Common use of Subleased Premises Clause in Contracts

Subleased Premises. Subject to the terms of this Sublease, Sublandlord hereby subleases to Subtenant, and Subtenant hereby subleases from Sublandlord the Premises in its entirety, together with the right to exercise, in common with Sublandlord and others entitled thereto, Sublandlord’s right to use the Common Areas (as defined in the Master Lease) of the Building and the Project under the Master Lease necessary or appropriate to Subtenant’s use of the Subleased Premises, subject to the terms of the Master Lease and any rules and regulations established from time to time by Master Landlord with respect to the use of such Common Areas. The parties hereto agree that the sublease of the Subleased Premises is upon and subject to the terms, covenants and conditions herein set forth, and Subtenant covenants as a material part of the consideration for this Sublease to keep and perform each and all of such terms, covenants and conditions by it to be kept and performed and that this Sublease is made upon the condition of such performance. Sublandlord shall observe and perform for the benefit of Subtenant all of the obligations of “Tenant” under the Master Lease which are necessary and required to give Subtenant the benefits and rights provided by this Sublease, and which are not Subtenant’s obligations hereunder. Except as specifically set forth in this Sublease, Sublandlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Subleased Premises. Subtenant also acknowledges that neither Sublandlord nor any agent of Sublandlord has made any representation or warranty regarding the condition of the Subleased Premises, the Building or the Project or with respect to the suitability of any of the foregoing for the conduct of Subtenant’s business, except as specifically set forth in this Sublease. The square footage of the Premises will not be re-measured at any time during the term of this Sublease.

Subleased Premises. Subject Sublessor hereby subleases to Sublessee and Sublessee hereby rents from Sublessor the Premises. On and after May 1, 2002 (or such earlier date as provided herein or otherwise agreed to in writing by the Parties), Sublessee also rents from Sublessor the ACC Sublease Premises which shall also be included in the Premises. Sublessor shall not be responsible for any delays in delivering possession of the ACC Sublease Premises to Sublessee so long as it uses reasonable steps to deliver possession to Sublessee as soon as possible after May 1, 2002. In the event that Sublessor is unable, notwithstanding its reasonable steps, to deliver possession of the ACC Sublease Premises to Sublessee on May 1, 2002, Sublessee's obligations to pay Base Rent (as set forth below) and other Rent (as defined below) which is attributable to the ACC Sublease Premises shall be suspended until Sublessor is able to deliver possession of the ACC Sublease Premises. In other words, until Sublessor is able to deliver possession of the ACC Sublease Premises, Sublessee shall pay only Eighty-Nine and 03/100 percent (89.03%) of the Base Rent for the applicable period(s) set forth below in section 2.1 plus those costs for Additional Rent set forth in section 2.2 (in lieu of section 2.3) below, in addition to its other obligations under the Sublease. None of the Existing ACC Sublease provisions shall apply to this Sublease. Notwithstanding the provisions of this section 1.1 above, in the event that the Existing ACC Sublease is terminated prior to May 1, 2002, then so long as Sublessee is not then in default under the terms of this Sublease, Sublandlord hereby subleases to Subtenantand no event shall have occurred and be continuing which, and Subtenant hereby subleases from Sublandlord the Premises in its entirety, together with the right to exercise, in common with Sublandlord and others entitled thereto, Sublandlord’s right to use the Common Areas (as defined in the Master Lease) of the Building and the Project under the Master Lease necessary or appropriate to Subtenant’s use of the Subleased Premises, subject to the terms of this Sublease would constitute a default under the Master Lease Sublease after the giving of notice or passage of time, or both, Sublessee shall begin renting the ACC Sublease Premises immediately following the termination of the Existing ACC Sublease and any rules and regulations established from time to time the vacancy by Master Landlord with respect to ACC of the use ACC Sublease Premises. In the event of such Common Areas. The parties hereto agree that the sublease early renting by Sublessee of the Subleased Premises is upon ACC Sublease Premises, then from and subject after the date of such early renting, in addition to all of Sublessee's obligations under the termsSublease, covenants and conditions herein set forththe Additional Rent shall be payable by Sublessee in accordance with section 2.3 below, and Subtenant covenants as a material part of the consideration for this Sublease to keep and perform each and all of such terms, covenants and conditions by it to be kept and performed and that this Sublease is made upon the condition of