Common use of Minimum Rent Clause in Contracts

Minimum Rent. Tenant agrees to pay to Landlord, without demand, a ------------ minimum monthly rental (the "Minimum Rent") for the Premises, for each and every month, payable in advance the first day of each month, based on the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for any reason as set forth herein, the commencement date for a floor not be the first day of the month, the rent for that month shall be pro-rated for the number of days in the shortened month. Notwithstanding the above, Tenant shall have a ten (10) day grace period from the 1st of the month to the 10th of the month to pay rent to Landlord three times in each twelve-month period beginning on the Tenth Floor Commencement Date. (a) As Additional Rent, Tenant shall pay to Landlord at the times hereinafter set forth, an amount equal to (a) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid or incurred by Landlord on account of the operation or maintenance of the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and (b) Tenant's share of any increase in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred in the Base Year specified hereinbelow. Notwithstanding the foregoing to the contrary, Tenant shall not be responsible for any increase in "operating" expenses or increase in "direct taxes" attributable to any period of time commencing on the Tenth Floor Commencement Date and ending on the first anniversary of the Tenth Floor Commencement Date. If at any time during the term of the Lease, less than ninety-five percent (95%) of the total leasable area of the Building is occupied, the operating expenses and direct taxes shall be adjusted by Landlord to reasonably approximate the operating expenses and direct taxes which would have been incurred if the Building had been at least ninety-five percent (95%) occupied. At or after the commencement of any calendar year subsequent to the Base Year Landlord may, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses for the Base Year, the amount of any increase in direct taxes over those paid or incurred in the Base Year and of the amount of such estimated increases payable by Tenant. Tenant shall pay to Landlord on the first day of each calendar month during such calendar year one-twelfth (1/12) of the amount of such estimated increases in operating expenses and direct taxes payable by Tenant hereunder; provided, however, that Tenant shall not be responsible for any increases in operating expenses or direct taxes allocable to the first twelve (12) months of the term of this Lease. Statements of the amount of actual operating expenses for the preceding calendar year and the Base Year, of direct taxes for the appropriateyear and the Base Year and of the amount of such increases payable by Tenant shall be given to Tenant on such date as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base Year. All amounts payable by Tenant as shown on said statement, less any amounts theretofore paid by Tenant on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made pursuant to this paragraph 5.2, shall be paid by Tenant upon delivery of said statement to Tenant. In the event that the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliation, then such overpayment shall be applied toward the Rent for the following year or, if the Lease has terminated and not been renewed as provided herein, such overpayment shall be promptly refunded to Tenant. (b) The amount of any increase in operating expenses and direct taxes payable by Tenant for the first calendar year of the term and the calendar year in which this Lease terminates shall be prorated on the basis in which the number of days from and including the commencement of said calendar year to and including the date on which this Lease terminates bears to 365 and shall be due and payable when rendered notwithstanding termination of this Lease.

Minimum Rent. (a) Tenant agrees to pay to Landlord, without demand, a ------------ as minimum monthly rental (the "Minimum Rent") rent for the Premisesdemised premises, for each equal consecutive monthly installments of Forty-three Thousand Four Hundred Eighteen and every month72/100 Dollars ($43,418.72), payable in advance the first day of each month, based on the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for any reason as set forth herein, the commencement date for a floor not be the first day of the month, the rent for that month shall be pro-rated for the number of days in the shortened month. Notwithstanding the above, Tenant shall have a ten (10) day grace period from the 1st of the month to the 10th of the month to pay rent to Landlord three times in each twelve-month period beginning on the Tenth Floor Commencement Date. (a) As Additional Rent, Tenant shall pay to Landlord at the times hereinafter set forth, an amount equal to (a) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid or incurred by Landlord on account of the operation or maintenance of the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and (b) Tenant's share of any increase in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred in the Base Year specified hereinbelow. Notwithstanding the foregoing to the contrary, Tenant shall not be responsible for any increase in "operating" expenses or increase in "direct taxes" attributable to any period of time commencing on the Tenth Floor Commencement Date