Common use of Term of Sublease Clause in Contracts

Term of Sublease. The term (the “Term”) of this Sublease shall commence on the date that Sublessor has received all of the following: (a) a copy of this Sublease Agreement executed by Sublessee and Sublessor; (b) an executed copy of the Lessor’s and Guarantor’s consent to this Sublease; and (c) an executed copy of a Guaranty from Duke University guaranteeing the payment of the Base Rent and Additional Rent (each as defined below) under this Sublease for the time period specified in the Guaranty (the “Commencement Date”), and shall end on the 1st day of September, 2006, (or until such term shall sooner cease or expire as hereinafter provided) (the “Termination Date”). Possession of the Subleased Premises shall be delivered to Sublessee on the Commencement Date. The parties agree that the consent by Lessor and Guarantor shall include (i) a consent to the proposed use by Sublessee of the Subleased Premises as set forth in Section 4 of this Sublease; (ii) a consent to the upfit of the Shell Space at Sublessee’s sole cost and expense, subject to (A) the approval of Lessor of the plans for such upfit; (B) the plans shall provide that the upfit will be performed and Sublessee shall perform the upfit in a good and workmanlike manner using materials that are substantially similar and of better or equal quality to those presently contained in the Subleased Premises; (C) the plans shall provide and Sublessee shall use contractors and engineers that are licensed in North Carolina and are qualified to perform the work to prepare the Subleased Premises for its intended use, each as reasonably acceptable to Lessor; (D) Sublessee shall not commence any such work without first delivering to Lessor a policy or policies of workers’ compensation and commercial general liability insurance naming Lessor as an additional insured; (E) Sublessee and Sublessor warrant that any upfit installed by Sublessee will not violate the permitted use of the Subleased Premises and will materially comply with all applicable building codes and zoning laws and will not impact the structure of the Shell Space; (F) Sublessee shall furnish Lessor with all permits required prior to commencement of the upfit work and all certificates and approvals with respect to the upfit as may be required by any governmental authority and deliver to the Lessor properly executed general and subcontractor affidavits stating that all laborers and materialmen have been paid in full and final waivers of liens and lien releases from all general contractors and subcontractors who have performed the upfit or furnished materials to the Subleased Premises as a result of the upfit; and (G) Sublessee, at its expense, shall deliver within 30 days after completion of the upfit the as built plans for the Shell Space to the Lessor; (iii) a waiver by Lessor of any obligation of Sublessee or Sublessor to restore the Subleased Premises to the condition that existed prior to the Commencement Date or the commencement date of the Lease, respectively; provided, however, that all tenant upfit (including but not limited to Tenant Upfit), case work, the heating, ventilating and air conditioning equipment located on the Subleased Premises, work above the ceiling of the Shell Space installed by Sublessee, and all Lessor Trade Fixtures (as defined below) shall remain on the Subleased Premises at the termination of Sublessee’s occupancy of the Subleased Premises without compensation to Sublessee, unless Lessor requests the removal of same at the time Lessor approves such installations. For purposes of this Sublease, “Lessor Trade Fixtures” means the building management system, flow optometers, manifolds, mirrors, stainless steel tables and stainless steel workbenches located on the Subleased Premises as of the Commencement Date of this Sublease and shall not be deemed to include any enterprise management systems, including without limitation any material resource planning systems or any manufacturing execution systems installed by Sublessee. In addition, on or before November 10, 2000, Lessor shall have delivered to Sublessee an agreement to lease the Subleased Premises directly from Lessor upon the expiration of the term of this Sublease upon terms that are satisfactory to the Sublessee (the “Additional Lease”). If Lessor fails to give such consent and deliver the Additional Lease by December 15, 2000, then Sublessee may cancel this Sublease by giving written notice of cancellation to Sublessor. Neither party shall have liability to the other for any termination or cancellation under this Section 2, unless such party by its willful act caused Lessor to refuse timely to consent to this Sublease.