such performance. Sublandlord shall observe and perform for the benefit of Subtenant all of the obligations of “Tenant” under the Master Lease which are necessary and required to give Subtenant the benefits and rights provided by this Sublease, and which are not Subtenant’s obligations hereunder. Except as specifically monthly Base Rent set forth in this Sublease, Sublandlord section 2.1 shall not be obligated to provide or pay for any improvement work or services related to modified in accordance with the improvement of the Subleased Premises. Subtenant also acknowledges that neither Sublandlord nor any agent of Sublandlord has made any representation or warranty regarding the condition of the Subleased Premises, the Building or the Project or with respect to the suitability of any of the foregoing for the conduct of Subtenant’s business, except as specifically set forth in this Sublease. The square footage of the Premises will not be re-measured at any time during the term of this Sublease.following schedule: Starting Ending Monthly Date Date Base Rent ----------- ----------- ------------ 02/01/99 01/31/2000 $90,915.00 02/01/2000 01/31/2001 $95,700.00 02/01/2001 01/31/2002 $100,485.00 02/01/2002 01/31/2003 $105,270.00 02/01/2003 01/31/2004 $110,055.00 02/01/2004 05/31/2004 $115,797.00

Subleased Premises. Subject to the terms of this Sublease, Sublandlord does hereby subleases sublease to Subtenant, and Subtenant does hereby subleases sublease from Sublandlord, for the term and upon the conditions hereinafter provided, the Subleased Premises, consisting of the approximate Rentable Area provided in the preamble to this Sublease, the number of which the parties agree shall be deemed the actual square footage, subject to Subtenant’s right, but not obligation, to have the Subleased Premises re-measured at its sole cost and expense, provided that Subtenant shall not re-measure the Subleased Premises after the thirtieth (30th) day following the Sublease Commencement Date applicable to the Phase II Subleased Premises. If Subtenant should elect to re-measure the Subleased Premises prior to the thirtieth (30th) day following the Sublease Commencement Date applicable to the Phase II Subleased Premises, and should Subtenant’s qualified professionals determine in writing that the Subleased Premises measure more or less than the approximation, an appropriate increase or decrease shall be made to those charges which are based upon square footage measurements (including but not limited to Sublease Base Rent, the Sublease Base Rent Credit, and the Security Deposit Amount), the revised square footage shall be confirmed in an amendment to this Sublease signed by both parties, and the determination of Rentable Area shall be conclusive. “Rentable Area” means the (i) entire area included within the Subleased Premises, being the area bounded by the interior surface of any exterior wall, the interior of all walls separating the Subleased Premises from any public corridors or other public areas on such floor, and the centerline of all walls separating such Subleased Premises from other adjoining areas leased to Sublandlord or other subtenants on the Premises in its entiretyfloor, together with plus (ii) a proportionate amount of the right to exercise, in common with Sublandlord and others entitled thereto, Sublandlord’s right to use square footage of the Common Areas (as defined in the Master LeaseSection 3(b)) existing as of the Building and Sublease Commencement Date applicable to the Project under the Master Lease necessary or appropriate to Subtenant’s use of the Phase II Subleased Premises, subject including but not limited to common area corridors on the terms second floor, first floor, and lower level of the Master Lease and any rules and regulations established from time to time by Master Landlord with respect to the use of such Common Areas. The parties hereto agree that the sublease of the Subleased Premises is upon and subject to the terms, covenants and conditions herein set forth, and Subtenant covenants as a material part of the consideration for this Sublease to keep and perform each and all of such terms, covenants and conditions by it to be kept and performed and that this Sublease is made upon the condition of such performance. Sublandlord shall observe and perform for the benefit of Subtenant all of the obligations of “Tenant” under the Master Lease which are necessary and required to give Subtenant the benefits and rights provided by this Sublease, and which are not Subtenant’s obligations hereunder. Except as specifically set forth in this Sublease, Sublandlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Subleased Premises. Subtenant also acknowledges that neither Sublandlord nor any agent of Sublandlord has made any representation or warranty regarding the condition of the Subleased Premises, the Building or the Project or with respect to the suitability of any of the foregoing for the conduct of Subtenant’s business, except as specifically set forth in this Sublease. The square footage of the Premises will not be re-measured at any time during the term of this SubleaseBuilding.