commencement date, and ending on the first anniversary of the Tenth Floor Commencement Date. If at any time during the term of the Lease, less than ninety-five percent (95%) of the total leasable area of the Building is occupied, the operating expenses and direct taxes shall be adjusted by Landlord to reasonably approximate the operating expenses and direct taxes which would have been incurred if the Building had been at least ninety-five percent (95%) occupied. At or after the commencement of any calendar year subsequent to the Base Year Landlord may, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses for the Base Year, the amount of any increase in direct taxes over those paid or incurred in the Base Year and of the amount of such estimated increases payable by Tenant. Tenant shall pay to Landlord continuing on the first day of each calendar month during such calendar year one-twelfth years one (1/121) through five (5) of the amount initial term of such estimated increases in operating expenses this Lease, monthly installments of Forty-seven Thousand Seven Hundred Fifty-one and direct taxes payable by Tenant hereunder; provided75/100 Dollars ($47,751.75) each calendar month during years six (6) through ten (10), however, that Tenant shall not be responsible for any increases in operating expenses or direct taxes allocable to the first twelve and monthly installments of Fifty-two Thousand Five Hundred Twenty-six and 93/100 Dollars (12$52,526.93) months each calendar month during years eleven (11) through fifteen (15) of the initial term of this Lease. Statements All such rental shall be payable to Landlord in advance, without prior written notice or demand and without any right of deduction, abatement, counterclaim or offset whatsoever (unless specifically permitted in this Lease). In no event shall Tenant have the amount right to offset more than twenty-five percent (25%) of actual operating expenses for the preceding minimum rent in any calendar year month, and the Base Year, of direct taxes for the appropriateyear and the Base Year and of the amount of such increases payable by Tenant shall be given have no right to Tenant on such date offset against any additional rent other than any percentage rent payable hereunder. As used in this Lease, the terms “minimum rent” and “minimum rental” mean the minimum rental set forth in this Section 5(a) as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base Year. All amounts payable by Tenant as shown on said statement, less any amounts theretofore paid by Tenant on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made adjusted pursuant to Section 4 hereof. As used in this paragraph 5.2Lease, shall be paid by the terms “rent and “rental” mean minimum rental, percentage rental, additional rental and all other sums due and owing from Tenant upon delivery of said statement to Tenant. In the event that the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliation, then such overpayment shall be applied toward the Rent for the following year or, if the Lease has terminated and not been renewed as provided herein, such overpayment shall be promptly refunded to TenantLandlord under this Lease. (b) The amount of any increase in operating expenses and direct taxes payable by Tenant for If the Lease term shall commence on a day other than the first day of a calendar year month or shall end on a day other than the last day of a calendar month, the minimum rental for such first or last fractional month shall be such proportion of the term and the calendar year in which this Lease terminates shall be prorated on the basis in which monthly minimum rental as the number of days in such fractional month bears to the total number of days in such calendar month. (c) Until further notice to Tenant, all rental payable under this Lease shall be payable to Landlord and mailed to Landlord at c/o Kimco Realty Corporation, 3333 New Hyde ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. (d) In the event any sums required under this Lease to be paid are not received when due, then all such amounts shall bear interest from and including the commencement of said calendar year to and including due date thereof until the date on which this Lease terminates bears paid at the rate of interest equal to 365 two percent (2%) over the prime rate in effect from time to time as established by National City Bank, Columbus, Ohio (the “Interest Rate”), and shall be due and payable when rendered notwithstanding termination by Tenant without notice or demand, Tenant shall pay the foregoing interest thereon in addition to all default remedies of this LeaseLandlord pursuant to Section 34 below. (e) Notwithstanding anything herein contained to the contrary, Tenant shall initially pay to Landlord as additional rental, simultaneously with the payment of minimum rental called for under Section 5(a) above, Five Dollars and 03/100 ($5.03) per square foot, payable in equal monthly installments of Eight Thousand Eight Hundred Ninety-five and 97/100 Dollars ($8,895.97), as the estimated monthly amount of Tenant’s Proportionate Share of Maintenance Costs (provided for in Section 16 hereof), real estate taxes (provided for in Section 28 hereof) and insurance (provided for in Section 29 hereof). Tenant’s Proportionate Share of Maintenance Costs shall not exceed Two Dollars and 25/100 cents ($2.25) per square foot in the first lease year.