Term of Sublease. This Second Amendment and the authorization provided herein shall last until June 30, 2022. This Second Amendment shall remain and continue in full force and effect unless terminated earlier by either Party. Either Party may terminate this Second Amendment at any time by providing written notice to the other Party within ninety (90) calendar days prior to the desired date of termination. The term (terminating Party will not incur any liability to the “Term”) other Party for terminating this Second Amendment. If upon termination of this Sublease Second Amendment, the Sublessor shall commence on the date that Sublessor has received all cease use of the following: (a) a copy Premises and return the said Premises to its original condition, reasonable wear and tear expected The laws of the State of Nevada will govern as to the interpretation, validity and effect of this Sublease Agreement executed by Sublessee Second Amendment. This Second Amendment is intended only to benefit the Parties hereto and Sublessor; (b) an executed copy does not create any rights, benefits or causes of action for any other person, entity or member of the Lessor’s and Guarantor’s consent to this Sublease; and (c) an executed copy of a Guaranty from Duke University guaranteeing the payment of the Base Rent and Additional Rent (general public. The Parties are associated with each as defined below) under this Sublease other only for the time period specified in the Guaranty (the “Commencement Date”), purposes and shall end on the 1st day of September, 2006, (or until such term shall sooner cease or expire as hereinafter provided) (the “Termination Date”). Possession of the Subleased Premises shall be delivered to Sublessee on the Commencement Date. The parties agree that the consent by Lessor and Guarantor shall include (i) a consent to the proposed use by Sublessee of the Subleased Premises as extent set forth in Section 4 of this Sublease; (ii) a consent to the upfit of the Shell Space at Sublessee’s sole cost and expense, subject to (A) the approval of Lessor of the plans for such upfit; (B) the plans shall provide that the upfit will be performed and Sublessee shall perform the upfit in a good and workmanlike manner using materials that are substantially similar and of better or equal quality to those presently Second Amendment. Nothing contained in the Subleased Premises; (C) the plans this Second Amendment shall provide and Sublessee shall use contractors and engineers that are licensed in North Carolina and are qualified be deemed or construed to perform the work create a partnership or joint venture, to prepare the Subleased Premises create relationships of an employer-employee or principal-agent or to otherwise create any liability for its intended use, each as reasonably acceptable to Lessor; (D) Sublessee shall not commence any such work without first delivering to Lessor a policy or policies of workers’ compensation and commercial general liability insurance naming Lessor as an additional insured; (E) Sublessee and Sublessor warrant that any upfit installed by Sublessee will not violate the permitted use of the Subleased Premises and will materially comply with all applicable building codes and zoning laws and will not impact the structure of the Shell Space; (F) Sublessee shall furnish Lessor with all permits required prior to commencement of the upfit work and all certificates and approvals one agency whatsoever with respect to the upfit as indebtedness, liabilities, and obligations of the other agency or any other. Pursuant to NRS 239.010, information or documents in connection with this Second Amendment may be required open to public inspection and copying. The Parties will have the duty to disclose unless a particular record is confidential by any governmental authority and deliver to the Lessor properly executed general and subcontractor affidavits stating that all laborers and materialmen have been paid in full and final waivers law or a common law balancing of liens and lien releases from all general contractors and subcontractors who have performed the upfit or furnished materials to the Subleased Premises as a result of the upfit; and (G) Sublessee, at its expense, shall deliver within 30 days after completion of the upfit the as built plans for the Shell Space to the Lessor; (iii) a waiver by Lessor of any obligation of Sublessee or Sublessor to restore the Subleased Premises to the condition that existed prior to the Commencement Date or the commencement date of the Lease, respectively; provided, however, that all tenant upfit (including but not limited to Tenant Upfit), case work, the heating, ventilating and air conditioning equipment located on the Subleased Premises, work above the ceiling of the Shell Space installed by Sublessee, and all Lessor Trade Fixtures (as defined below) shall remain on the Subleased Premises at the termination of Sublessee’s occupancy of the Subleased Premises without compensation to Sublessee, unless Lessor requests the removal of same at the time Lessor approves such installationsinterests. For purposes [The remainder of this Subleasepage is left blank intentionally] SECOND AMENDMENT TO THE SUBLEASE AGREEMENT BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER ACELERO LEARNING XXXXX COUNTY Xxxxxxx Xxxxxxxx Date Executive Director EXHIBIT LIST “Exhibit A” Location Map “Exhibit B” Sublease Agreement Dated May 9, “Lessor Trade Fixtures” means the building management system, flow optometers, manifolds, mirrors, stainless steel tables and stainless steel workbenches located on the Subleased Premises as of the Commencement Date of this Sublease and shall not be deemed