Subleased Premises. Subject to the terms of this Sublease, Sublandlord does hereby subleases sublease to Subtenant, and Subtenant does hereby subleases sublease and rent from Sublandlord, (i) the Space and (ii) all permanent improvements within the Space constructed by Landlord or by or on behalf of Sublandlord (collectively, the Premises in its entirety, together with “Subleased Premises”). Subtenant shall have the right to exercise, use in common with Original Sublandlord and others entitled thereto, Sublandlord’s right to use thereto the Common Areas (as defined in the Master Lease) common areas of the Building and the Project under the Master Lease necessary or appropriate to Subtenant’s use of the Subleased Premises, subject pursuant to the terms of the Master Lease and any rules and regulations established from time to time by Master Landlord with respect to the use of such Common AreasLease. The parties hereto agree that the sublease of the Subleased Premises is upon and In addition, subject to the terms, covenants and conditions herein set forthof this Sublease, Subtenant shall have the exclusive right to use during the Sublease Term (defined below), free of charge, the furniture, fixtures and equipment more particularly described on Schedule A annexed hereto and made a part hereof (the “Personal Property”) located in the Space. Subtenant covenants as a material part shall have no obligation whatsoever to repair, replace or maintain the Personal Property, unless any damage thereto is caused by the negligence or willful misconduct of Subtenant. Provided that there is no change in the size of the consideration for Subleased Premises between the date of this Sublease and the Commencement Date (defined below) (e.g., there has been no change in the size of the Subleased Premises by reason of any damage or destruction to keep or condemnation of the Subleased Premises), the parties hereby (i) stipulate that the Space shall be deemed to contain approximately 19,997 rentable square feet upon delivery of the Space by Sublandlord to Subtenant (the “Space Measurement”), (ii) agree that neither party shall have any right to dispute the Space Measurement and perform each and all (iii) waive any claim in connection with the Space Measurement, regardless of such terms, covenants and conditions by it whether the Space is found to be kept and performed and that this Sublease is made have contained more or less than 19,997 rentable square feet upon delivery of the condition of such performanceSpace to Subtenant. Sublandlord shall observe represents and perform warrants for the benefit of Subtenant all of that the obligations of “Tenant” under the Master Lease which are necessary and required to give Subtenant the benefits and rights provided by this Sublease, and which are not Subtenant’s obligations hereunder. Except as specifically set forth in this Sublease, Sublandlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Subleased Premises. Subtenant also acknowledges that neither Sublandlord nor any agent of Sublandlord has made any representation or warranty regarding the condition of the Subleased Premises, the Building or the Project or with respect to the suitability of any of the foregoing for the conduct of Subtenant’s business, except as specifically set forth in this Sublease. The rentable square footage of the Premises will Space was not be re-measured at any time during remeasured pursuant to Section 4 of the term Second Amendment and that Sublandlord pays Base Rental for the Space under the Lease and Tenant’s Forecast Additional Rental and Tenant’s Additional Rental for the Space under the Lease on the basis of this Subleasethe Space consisting of 19,997 rentable square feet.

Subleased Premises. Subject to the terms of this Sublease, Sublandlord does hereby subleases sublease to Subtenant, and Subtenant does hereby subleases sublease and rent from Sublandlord, (i) the Space and (ii) all permanent improvements within the Space constructed by Landlord or by or on behalf of Sublandlord (collectively, the Premises in its entirety, together with “Subleased Premises”). Subtenant shall have the right to exercise, use in common with Sublandlord and others entitled thereto, Sublandlord’s right to use thereto the Common Areas (as defined in the Master Lease) common areas of the Building and the Project under the Master Lease necessary or appropriate to Subtenant’s use of the Subleased Premises, subject pursuant to the terms of the Master Lease and any rules and regulations established from time to time by Master Landlord with respect to the use of such Common AreasLease. The parties hereto agree that the sublease of the Subleased Premises is upon and In addition, subject to the terms, covenants and conditions herein set forthof this Sublease, Subtenant shall have the exclusive right to use during the Sublease Term (defined below), free of charge, the furniture, fixtures and equipment more particularly described on Schedule A annexed hereto and made a part hereof (the “Personal Property”) located in the Space. Subtenant covenants as a material part shall have no obligation whatsoever to repair, replace or maintain the Personal Property, unless any damage thereto is caused by the negligence or willful misconduct of Subtenant. Provided that there is no change in the size of the consideration for Subleased Premises between the date of this Sublease and the Commencement Date (defined below) (e.g., there has been no change in the size of the Subleased Premises by reason of any damage or destruction to keep or condemnation of the Subleased Premises), the parties hereby (i) stipulate that the Space shall be deemed to contain approximately 19,997 rentable square feet upon delivery of the Space by Sublandlord to Subtenant (the “Space Measurement”), (ii) agree that neither party shall have any right to dispute the Space Measurement and perform each and all (iii) waive any claim in connection with the Space Measurement, regardless of such terms, covenants and conditions by it whether the Space is found to be kept and performed and that this Sublease is made have contained more or less than 19,997 rentable square feet upon delivery of the condition of such performanceSpace to Subtenant. Sublandlord shall observe represents and perform warrants for the benefit of Subtenant all of that the obligations of “Tenant” under the Master Lease which are necessary and required to give Subtenant the benefits and rights provided by this Sublease, and which are not Subtenant’s obligations hereunder. Except as specifically set forth in this Sublease, Sublandlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Subleased Premises. Subtenant also acknowledges that neither Sublandlord nor any agent of Sublandlord has made any representation or warranty regarding the condition of the Subleased Premises, the Building or the Project or with respect to the suitability of any of the foregoing for the conduct of Subtenant’s business, except as specifically set forth in this Sublease. The rentable square footage of the Premises will Space was not be re-measured at any time during remeasured pursuant to Section 4 of the term Second Amendment and that Sublandlord pays Base Rental for the Space under the Lease and Tenant’s Forecast Additional Rental and Tenant’s Additional Rental for the Space under the Lease on the basis of this Subleasethe Space consisting of 19,997 rentable square feet.