Minimum Rent. Tenant agrees to pay to Landlord, without demand, a ------------ minimum monthly rental (the "Minimum Rent") for the Premises, for each and every month, payable in advance the first day of each month, based on the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for any reason as set forth herein, the commencement date for a floor not be the first day of the month, the rent for that month shall be pro-rated for the number of days in the shortened month. Notwithstanding the above, Tenant shall have a ten (10) day grace period from the 1st of the month to the 10th of the month to pay rent to Landlord three times in each twelve-month period beginning on the Tenth Floor Commencement Date. (a) As Additional Rent, Tenant Sublessee shall pay to Landlord sublessor as Minimum Rent, without deduction, setoff, notice or demand, at the times hereinafter address set forthforth herein for notices, an amount equal or at such other place as Sublessor shall designate from time to (a) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid or incurred time by Landlord on account of the operation or maintenance of the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and (b) Tenant's share of any increase in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred in the Base Year specified hereinbelow. Notwithstanding the foregoing notice to the contrary, Tenant shall not be responsible for any increase in "operating" expenses or increase in "direct taxes" attributable to any period of time commencing on the Tenth Floor Commencement Date and ending on the first anniversary of the Tenth Floor Commencement Date. If at any time during the term of the Lease, less than ninety-five percent (95%) of the total leasable area of the Building is occupiedSublessee, the operating expenses sum of Sixteen Thousand and direct taxes shall be adjusted by Landlord 00/100 Dollars ($16,000.00) per month, ($192,000.00 per year), which sum is subject to reasonably approximate the operating expenses and direct taxes which would have been incurred if the Building had been at least ninety-five percent (95%) occupied. At or after the commencement adjustments as provided in Section 6, of any calendar year subsequent to the Base Year Landlord maythis Sublease below, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses for the Base Year, the amount of any increase in direct taxes over those paid or incurred in the Base Year and of the amount of such estimated increases payable by Tenant. Tenant shall pay to Landlord advance on the first day of each calendar month during such calendar year one-twelfth (1/12) of the amount Sublease Term. Sublessee shall pay to Sublessor upon execution of such estimated increases in operating expenses this Sublease the sum of Sixteen Thousand and direct taxes payable by Tenant hereunder; provided, however, that Tenant shall not be responsible 00/100 Dollars ($16,000.00) as rent for any increases in operating expenses or direct taxes allocable to the first twelve (12) months full month of the term Sublease Term. If the Sublease Term begins or ends on a day other than the first or last day of this Lease. Statements a month, the Minimum Rent for the partial months shall be prorated on a per diem basis. (b) Sublessor agrees to use its best efforts to obtain an abatement of Minimum Rent from Lessor for the month of August, 1996, provided Sublessee has diligently, and in good faith, pursued completion of its contemplated renovation of the amount Premises, but due to delays beyond its control, is unable to complete such renovation and open for business by August 1, 1996. Should Lessor grant such abatement of actual operating expenses Minimum Rent to Sublessor/Lessee, Sublessor shall fully ▇▇▇▇▇ the Minimum Rent due hereunder for the preceding calendar year and the Base Yearmonth of August, of direct taxes for the appropriateyear and the Base Year and of the amount of such increases payable by Tenant shall be given to Tenant on such date as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base Year. All amounts payable by Tenant as shown on said statement, less any amounts theretofore paid by Tenant on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made pursuant to this paragraph 5.2, shall be paid by Tenant upon delivery of said statement to Tenant1996. In the event that Lessor does not grant Sublessor/Lessee such abatement of Minimum Rent, and provided Sublessee has diligently, and in good faith, pursued completion of said renovation, but due to delays beyond its control, is unable to complete such renovation and open for business by August 1, 1996, Sublessee shall only be required to pay Minimum Rent to Sublessor, in an amount equal to that required to be paid by Sublessor/Lessee to Lessor under the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliationMaster Lease, then such overpayment shall be applied toward the Rent for the following year ormonth of August, if 1996. In any event, payment of the Lease has terminated and not been renewed as provided hereinfull Minimum Rent set forth is Section 5.(a) above, such overpayment shall be promptly refunded commence September 1, 1996, or upon Sublessee's opening of business, whichever is the first to Tenant. occur. The provisions of this Section 5. (b) The amount of any increase in operating expenses and direct taxes payable by Tenant for shall have no effect upon the first calendar year commencement or termination dates of the term and the calendar year Sublease Term, which shall take effect as set forth in which this Lease terminates shall be prorated on the basis in which the number of days from and including the commencement of said calendar year to and including the date on which this Lease terminates bears to 365 and shall be due and payable when rendered notwithstanding termination of this LeaseSection 4. hereunder.