to include any enterprise management systems, including without limitation any material resource planning systems or any manufacturing execution systems installed by Sublessee. In addition, on or before November 10, 2000, Lessor shall have delivered to Sublessee an agreement to lease the Subleased Premises directly from Lessor upon the expiration of the term of this Sublease upon terms that are satisfactory to the Sublessee (the “Additional Lease”). If Lessor fails to give such consent and deliver the Additional Lease by December 15, 2000, then Sublessee may cancel this Sublease by giving written notice of cancellation to Sublessor. Neither party shall have liability to the other for any termination or cancellation under this Section 2, unless such party by its willful act caused Lessor to refuse timely to consent to this Sublease.2013 BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER SECOND AMENDMENT TO THE SUBLEASE AGREEMENT BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXXXX XXXXXXXX EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT

Term of Sublease. This Second Amendment and the authorization provided herein shall last until June 30, 2022. This Second Amendment shall remain and continue in full force and effect unless terminated earlier by either Party. Either Party may terminate this Second Amendment at any time by providing written notice to the other Party within ninety (90) calendar days prior to the desired date of termination. The term (terminating Party will not incur any liability to the “Term”) other Party for terminating this Second Amendment. If upon termination of this Sublease Second Amendment, the Sublessor shall commence on the date that Sublessor has received all cease use of the following: (a) a copy Premises and return the said Premises to its original condition, reasonable wear and tear expected The laws of the State of Nevada will govern as to the interpretation, validity and effect of this Sublease Agreement executed by Sublessee Second Amendment. This Second Amendment is intended only to benefit the Parties hereto and Sublessor; (b) an executed copy does not create any rights, benefits or causes of action for any other person, entity or member of the Lessor’s and Guarantor’s consent to this Sublease; and (c) an executed copy of a Guaranty from Duke University guaranteeing the payment of the Base Rent and Additional Rent (general public. The Parties are associated with each as defined below) under this Sublease other only for the time period specified in the Guaranty (the “Commencement Date”), purposes and shall end on the 1st day of September, 2006, (or until such term shall sooner cease or expire as hereinafter provided) (the “Termination Date”). Possession of the Subleased Premises shall be delivered to Sublessee on the Commencement Date. The parties agree that the consent by Lessor and Guarantor shall include (i) a consent to the proposed use by Sublessee of the Subleased Premises as extent set forth in Section 4 of this Sublease; (ii) a consent to the upfit of the Shell Space at Sublessee’s sole cost and expense, subject to (A) the approval of Lessor of the plans for such upfit; (B) the plans shall provide that the upfit will be performed and Sublessee shall perform the upfit in a good and workmanlike manner using materials that are substantially similar and of better or equal quality to those presently Second Amendment. Nothing contained in the Subleased Premises; (C) the plans this Second Amendment shall provide and Sublessee shall use contractors and engineers that are licensed in North Carolina and are qualified be deemed or construed to perform the work create a partnership or joint venture, to prepare the Subleased Premises create relationships of an employer-employee or principal-agent or to otherwise create any liability for its intended use, each as reasonably acceptable to Lessor; (D) Sublessee shall not commence any such work without first delivering to Lessor a policy or policies of workers’ compensation and commercial general liability insurance naming Lessor as an additional insured; (E) Sublessee and Sublessor warrant that any upfit installed by Sublessee will not violate the permitted use of the Subleased Premises and will materially comply with all applicable building codes and zoning laws and will not impact the structure of the Shell Space; (F) Sublessee shall furnish Lessor with all permits required prior to commencement of the upfit work and all certificates and approvals one agency whatsoever with respect to the upfit as indebtedness, liabilities, and obligations of the other agency or any other. Pursuant to NRS 239.010, information or documents in connection with this Second Amendment may be required open to public inspection and copying. The Parties will have the duty to disclose unless a particular record is confidential by any governmental authority and deliver to the Lessor properly executed general and subcontractor affidavits stating that all laborers and materialmen have been paid in full and final waivers law or a common law balancing of liens and lien releases from all general contractors and subcontractors who have performed the upfit or furnished materials to the Subleased Premises as a result of the upfit; and (G) Sublessee, at its expense, shall deliver within 30 days after completion of the upfit the as built plans for the Shell Space to the Lessor; (iii) a waiver by Lessor of any obligation of Sublessee or Sublessor to restore the Subleased Premises to the condition that existed prior to the Commencement Date or the commencement date of the Lease, respectively; provided, however, that all tenant upfit (including but