Subleased Premises. Subject Sublessor hereby subleases to Sublessee, and Sublessee hereby subleases from Sublessor, the Subleased Premises subject to the terms and conditions of this Sublease. Sublessor shall deliver the Subleased Premises to Sublessee in such “AS IS, WHERE IS” condition as exists on the date delivered to Sublessee, broom clean, with the base Building electric, HVAC and plumbing systems serving the Subleased Premises in good working order and repair. Following execution of this Sublease, Sublandlord hereby subleases to Subtenant, and Subtenant hereby subleases Sublessor shall demise the Subleased Premises from Sublandlord the balance of the Premises in its entirety, together with to the right to exercise, in common with Sublandlord and others entitled thereto, Sublandlordextent required by applicable building codes (“Sublessor’s right to use the Common Areas (as defined in the Master Lease) of the Building and the Project under the Master Lease necessary or appropriate to Subtenant’s use Work”). Upon taking occupancy of the Subleased Premises, subject Sublessee shall conclusively be deemed to the terms of the Master Lease and any rules and regulations established from time to time by Master Landlord with respect to the use of such Common Areas. The parties hereto agree that the sublease of have accepted the Subleased Premises is upon and subject to the terms, covenants and conditions herein set forth, and Subtenant covenants as a material part of the consideration for this Sublease to keep and perform each and all of such terms, covenants and conditions by it to be kept and performed and that this Sublease is made upon in the condition of delivered and to have acknowledged that the same are in good condition and satisfactory to Sublessee in all respects and Sublessor has no obligation to make any improvements to such performance. Sublandlord shall observe and perform for the benefit of Subtenant all of the obligations of “Tenant” under the Master Lease which are necessary and required to give Subtenant the benefits and rights provided by this Sublease, and which are not Subtenant’s obligations hereunder. Except as specifically set forth in this Sublease, Sublandlord shall not be obligated to provide or pay for any improvement work or services related to the improvement portion of the Subleased Premises. Subtenant also Sublessee’s failure to notify Sublessor of any problems with the working order and repair of the base Building systems serving the Subleased Premises within thirty (30) days from delivery shall be deemed to be Sublessee’s agreement that Sublessor has satisfied its delivery requirement. Sublessee acknowledges that neither Sublandlord nor any agent of Sublandlord Sublessor has made no representations or warranties concerning the Subleased Premises or the Building or their fitness for Sublessee’s purposes. The Subleased Premises are leased with the benefit of the non-exclusive right to use in common with others at any representation or warranty regarding time entitled thereto the condition areas shown on Exhibit B (the “Common Areas”) solely for purposes of access to and egress from the Subleased Premises, . Sublessee shall comply with all rules and regulations of Sublessor concerning the Building or the Project or with respect to the suitability of any use of the foregoing for Common Areas. Sublessor shall have the conduct of Subtenant’s business, except as specifically set forth in this Sublease. The square footage of right from time to time to change the Premises will not be re-measured at any time during the term of this SubleaseCommon Areas provided Sublessor provides substantially similar access and egress.

Subleased Premises. Subject Tenant intends to enter into a sublease (the “Sublease”) with Central Industrial Supply Company (“CIS”), for that certain premises located 00 Xxxx Xxxxxx Xxxxxx, Xxxxxxxxx, Xxx Xxxxxx (the “Subleased Premises”), which such Subleased Premises is adjacent to the Premises. Provided the terms of this the Sublease require that Tenant, as subtenant under the Sublease, Sublandlord hereby subleases to Subtenantwill pay the rent under the Sublease in the amounts set forth in that certain Standard Industrial Lease dated August 16, 2006 by and between Landlord, as landlord, and Subtenant hereby subleases from Sublandlord CIS, as tenant (the Premises in its entirety“CIS Lease”), together with the right to exercise, in common with Sublandlord and others entitled thereto, Sublandlord’s right to use the Common Areas (as defined Landlord will agree that in the Master Lease) event Landlord elects to terminate the CIS Lease due to a default by CIS prior to the termination of the Building and Sublease, the Project under Sublease shall not terminate (even if the Master Lease necessary or appropriate to Subtenant’s use of the Subleased Premises, subject Sublease term has not commenced pursuant to the terms of the Master Lease Sublease) and any rules Tenant, as subtenant under the Sublease, shall attorn to Landlord and regulations established from time to time by Master recognize Landlord with respect to as the use of such Common Areas. The parties hereto agree that sublandlord under the sublease of Sublease, upon the Subleased Premises is upon and subject to the terms, covenants terms and conditions herein set forth, and Subtenant covenants as a material part of at the consideration for this Sublease to keep and perform each and all of such terms, covenants and conditions by it to be kept and performed and that this Sublease is made upon rental rate specified in the condition of such performance. Sublandlord shall observe and perform for the benefit of Subtenant all of the obligations of “Tenant” under the Master Lease which are necessary and required to give Subtenant the benefits and rights provided by this Sublease, and for the then remaining term of the Sublease, except that Landlord shall not be bound by any provision of the Sublease which are not Subtenantin any way increases Landlord’s duties, obligations