenant’s Share”) of (i) payroll (to the Landlord’s total costs and expenses in insuring the Building pursuant to Paragraph 9(d) hereof; andextent Permitted Expenditures), (ii) real property taxes amounts due under National Contracts when owed (including school taxes to the extent Permitted Expenditures), (iii) 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 local improvement ratessafety 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 expenses incurred by Manager for the benefit of the Facility which also benefit one or more other 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) and relating to all business corporate offsite personnel and other taxes, if any, from time offsite overhead expenses of Manager and its Affiliates (specifically excluding expenses relating to time any employee that are payable by the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereof. (b) The amounts payable by the Tenant pursuant to this Paragraph 10 may be estimated 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 Landlord for such period Performance Standard, (y) incurred in the management or periods as operation of properties or communities other than the Landlord may determine from time to timeFacility, and the Tenant shall pay to the Landlord the Tenant’s Share (z) otherwise designated hereunder as so estimated an obligation or responsibility of such amounts in monthly instalments in advance during such period together with all other rental payments provided for in this Lease. Notwithstanding anything contained in this subparagraph (b) to the contrary, at such time as the Landlord expends any money or incurs any charges or expenses in respect of the cost of maintaining, operating, repairing, replacing or administering the Building and the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or any portion of the amounts so estimated by the Landlord, as aforesaid, are received, the Landlord may thereafter ▇▇▇▇ the Tenant for the Tenant’s Share thereof (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded by the Landlord within a reasonable period of time after delivery of the said statement. If the amount the Tenant has paid is less than such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum RentManager.

Operating Costs. Operating Costs" 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 repair of any part of the Project and of the personal property, fixtures, machinery, equipment, systems and apparatus used in connection therewith, including the cost of providing those services required to be furnished by Landlord under this Lease. Operating Costs shall not include (a) In each year costs of the Term, the Tenant will pay to the Landlord in addition to the Minimum Rent specified in Paragraph 4 hereof, as further additional rent, ninety percent (90%) (“Tenant’s Share”) alterations of (i) the Landlord’s total costs and expenses in insuring the Building pursuant to Paragraph 9(d) hereoftenant premises; and, (ii) real property taxes (including school taxes and local improvement rates) and all business and other taxes, if any, from time to time payable by the Landlord which are levied or assessed or allocated by the Landlord pursuant to Paragraph 8(c)(ii) hereof, against or in respect of the Leased Premises and Common Areas and Facilities, or against the Landlord on account of its ownership thereof. (b) The amounts payable by costs of capital improvements, except those intended to reduce Operating Costs, and those made to keep the Tenant pursuant to this Paragraph 10 may be estimated by the Landlord for such period or periods as the Landlord may determine Project in compliance with governmental requirements applicable from time to time, amortized by Landlord in accordance with sound accounting and the Tenant shall pay to the Landlord the Tenant’s Share as so estimated of such amounts in monthly instalments in advance during such period together with all management principles; (c) interest and principal payments on mortgages or any other debt costs, or rental payments provided on any ground lease of the Project ("Ground Lease"); (d) real estate brokers' leasing commissions; (e) any cost or expenditure for which Landlord is reimbursed by insurance proceeds or otherwise, except by Operating Cost Share Rent; (f) the cost of any service furnished to any office tenant of the Project which Landlord does not make available to Tenant; (g) depreciation or amortization of any improvements, except as specifically set forth in this Lease. Notwithstanding anything contained in this subparagraph ; (bh) costs of repairs, alterations or replacements caused by the exercise of the rights of imminent domain to the contraryextent Landlord receives net condemnation proceeds therefor; (i) 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 expenses for services or items for which Tenant directly reimburses Landlord (other than as a component of Operating Expenses) or pays to third parties at such time Landlord's request; (n) costs and expenses incurred as a result of a violation by Landlord of the terms and conditions of any lease in the Building or of any law, statute or ordinance, or any debt agreement or ground lease; (o) costs and expenses of relocation of any tenants in the Building; (p) costs, fines or penalties incurred due to violation by Landlord expends of any money governmental rule or incurs law except as incurred by Landlord in challenging any charges law; (q) overhead and profit paid to subsidiaries of Landlord or expenses in respect of entitles under common control with Landlord for services on or to the Building, but only to the extent that the cost of maintainingsuch services exceeds normal rates being paid for such services by owners of other first class office buildings in the Chicago metropolitan area; (r) wages, operatingsalaries 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, repairingif any, replacing 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 administering other related expenses incurred by Landlord in leasing Building systems and major Building components; and (v) costs of acquiring sculptures, paintings or other objects of art for the Building and Building. If the Common Areas and Facilities thereof, pursuant to Paragraph 10(a) hereof, or, as soon as bills for all or Project is not fully leased during any portion of any fiscal year, Landlord may adjust (an "Equitable Adjustment") Operating Costs to equal what would have been incurred by Landlord had the amounts so estimated by Project been fully leased. For example, assume (i) the LandlordBuilding 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; (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, as aforesaidTenant would pay $100. Instead, are receivedLandlord 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 Landlord may thereafter ▇▇▇▇ the Tenant cost for the Tenant’s Share thereof entire Building might be $9,000. The Landlord's estimate (less all amounts previously paid by the Tenant on the basis of the Landlord’s estimate aforesaid, which have not already been so applied$9,000) and the Tenant shall forthwith pay to the Landlord upon demand such amounts so expended or billed, as additional rent. At the end of the period for which such estimated payments have been made, the Landlord shall deliver to the Tenant a statement of minus the actual amounts and costs referred to in this Paragraph 10 and the determination of the Tenant’s Share thereof, and if necessary, an adjustment shall be made between the parties hereto. If the Tenant shall have paid in excess of such actual amounts, the excess shall be refunded cost incurred by the Landlord within a reasonable period of time after delivery ($1000) equals the Equitable Adjustment ($8000). The Equitable Adjustment is added to the actual cost and Tenant pays Tenant's Proportionate Share of the said statementtotal; in this example, Tenant would pay $9,000 times 10% or $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 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 Tenant has paid is less than service to such actual amounts, the Tenant agrees to pay to the Landlord any such extra amount or amounts with the next monthly payment of Minimum Renttenant.