not limited to Tenant Upfit), case work, the heating, ventilating and air conditioning equipment located on the Subleased Premises, work above the ceiling of the Shell Space installed by Sublessee, and all Lessor Trade Fixtures (as defined below) shall remain on the Subleased Premises at the termination of Sublessee’s occupancy of the Subleased Premises without compensation to Sublessee, unless Lessor requests the removal of same at the time Lessor approves such installationsinterests. For purposes [The remainder of this Subleasepage is left blank intentionally] SECOND AMENDMENT TO THE SUBLEASE AGREEMENT BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER ACELERO LEARNING XXXXX COUNTY Xxxxxxx Xxxxxxxx Date Executive Director EXHIBIT LIST “Exhibit A” Location Map “Exhibit B” Sublease Agreement Dated May 9, “Lessor Trade Fixtures” means the building management system, flow optometers, manifolds, mirrors, stainless steel tables and stainless steel workbenches located on the Subleased Premises as of the Commencement Date of this Sublease and shall not be deemed to include any enterprise management systems, including without limitation any material resource planning systems or any manufacturing execution systems installed by Sublessee. In addition, on or before November 10, 2000, Lessor shall have delivered to Sublessee an agreement to lease the Subleased Premises directly from Lessor upon the expiration of the term of this Sublease upon terms that are satisfactory to the Sublessee (the “Additional Lease”). If Lessor fails to give such consent and deliver the Additional Lease by December 15, 2000, then Sublessee may cancel this Sublease by giving written notice of cancellation to Sublessor. Neither party shall have liability to the other for any termination or cancellation under this Section 2, unless such party by its willful act caused Lessor to refuse timely to consent to this Sublease.2013 BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER SECOND AMENDMENT TO THE SUBLEASE AGREEMENT BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER Reference 3.66 BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER Reference 3.66 BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER Reference 3.66 BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY AND THE XXXXX COUNTY SCHOOL DISTRICT AT XXXXXX WALNUT EARLY CHILDHOOD DEVELOPMENT CENTER BETWEEN ACELERO LEARNING XXXXX COUNTY

Term of Sublease. The term of the sublease (the “Term”) of provided for under this Sublease shall commence on the later to occur of (i) Xxxxx 00, 0000, (xx) the day Sublandlord vacates the Subleased Premises, and (iii) the date that Sublessor has received all of the following: (a) a copy of Landlord shall have consented to this Sublease Agreement executed by Sublessee and Sublessor; (b) an executed copy of the Lessor’s and Guarantor’s consent to this Sublease; and (c) an executed copy of a Guaranty from Duke University guaranteeing the payment of the Base Rent and Additional Rent (each as defined below) under this Sublease for the time period specified in the Guaranty writing, (the “Commencement Date”), and shall end terminate on the 1st day of SeptemberApril 29, 2006, (or until such term shall sooner cease or expire as hereinafter provided) 2020 (the “Termination Expiration Date”), unless sooner terminated as provided herein. Possession Sublandlord shall deliver possession of the Subleased Premises shall be delivered to Sublessee Subtenant in its “as is” broom clean condition on the Commencement DateDate and Subtenant shall accept such possession. The parties agree that the consent by Lessor and Guarantor shall include (i) a consent If Sublandlord is unable to the proposed use by Sublessee of deliver the Subleased Premises as set forth in Section 4 on or prior to March 31, 2019 (the “Penalty Date”), Subtenant shall receive a rent credit equal to one (1) day of this Sublease; (ii) a consent to Fixed Rent for each day delivery of possession is delayed beyond the upfit of the Shell Space at Sublessee’s sole cost and expense, subject to (A) the approval of Lessor of the plans for such upfit; (B) the plans shall provide Penalty Date until that the upfit will be performed and Sublessee shall perform the upfit in a good and workmanlike manner using materials that are substantially similar and of better or equal quality to those presently contained in the Subleased Premises; (C) the plans shall provide and Sublessee shall use contractors and engineers that are licensed in North Carolina and are qualified to perform the work to prepare the Subleased Premises is delivered to Subtenant. Notwithstanding the foregoing, the Penalty Date shall be delayed by one day for its intended useeach day after March 1, each as reasonably acceptable 2019 that Subtenant’s affiliate, Xxxx Properties, LLC (“Xxxx”) fails to Lessor; deliver to Sublandlord that certain premises located at 000 Xxxxxxxx Xxxxxxxxx, Xxxxxxxxx, Xxx Xxxx (Dthe “Hauppauge Premises”) Sublessee pursuant to that certain Lease between Xxxx and Sublandlord dated the date hereof. Notwithstanding anything to the contrary set forth herein and provided Landlord has already consented to this Sublease, Subtenant may, upon Sublandlord’s prior consent (which consent shall not commence any such work without first delivering to Lessor a policy or policies of workers’ compensation and commercial general liability insurance naming Lessor as an additional insured; (E) Sublessee and Sublessor warrant that any upfit installed by Sublessee will not violate the permitted use of be unreasonably withheld), enter upon the Subleased Premises commencing on the Lease Date at Subtenant’s own risk solely for the