hereunderor liabilities to Tenant, as sublesee, beyond those owed to CIS under the CIS Lease. Except If the CIS Lease is terminated after the Sublease has been executed but prior to the commencement date of the Sublease term, Landlord will agree that (i) the Sublease term shall commence upon the termination of the CIS Lease (the “Early Sublease Commencement Date”) and that Tenant, as specifically subtenant, shall commence paying rent under the Sublease (at the rates set forth in this Subleasethe CIS Lease) upon the Early Sublease Commencement Date, Sublandlord and (ii) Tenant, as subtenant, shall not be obligated to provide or pay responsible for any improvement work or services related amounts due under the CIS Lease and unpaid by CIS for periods prior to the improvement Early Sublease Commencement Date. The foregoing provisions of this paragraph shall apply notwithstanding that, as a matter of law, the Sublease may otherwise terminate upon the termination of the Subleased PremisesCIS Lease. Subtenant also acknowledges that neither Sublandlord nor In the event of such an attornment, Landlord shall not (i) be liable to Tenant, as sublessee, for any agent of Sublandlord has made any representation act, omission or warranty regarding the condition breach of the Subleased PremisesSublease by CIS, the Building (ii) be subject to any offsets or the Project defenses which Tenant, as sublessee, might have against CIS, (iii) be bound by any rent or additional rent which Tenant, as sublessee, might have paid in advance to CIS, (iv) be bound to honor any rights of Tenant, as sublessee, in any security deposit made with respect CIS except to the suitability of any of extent CIS has turned over such security deposit to Landlord. Landlord shall have the foregoing for right to reasonably review and consent to the conduct of Subtenant’s business, except as specifically set forth in this Sublease. The square footage of the Premises will not be re-measured at any time during the term of this SubleaseSublease and to require Tenant and CIS to enter into a consent form provided by Landlord.

Subleased Premises. Subject Sublandlord leases to the terms of this Sublease, Sublandlord hereby subleases to Subtenant, Subtenant and Subtenant hereby subleases leases from Sublandlord the Premises in its entirety, together with the right to exercise, in common with Sublandlord and others entitled thereto, Sublandlord’s right to use the Common Areas (as defined in the Master Lease) of the Building and the Project under the Master Lease necessary or appropriate to Subtenant’s use of the Subleased Premises, subject to the terms of the Master Lease and any rules and regulations established from time to time by Master Landlord with respect to the use of such Common Areas. The parties hereto agree that the sublease of the Subleased Premises is upon and subject to all of the terms, covenants and conditions herein set forth, and Subtenant covenants as a material part contained in this Sublease. The Subleased Premises consist of the consideration for this Sublease to keep and perform each and all of such terms, covenants and conditions by it to be kept and performed and that this Sublease is made upon the condition of such performance. Sublandlord shall observe and perform for the benefit of Subtenant all of the obligations of “Tenant” premises leased to Sublandlord under the Master Lease which as follows: an approximately 31,266 (+/-) square foot two-story building located at 000 Xxxxxx Xxxxxx, Xxxxxxxxx, XX together with the parking, sidewalks, driveways and landscaped areas appurtenant thereto. Sublandlord shall deliver the Subleased Premises in the configuration shown on Exhibit B attached hereto; provided however, at Subtenant's request (and without cost to Subtenant), the carpet and the drop-ceiling shall not be installed until improvements to be constructed by, or at the direction of, Subtenant are necessary and required substantially completed. Tenant acknowledges that it has had an opportunity to give Subtenant the benefits and rights provided by this Subleaseconduct, and has conducted, such inspections of the Subleased Premises as it deems necessary to evaluate its condition. Tenant agrees to accept possession of the Subleased Premises in its then existing condition, "as is, where is, with all faults", subject to the rights of the "Tenant" under the last paragraph of Section 48 of the Master Lease, which are not rights shall be enforced jointly by Subtenant and Sublandlord, as necessary. Notwithstanding the foregoing to the contrary, Sublandlord's obligations with respect to the correction of defects and "punch list" items shall be limited to using reasonable efforts to cause Landlord to repair and/or complete such items. Sublandlord hereby assigns to Subtenant during the Term the right to enforce any warranties in effect with respect to the Subleased Premises to the extent such warranties would reduce Subtenant’s 's obligations hereunder. Except as specifically set forth hereunder and shall cooperate with Subtenant in this Sublease, entering into any such warranties except that the Sublandlord shall not be obligated required to provide or pay for incur any improvement work or services related to the improvement of the Subleased Premisesexpenses in this regard. Subtenant also acknowledges that neither Sublandlord nor any agent of Sublandlord has not made any representation or warranty regarding to Subtenant with regard to the condition Subleased Premises including, without limitation, the suitability of the Subleased Premises, the Building or the Project or with respect to the suitability of any of the foregoing Premises for the conduct of Subtenant’s 's business, the physical, environmental and economic condition and the compliance of the Subleased Premises with applicable legal requirements except as specifically set forth in this Sublease. The square footage of the Premises will not be re-measured at any time during the term of this Subleaseotherwise expressly provided herein.