purpose of making such improvements as Subtenant shall have the right to make, including, without limitation, the installation of data and will materially comply with telephone cabling, wiring and installation (“Early Occupancy”). During the course of any Early Occupancy, all applicable building codes terms and zoning laws conditions of this Sublease shall apply, except those regarding the start of the Commencement Date and the obligation to pay Fixed Rent and Additional Rent. Such Early Occupancy will not impact affect the structure start of the Shell Space; (F) Sublessee shall furnish Lessor with all permits required prior to commencement of the upfit work and all certificates and approvals with respect to the upfit as may be required by any governmental authority and deliver to the Lessor properly executed general and subcontractor affidavits stating that all laborers and materialmen have been paid in full and final waivers of liens and lien releases from all general contractors and subcontractors who have performed the upfit or furnished materials to the Subleased Premises as a result of the upfit; and (G) Sublessee, at its expense, shall deliver within 30 days after completion of the upfit the as built plans for the Shell Space to the Lessor; (iii) a waiver by Lessor of any obligation of Sublessee or Sublessor to restore the Subleased Premises to the condition that existed prior to the Commencement Date or the commencement date of the Lease, respectively; provided, however, that all tenant upfit (including but not limited to Tenant Upfit), case work, the heating, ventilating and air conditioning equipment located on the Subleased Premises, work above the ceiling of the Shell Space installed by Sublessee, and all Lessor Trade Fixtures (as defined below) shall remain on the Subleased Premises at the termination of Sublessee’s occupancy of the Subleased Premises without compensation to Sublessee, unless Lessor requests the removal of same at the time Lessor approves such installations. For purposes of this Sublease, “Lessor Trade Fixtures” means the building management system, flow optometers, manifolds, mirrors, stainless steel tables and stainless steel workbenches located on the Subleased Premises as of the Commencement Date Term of this Sublease and except as expressly provided herein. Subtenant shall not be deemed take all steps necessary to include any enterprise management systems, including without limitation any material resource planning systems or any manufacturing execution systems installed by Sublessee. In addition, on or before November 10, 2000, Lessor shall have delivered to Sublessee an agreement to lease the Subleased Premises directly from Lessor upon the expiration of the term of this Sublease upon terms that are satisfactory to the Sublessee (the “Additional Lease”). If Lessor fails to give such consent and deliver the Additional Lease by December 15, 2000, then Sublessee may cancel this Sublease by giving written notice of cancellation to Sublessor. Neither party shall have liability to the other for any termination or cancellation under this Section 2, unless such party by its willful act caused Lessor to refuse timely to consent to this Subleaseminimize interference with Sublandlord’s occupancy.

Term of Sublease. The term of this Sublease (the “Sublease Term”) of this Sublease shall commence on the date that Sublessor has received all of the following: (a) a copy of this Sublease Agreement executed by Sublessee and Sublessor; (b) an executed copy of the Lessor’s and Guarantor’s consent to this Sublease; and (c) an executed copy of a Guaranty from Duke University guaranteeing the payment of the Base Rent and Additional Rent (each as defined below) under this Sublease for the time period specified in the Guaranty Monday, October 30, 2017 (the “Sublease Commencement Date”), and (unless sooner terminated pursuant to the provisions of this Sublease), shall end expire on the 1st day of SeptemberNovember 30, 2006, (or until such term shall sooner cease or expire as hereinafter provided) 2020 (the “Termination Sublease Expiration Date”). Possession of As used herein, the Subleased Premises term “Sublease Month” shall be delivered to Sublessee on mean each calendar month during the Commencement DateSublease Term. The parties agree that the consent by Lessor and Guarantor shall include (i) a consent to the proposed use by Sublessee of the Subleased Premises as set forth in Section 4 of this Sublease; (ii) a consent to the upfit of the Shell Space at Sublessee’s sole cost and expense, subject to (A) the approval of Lessor of the plans for such upfit; (B) the plans shall provide that the upfit will be performed and Sublessee shall perform the upfit in a good and workmanlike manner using materials that are substantially similar and of better or equal quality to those presently contained in the Subleased Premises; (C) the plans shall provide and Sublessee Sublandlord shall use contractors all commercially reasonable efforts to tender possession and engineers that are licensed in North Carolina and are qualified to perform the work to prepare the Subleased Premises for its intended use, each as reasonably acceptable to Lessor; (D) Sublessee shall not commence any such work without first delivering to Lessor a policy or policies of workers’ compensation and commercial general liability insurance naming Lessor as an additional insured; (E) Sublessee and Sublessor warrant that any upfit installed by Sublessee will not violate the permitted use of the Subleased Premises and will materially comply with all applicable building codes and zoning laws and will not impact the structure of the Shell Space; (F) Sublessee shall furnish Lessor with all permits required prior to commencement of the upfit work and all certificates and approvals with respect to the upfit as may be required by any governmental authority and deliver to the Lessor properly executed general and subcontractor affidavits stating that all laborers and materialmen have been paid in full and final waivers of liens and lien releases from all general contractors and subcontractors who have performed the upfit or furnished materials to the Subleased Premises as a result of the upfit; and (G) Sublessee, at its expense, shall deliver within 30 days after completion of the upfit the as built plans for the Shell Space to the Lessor; (iii) a waiver by Lessor of any obligation of Sublessee or Sublessor to restore the Subleased Premises to the condition that existed prior to the Commencement Date or the commencement date of the Lease, respectively; provided, however, that all tenant upfit (including but not limited to Tenant Upfit), case work, the heating, ventilating and air conditioning equipment located on the Subleased Premises, work above the ceiling of the Shell Space installed by Sublessee, and all Lessor Trade Fixtures (as defined below) shall remain on the Subleased Premises at the termination of Sublessee’s occupancy of the Subleased Premises without compensation to SublesseeSubtenant on or before October 30, unless Lessor requests 2017. Should the removal Subleased Premises be available for possession and occupancy prior to the Sublease Commencement Date, Sublandlord shall immediately provide written notice to Subtenant of same such date (the “Early Occupancy Notice”). Within five (5) business days of receipt of the Early Occupancy Notice, Subtenant shall respond indicating whether it accepts or declines early access. If accepted, the parties shall execute a written amendment to this Sublease with the new Sublease Commencement Date (in which case the earlier Sublease Commencement Date shall be substituted in place of the October 30, 2017 Sublease Commencement Date specified above, and all other terms of this Lease shall continue to apply). If for any reason Sublandlord does not tender possession and occupancy of the Subleased Premises to Subtenant by October 30, 2017, then Subtenant may, at Subtenant’s sole election, either (1) take immediate possession of the time Lessor approves Subleased Premises, move in and occupy the same; or (2) agree that the Sublease Commencement Date shall be adjusted to be the date on which Sublandlord tenders possession and occupancy of the Subleased Premises to Subtenant in the condition required under this Sublease. Additionally, if for any reason Sublandlord does not tender possession and occupancy of the Subleased Premises to Subtenant by October 30, 2017, which deadline shall be extended on a day for day basis for any delays caused by any events beyond Sublandlord’s reasonable control, including any delays caused by Subtenant, and Subtenant has not elected to take immediate possession, then Subtenant shall as its sole remedy for any such installationsdelay (subject to termination as provided below), receive a credit against the Sublease Base Rent first becoming due under this Sublease, in an amount equal to the product of (x) $7,500 per day, times (y) the number of days from October 30, 2017 until the date on which Sublandlord tenders possession and occupancy of the Subleased Premises to Subtenant in the condition required under this Sublease. For purposes If Subtenant has elected to take immediate possession of the Subleased Premises, then Sublandlord shall on written demand, immediately pay to Subtenant any costs reasonably incurred by Subtenant in contracting with vendors to remove Sublandlord’s property, and any reasonable attorneys’ fees and court costs actually incurred by Subtenant to enforce the terms of this Sublease. Further, “Lessor Trade Fixtures” means the building management system, flow optometers, manifolds, mirrors, stainless steel tables if for any reason Sublandlord does not tender possession and stainless steel workbenches located on occupancy of the Subleased Premises to Subtenant and Subtenant has not elected to take immediate possession by December 31, 2017, which deadline shall be extended on a day for day basis for any delays caused by any events beyond Sublandlord’s reasonable control, including any delays caused by Subtenant (as of so extended, the Commencement Date “Outside Delivery Date”), then Subtenant may in its sole discretion, as Subtenant’s sole remedy therefor, terminate this Sublease on written notice to Sublandlord given within ten (10) days after the Outside Delivery Date, in which case the parties’ obligations under this Sublease (other than the obligations that survive the termination of this Sublease and Lease) shall not be deemed to include any enterprise management systems, including without limitation any material resource planning systems or any manufacturing execution systems installed by Sublessee. In addition, on or before November 10, 2000, Lessor shall have delivered to Sublessee an agreement to lease the Subleased Premises directly from Lessor upon the expiration of the term of this Sublease upon terms that are satisfactory to the Sublessee (the “Additional Lease”). If Lessor fails to give such consent and deliver the Additional Lease by December 15, 2000, then Sublessee may cancel this Sublease by giving written notice of cancellation to Sublessor. Neither party shall have liability to the other for any termination or cancellation under this Section 2, unless such party by its willful act caused Lessor to refuse timely to consent to this Subleaseterminate.