Subleased Premises. Subject to the terms of this Sublease, Sublandlord hereby subleases to Subtenant, and Subtenant hereby subleases from Sublandlord Sublandlord, the Premises in its entiretySubleased Premises. Additionally, together with Subtenant is hereby granted the right to exercise, in common with Sublandlord and others entitled thereto, Sublandlord’s nonexclusive right to use the Common Areas Areas, to the extent of Sublandlord’s rights to use of the same pursuant to the Master Lease, in common with other tenants in the Project throughout the Sublease Term (as defined below). Notwithstanding the foregoing or anything to the contrary elsewhere in this Sublease: (a) Sublandlord shall have exclusive use and possession of the reception area and four conference rooms adjacent to, but not a part of, the Subleased Premises, including the right to modify, reconfigure or eliminate such reception area and conference rooms (subject to Master Landlord’s rights under the Master Lease), and (b) Sublandlord and Subtenant shall each have non-exclusive use of the Building and restrooms located in the Project under Common Area adjacent to the Master Lease necessary or appropriate to Subtenant’s Subleased Premises (including access thereto from the Subleased Premises), ). Subtenant covenants that its use of the Subleased PremisesPremises and Common Areas (as permitted herein) shall at all times comply with any and all terms, subject to the terms conditions and provisions of the Master Lease and with any rules and regulations established by Master Landlord or Sublandlord from time to time by Master Landlord with respect time. Subtenant shall have the right to the use of such Common Areas. The parties hereto agree that the sublease of secure all entrances into the Subleased Premises is upon and subject to Master Landlord’s approval of any change to the termsexisting security system, covenants locks or keys and conditions herein set forth, Master Landlord’s rules and Subtenant covenants as a material part regulations regarding security of the consideration for this Sublease Building as Master Landlord may publish and revise from time to keep and perform each and all of such terms, covenants and conditions by it to be kept and performed and that this Sublease is made upon the condition of such performance. Sublandlord shall observe and perform for the benefit of Subtenant all of the obligations of “Tenant” under the Master Lease which are necessary and required to give Subtenant the benefits and rights provided by this Sublease, and which are not Subtenant’s obligations hereunder. Except as specifically set forth in this Sublease, Sublandlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Subleased Premises. Subtenant also acknowledges that neither Sublandlord nor any agent of Sublandlord has made any representation or warranty regarding the condition of the Subleased Premises, the Building or the Project or with respect to the suitability of any of the foregoing for the conduct of Subtenant’s business, except as specifically set forth in this Subleasetime. The rentable square footage of the 500 Building Master Premises will and Subleased Premises is hereby agreed by the parties to be as set forth in Recitals B and C above and shall not be re-measured at any time during the term of this Subleasesubject to remeasurement.

Subleased Premises. Subject to Upon the terms and conditions of this Sublease, Sublandlord the Sublessor hereby subleases to Subtenant, the Sublessee and Subtenant the Sublessee hereby subleases from Sublandlord the Sublessor the entire New Jersey Premises in its entiretylocated at 0 Xxxxxxxxx Xxxxx, together with Xxxxxxxxxxxx, Xxx Xxxxxx leased by the right to exercise, in common with Sublandlord and others entitled thereto, Sublandlord’s right to use the Common Areas (as defined in Sublessor under the Master Lease) , legally described on attached Exhibit B (the “Subleased Premises”). It is understood and agreed that this Sublease does not include any other premises other than the New Jersey Premises which is the Subleased Premises under this Sublease. It is acknowledged that the following specified personal property, equipment and/or improvements of the Building Sublessor (collectively, the “Personal Property”) remains upon the Subleased Premises as of the date of this Sublease: (a) all equipment comprising the paint line, including but not limited to the conveyor, the wash system, the paint booths, the drying ovens, paint hoppers and a burn-off oven, (b) the AC motor winder, and (c) all inventory and all movable furniture not purchased by the Sublessee, except for the furniture, files and lab equipment of the Sublessor (the “Excluded Property”) which Excluded Property only may be stored upon the Subleased Premises in an area of 35 feet by 75 feet (2,625 square feet) in the southwest corner of the warehouse, until no later than January 5, 2005. The Sublessor shall remove the Personal Property (except the Excluded Property which may remain until no later than January 5, 2005) and repair any damage caused in connection with such removal prior to the Commencement Date of this Sublease. It is understood that the Excluded Property shall be accessed by the Sublessor only at the time that such Excluded Property will be relocated to a different APW facility. If the Excluded Property is not removed from the Subleased Premises on or before January 5, 2005, the Sublessee may dispose of the Excluded Property as it so desires and the Project under Sublessor shall reimburse the Master Lease necessary Sublessee for the reasonable cost of such disposal. It is understood that the Sublessee shall not have any liability with respect to the Excluded Property and the Sublessee shall not be liable for any injury to persons entering the Subleased Premises relating thereto, and the Sublessor shall indemnify and hold harmless the Sublessee with respect to any such liability. The Sublessor hereby represents and warrants that no person or appropriate entity other than the Sublessor has any rights to Subtenant’s use use, occupy, lease, sublease or possess any portion of the Subleased Premises, subject to the terms of the Master Lease and any rules and regulations established from time to time by Master Landlord with respect to the use of such Common Areas. The parties hereto agree that the sublease of the Subleased Premises is upon and subject to the terms, covenants and conditions herein set forth, and Subtenant covenants as a material part of the consideration for this Sublease to keep and perform each and all of such terms, covenants and conditions by it to be kept and performed and that this Sublease is made upon the condition of such performance. Sublandlord shall observe and perform for the benefit of Subtenant all of the obligations of “Tenant” under the Master Lease which are necessary and required to give Subtenant the benefits and rights provided by this Sublease, and which are not Subtenant’s obligations hereunder. Except as specifically set forth in this Sublease, Sublandlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Subleased Premises. Subtenant also acknowledges that neither Sublandlord nor any agent of Sublandlord has made any representation or warranty regarding the condition of the Subleased Premises, the Building or the Project or with respect to the suitability of any of the foregoing for the conduct of Subtenant’s business, except as specifically set forth in this Sublease. The square footage of the Premises will not be re-measured at any time during the term of this Sublease.

Subleased Premises. Subject With respect to any "Premises" described and defined as a "Subleased Premises" on the terms of this SubleaseAddendum hereto, Sublandlord hereby subleases to Subtenantwhich Landlord does not own, and Subtenant hereby but leases or subleases from Sublandlord the Premises in its entirety, together with the right to exercise, in common with Sublandlord and others entitled thereto, Sublandlord’s right to use the Common Areas a Lessor (as defined in each Addendum hereto) under the Master Lease) terms of an existing lease or sublease (each, a "MAIN LEASE"), this Lease shall be a sublease of such Premises. Each such Premises constitutes all or a portion of the Building and the Project Demised Premises (as defined in each Addendum attached hereto) leased by Landlord, as lessee or sublessee, under the Master Lease necessary or appropriate to Subtenant’s use of the Subleased Premises, subject to the terms of the Master Lease applicable Main Lease. Tenant hereby assumes and any rules and regulations established from time agrees to time by Master Landlord with respect to the use of such Common Areas. The parties hereto agree that the sublease of the Subleased Premises is upon and subject to the terms, covenants and conditions herein set forth, and Subtenant covenants as a material part of the consideration for this Sublease to keep pay and perform each and all of such terms, covenants and conditions by it to be kept and performed and that this Sublease is made upon the condition of such performance. Sublandlord shall observe and perform for the benefit of Subtenant all of the obligations of “Tenant” Landlord, as lessee or sub-lessee, under the Master Lease which are necessary and required to give Subtenant the benefits and rights provided by this SubleaseMain Leases; PROVIDED, and which are not Subtenant’s obligations hereunder. Except as specifically set forth in this SubleaseHOWEVER, Sublandlord Tenant shall not be obligated to provide or pay for any improvement work or services bound by those provisions of a Main Lease which may be specifically excepted in the "Special Provisions" section of the Addendum related to such Main Lease, if applicable. Tenant has received and reviewed, or shall receive and review, as appropriate, a copy of each Main Lease prior to the improvement execution of the Subleased Premisesapplicable Addendum hereto relating to such Main Lease. Subtenant also acknowledges that neither Sublandlord nor Tenant shall not commit or permit to be committed on any agent of Sublandlord has made the Premises which are subject to a Main Lease any representation act or warranty regarding the omission which would violate any term or condition of the Subleased Main Lease covering such Premises, . All of the Building or terms and conditions contained in the Project or Main Leases with respect to the suitability Premises covered thereby are incorporated herein as terms and conditions of this Lease (with each reference therein to lessor and lessee, however denominated, to be deemed to refer to Landlord and Tenant). In the event of any conflict or dispute with regard to the rights or obligations of Landlord and Tenant under or arising out of this Lease and under the terms of any Main Lease, the terms and provisions of this Lease shall control. Notwithstanding anything to the contrary contained herein, in the event of any termination or any expiration of a Main Lease, howsoever brought about, (i) the Base Rent (hereinafter defined) shall be reduced by the Base Rent Component (hereinafter defined) attributable to the Premises covered thereby, (ii) this Lease shall terminate with respect to the Premises covered thereby, and (iii) neither Landlord nor Tenant shall have any further rights or obligations under this Lease with respect thereto (except with respect to any rights or obligations accrued as of the foregoing date of such expiration or termination, and except for any claim for damages where the conduct of Subtenant’s business, except as specifically set forth in this Sublease. The square footage expiration or termination of the Premises will not be re-measured at any time during Main Lease was caused by the term failure of Landlord or Tenant to pay or perform their respective obligations in regards to such Main Lease, or this Lease, all of which accrued rights and obligations and damage claims shall survive termination of this SubleaseLease with respect to such Premises).