Term of Sublease. 2.1 The term of the Sublease (“Sublease Term”) shall commence on May 1, 2017 (the “TermSublease Commencement Date”) and shall expire at 5 p.m. on February 28, 2022, unless Sublessor receives notice from Boeing terminating the Sublease Agreement on November 30, 2021, or unless sooner terminated pursuant to the terms and conditions of this Sub-Sublease Agreement. Notwithstanding the foregoing, Sublessor agrees that it shall not exercise any extension rights it may have under the Sublease Agreement and shall not object or interfere with Sublessee’s efforts to negotiate a separate new lease for the Subleased Premises directly with the Landlord, for a term commencing upon the expiration or earlier termination of this Sub-Sublease Agreement, the Sublease Agreement, or the Lease Agreement (“Successor Lease”); provided that if such Successor Lease is intended to commence on upon an earlier termination of either the date that Sublessor has received all Lease Agreement or Sublease Agreement, such Successor Lease and the associated early termination of the followingLease Agreement, Sublease Agreement and this Sub-Sublease Agreement shall not create any liabilities, obligations or expenses for Sublessor other than those that would otherwise accrue under the Lease Agreement, the Sublease Agreement, this Sub-Sublease Agreement, and any other sublease(s) of the Subleased Premises, in the event that: (a) a copy of this the Lease Agreement, the Sublease Agreement executed by Sublessee and Sublessor; (b) an executed copy of Agreement, the Lessor’s and Guarantor’s consent to this Sublease; and (c) an executed copy of a Guaranty from Duke University guaranteeing the payment of the Base Rent and Additional Rent (each as defined below) under this Sub-Sublease for the time period specified in the Guaranty (the “Commencement Date”)Agreement, and shall end such other subleases, if any, were to concurrently terminate on the 1st day of Septembera consensual basis with no consideration payable by Sublessor on such early termination date, 2006, (or until such term shall sooner cease or expire as hereinafter provided) (the “Termination Date”). Possession of the Subleased Premises shall be delivered to Sublessee on the Commencement Date. The parties agree that the consent by Lessor and Guarantor shall include (i) a consent to the proposed use by Sublessee of the Subleased Premises as set forth in Section 4 of this Sublease; (ii) a consent to the upfit of the Shell Space at Sublessee’s sole cost and expense, subject to (A) the approval of Lessor of the plans for such upfit; (B) the plans shall provide that the upfit will be performed and Sublessee shall perform the upfit in a good and workmanlike manner using materials that are substantially similar and of better or equal quality to those presently contained in the Subleased Premises; (C) the plans shall provide and Sublessee shall use contractors and engineers that are licensed in North Carolina and are qualified to perform the work to prepare the Subleased Premises for its intended use, each as reasonably acceptable to Lessor; (D) Sublessee shall not commence without any such work without first delivering to Lessor a policy or policies of workers’ compensation and commercial general liability insurance naming Lessor as an additional insured; (E) Sublessee and Sublessor warrant that any upfit installed by Sublessee will not violate the permitted use of the Subleased Premises and will materially comply with all applicable building codes and zoning laws and will not impact the structure of the Shell Space; (F) Sublessee shall furnish Lessor with all permits required prior to commencement of the upfit work and all certificates and approvals with respect to the upfit as may be required by any governmental authority and deliver to the Lessor properly executed general and subcontractor affidavits stating that all laborers and materialmen have been paid in full and final waivers of liens and lien releases from all general contractors and subcontractors who have performed the upfit or furnished materials to the Subleased Premises as a result of the upfit; and (G) Sublessee, at its expense, shall deliver within 30 days after completion of the upfit the as built plans for the Shell Space to the Lessor; (iii) a waiver by Lessor of any obligation of Sublessee or Sublessor to restore the Subleased Premises to the condition that existed prior to the Commencement Date or the commencement date of the Lease, respectively; provided, however, that all tenant upfit (including but not limited to Tenant Upfit), case work, the heating, ventilating and air conditioning equipment located on the Subleased Premises, work above the ceiling of the Shell Space installed by Sublessee, and all Lessor Trade Fixtures (as defined below) shall remain on the Subleased Premises at the termination of Sublessee’s holdover occupancy of the Subleased Premises without compensation to by Sublessee, unless Lessor requests the removal and (b) Sublessee were to timely satisfy all of same at the time Lessor approves such installations. For purposes of its surrender and other obligations under this Sublease, “Lessor Trade Fixtures” means the building management system, flow optometers, manifolds, mirrors, stainless steel tables and stainless steel workbenches located on the Subleased Premises Sub-Sublease Agreement as of the Commencement Date of this Sublease and shall not be deemed to include any enterprise management systems, including without limitation any material resource planning systems or any manufacturing execution systems installed by Sublessee. In addition, on or before November 10, 2000, Lessor shall have delivered to Sublessee an agreement to lease the Subleased Premises directly from Lessor upon the expiration of the term of this Sublease upon terms that are satisfactory to the Sublessee (the “Additional Lease”). If Lessor fails to give such consent and deliver the Additional Lease by December 15, 2000, then Sublessee may cancel this Sublease by giving written notice of cancellation to Sublessor. Neither party shall have liability to the other for any early termination or cancellation under this Section 2, unless such party by its willful act caused Lessor to refuse timely to consent to this Subleasedate.