Subleased Premises. Subject Sublandlord hereby leases to Subtenant, and Subtenant hereby leases from Sublandlord, the Subleased Premises, together with the right to use the Common Area (including, but not limited to, Tenant’s Allocated Parking Stalls within the Project), the Parking Area and the Exterior Area) provided by Master Landlord to Sublandlord pursuant to the terms of the Master Lease. The Subleased Premises shall include all tenant improvements, alterations, conduits and equipment installed therein by Sublandlord. In addition, Sublandlord hereby assigns to Subtenant for the duration of the Term (as hereinafter defined) of this Sublease, all rights that Sublandlord has pursuant to the Master Lease in connection with the occupancy, use or enjoyment of the Subleased Premises and agrees that (subject to Sublandlord’s rights pursuant to the MSA and the Conduits Agreement (each term as defined below)) such rights shall be exercisable exclusively by Subtenant while the Sublease is in effect. Such rights shall include, but not be limited to, the following: all rights Sublandlord has pursuant to Section 2.1 [Demise of Premises] of the Master Lease; all signage rights Sublandlord has pursuant to Section 4.3 [Signs] of the Master Lease, all parking rights that Sublandlord has pursuant to Section 4.4 [Parking] of the Master Lease, all rights Sublandlord has pursuant to Section 14.1(D) of the Master Lease (i.e., to permit Customers to enter upon and occupy the Premises for purposes of installing, repairing, replacing, operating and maintaining their customer equipment); all rights Sublandlord has pursuant to the following provisions of the Lease Rider to the Master Lease: Paragraph 3 [Roof Rights]; Paragraph 4 [Exterior Area]; Paragraph 5 [Fiber and Electrical Conduit Rights of Way]; Paragraph 6 [Emergency Generators and Fuel Storage Tanks]; Paragraph 7 [HVAC]; Paragraph 8 [Life Safety Systems]; Paragraph 10 [Leasehold Mortgage]; Paragraph 11 [Telephone Service]; and Paragraph 17 [Sprinkler]. Sublandlord warrants that (a) subject to obtaining the consent of Master Landlord as provided in Section 5, Sublandlord has the full power, authority and legal right to sublease the Subleased Premises to Subtenant, (b) Subtenant will have the right quietly to enjoy the Subleased Premises subject to (i) the Master Lease, (ii) the terms of this Sublease, Sublandlord hereby subleases and (iii) any other interest to Subtenantwhich the Master Lease is subject according to its terms, and Subtenant hereby subleases from Sublandlord (c) the Subleased Premises will be in its entirety, together with the right to exercise, in common with Sublandlord and others entitled thereto, Sublandlord’s right to use same condition on the Common Areas Commencement Date (as defined in herein) as on the Master Lease) of the Building date hereof, normal wear and the Project under the Master Lease necessary or appropriate to Subtenant’s use of the Subleased Premises, subject to the terms of the Master Lease and any rules and regulations established from time to time by Master Landlord with respect to the use of such Common Areas. The parties hereto agree that the sublease of the Subleased Premises is upon and subject to the terms, covenants and conditions herein set forth, and Subtenant covenants as a material part of the consideration for this Sublease to keep and perform each and all of such terms, covenants and conditions by it to be kept and performed and that this Sublease is made upon the condition of such performance. Sublandlord shall observe and perform for the benefit of Subtenant all of the obligations of “Tenant” under the Master Lease which are necessary and required to give Subtenant the benefits and rights provided by this Sublease, and which are not Subtenant’s obligations hereunder. Except as specifically set forth in this Sublease, Sublandlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Subleased Premises. Subtenant also acknowledges that neither Sublandlord nor any agent of Sublandlord has made any representation or warranty regarding the condition of the Subleased Premises, the Building or the Project or with respect to the suitability of any of the foregoing for the conduct of Subtenant’s business, except as specifically set forth in this Sublease. The square footage of the Premises will not be re-measured at any time during the term of this Subleasetear excepted.