Term of Sublease. The term of the sublease (the “"Term”") of provided for under this Sublease shall commence on the date that Sublessor has received all of the following: (a) a copy of this Sublease Agreement executed by Sublessee and Sublessor; (b) an executed copy of the Lessor’s and Guarantor’s consent to this Sublease; and (c) an executed copy of a Guaranty from Duke University guaranteeing the payment of the Base Rent and Additional Rent (each as defined below) under this Sublease for the time period specified in the Guaranty January 1, 2016 (the “Commencement Date”), subject to receipt by Subtenant of the Consent (defined below) issued by Landlord following the signing of this Sublease by Sublandlord and Subtenant, and shall end terminate on October 30, 2027 (the "Expiration Date"), unless sooner terminated as provided herein. Sublandlord shall deliver possession of the Subleased Premises to Subtenant in its "as is" broom clean condition on the 1st day of SeptemberCommencement Date, 2006, (or until such term shall sooner cease or expire as hereinafter provided) (the “Termination Date”). Possession of provided that the Subleased Premises shall be delivered to Sublessee on the Commencement Date. The parties agree that the consent by Lessor vacant and Guarantor shall include (i) a consent free of all tenancies and occupancies, and, to the proposed use by Sublessee best of Sublandlord’s knowledge, with the building systems serving the Subleased Premises as set forth in Section 4 of this Sublease; (ii) good working order, and Subtenant shall accept such possession. If a consent to the upfit of the Shell Space at Sublessee’s sole cost and expense, subject to (A) the approval of Lessor of the plans for such upfit; (B) the plans shall provide that the upfit will be performed and Sublessee shall perform the upfit in a good and workmanlike manner using materials that are substantially similar and of better fire or equal quality to those presently contained in the Subleased Premises; (C) the plans shall provide and Sublessee shall use contractors and engineers that are licensed in North Carolina and are qualified to perform the work to prepare the Subleased Premises for its intended use, each as reasonably acceptable to Lessor; (D) Sublessee shall not commence any such work without first delivering to Lessor a policy or policies of workers’ compensation and commercial general liability insurance naming Lessor as an additional insured; (E) Sublessee and Sublessor warrant that any upfit installed by Sublessee will not violate the permitted use of the Subleased Premises and will materially comply with all applicable building codes and zoning laws and will not impact the structure of the Shell Space; (F) Sublessee shall furnish Lessor with all permits required prior to commencement of the upfit work and all certificates and approvals with respect to the upfit as may be required by any governmental authority and deliver to the Lessor properly executed general and subcontractor affidavits stating that all laborers and materialmen have been paid in full and final waivers of liens and lien releases from all general contractors and subcontractors who have performed the upfit or furnished materials to the Subleased Premises as a result of the upfit; and (G) Sublessee, at its expense, shall deliver within 30 days after completion of the upfit the as built plans for the Shell Space to the Lessor; (iii) a waiver by Lessor of any obligation of Sublessee or Sublessor to restore the Subleased Premises to the condition that existed other casualty occurs prior to the Commencement Date or the commencement date of the Lease, respectively; provided, however, that all tenant upfit (including but not limited to Tenant Upfit), case work, the heating, ventilating and air conditioning equipment located on the Subleased Premises, work above the ceiling of the Shell Space installed by Sublessee, and all Lessor Trade Fixtures (as defined below) shall remain on the Subleased Premises at the termination of Sublessee’s occupancy renders a material portion of the Subleased Premises without compensation unusable by Subtenant in a commercially reasonable manner or inaccessible and the damage therefrom is not substantially repaired by the Commencement Date, or it is apparent that such damage will not be repaired by the Commencement Date, then Sublandlord (to Sublessee, unless Lessor requests the removal extent Sublandlord terminates the Lease as to the Subleased Premises) or Subtenant will have the right to cancel this Sublease effective upon written notice to the other party to that effect at any time prior to Sublandlord's delivery of same at the time Lessor approves such installations. For purposes of this Sublease, “Lessor Trade Fixtures” means the building management system, flow optometers, manifolds, mirrors, stainless steel tables and stainless steel workbenches located on the Subleased Premises as of in substantially the Commencement Date of this Sublease and shall not be deemed to include any enterprise management systems, including without limitation any material resource planning systems or any manufacturing execution systems installed by Sublesseecondition required hereby. In additionthe event of such cancellation, on or before November 10, 2000, Lessor shall have delivered Sublandlord will return to Sublessee an agreement Subtenant any amounts theretofore paid by Subtenant to lease the Subleased Premises directly from Lessor upon the expiration of the term of this Sublease upon terms that are satisfactory to the Sublessee (the “Additional Lease”). If Lessor fails to give such consent Sublandlord and deliver the Additional Lease by December 15, 2000, then Sublessee may cancel this Sublease by giving written notice of cancellation to Sublessor. Neither neither party shall have liability any further rights or obligations hereunder except pursuant to the other for any termination or cancellation under this Section 2, unless such party by its willful act caused Lessor to refuse timely to consent to this Sublease18.