Minimum Rent. Tenant agrees to pay to Landlord, without demand, a ------------ minimum monthly rental (the "Minimum Rent"1) for the Premises, for each and every month, payable in advance the first day of each month, based Commencing on the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for any reason as set forth herein, the commencement date for a floor not be the first day of the month, the rent for that month shall be pro-rated for the number of days in the shortened month. Notwithstanding the aboveCommencement Date, Tenant shall have a ten (10) day grace period from the 1st make monthly payments of the month to the 10th of the month to pay rent to Landlord three times Minimum Rent in each twelve-month period beginning on the Tenth Floor Commencement Date. (a) As Additional Rent, Tenant shall pay to Landlord at the times hereinafter set forth, an amount equal to (a) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid or incurred by Landlord on account of the operation or maintenance of the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and (b) Tenant's share of any increase in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred monthly installments in the Base Year specified hereinbelow. Notwithstanding the foregoing to the contraryamounts set forth in Section 1 above, Tenant shall not be responsible for any increase in "operating" expenses or increase in "direct taxes" attributable to any period of time commencing on the Tenth Floor Commencement Date and ending advance, on the first anniversary of the Tenth Floor Commencement Date. If at any time during the term of the Lease, less than ninety-five percent (95%1st) of the total leasable area of the Building is occupied, the operating expenses and direct taxes shall be adjusted by Landlord to reasonably approximate the operating expenses and direct taxes which would have been incurred if the Building had been at least ninety-five percent (95%) occupied. At or after the commencement of any calendar year subsequent to the Base Year Landlord may, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses for the Base Year, the amount of any increase in direct taxes over those paid or incurred in the Base Year and of the amount of such estimated increases payable by Tenant. Tenant shall pay to Landlord on the first day of each calendar month during such calendar year one-twelfth (1/12) of the amount of such estimated increases in operating expenses and direct taxes payable by Tenant hereunder; provided, however, that Tenant shall not be responsible for any increases in operating expenses or direct taxes allocable to the first twelve (12) months of the term of this Lease. Statements of the amount of actual operating expenses for the preceding calendar year and the Base Year, of direct taxes for the appropriateyear and the Base Year and of the amount of such increases payable by Tenant shall be given to Tenant on such date as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base Year. All amounts payable by Tenant as shown on said statement, less any amounts theretofore paid by Tenant on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made pursuant to this paragraph 5.2, shall be paid by Tenant upon delivery of said statement to TenantTerm without notice. In the event that the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliationCommencement Date does not occur on the 1st day of a month, then the Minimum Rent payable with respect to such overpayment shall be applied toward the Rent for the following year or, if the Lease has terminated and not been renewed as provided herein, such overpayment shall be promptly refunded to Tenant. (b) The amount of any increase in operating expenses and direct taxes payable by Tenant for the first calendar year of the term and the calendar year in which this Lease terminates partial month shall be prorated based on the basis in which the number of days from in such month. Tenant shall pay its first installment of Minimum Rent and including the commencement of said calendar year to and including the date on which this Lease terminates bears to 365 and shall be due and payable when rendered notwithstanding termination Additional Rent upon its execution of this Lease. (2) All sums payable by Tenant under this Lease, whether or not stated to be rent, Minimum Rent or additional Rent (“Additional Rent”, collectively with Minimum Rent, “R ent”), shall be collectible by Landlord as Rent, and upon default in payment thereof Landlord shall have the same rights and remedies as for failure to pay Rent (without prejudice to any other right or remedy available therefor). All Rent payable by Tenant under this Lease shall be paid, when due, without demand, offset, abatement, diminution or reduction. Additional Rent shall include all sums that may become due by reason of Tenant’s failure to comply with any of the terms, conditions and covenants of the Lease and any and all damages, costs and expenses (including, without limitation, reasonable attorney fees) that Landlord may suffer or incur by reason of any default by Tenant. Without limiting the foregoing, Tenant shall be responsible for all attorneys’ fees incurred by Landlord in any court proceeding or in any bankruptcy proceeding relating to the exercise of Landlord’s rights under the Bankruptcy Code, including, without limitation, Landlord’s rights under Sections 362, 365 and/or 503 of the Bankruptcy Code. (3) If Tenant fails to pay any payment of Rent to Landlord within five (5) days of when the same is due, interest shall accrue on all such sums due but unpaid at the rate of five percent (5%) of the amount due provided that if such nonpayment continues for ten (10) or more days after the same is due, Tenant shall also pay interest on such overdue amount at the rate of four percent (4%) over the then Prime Rate as published daily under the heading “Money Rates” in The Wall Street Journal, unless such rate be usurious as applied to Tenant, in which case the highest permitted legal rate shall apply (the “Default Rate”).

Minimum Rent. Tenant agrees to pay to Landlord, without demand, a ------------ minimum monthly rental (the 4.1 The "Minimum Rent"" for each Financial Year (or pro-rata for any part of a Financial Year, as the case may be) shall be: (a) for the Premises, period from and including the Term Commencement Date until and including the day before the fifth anniversary of the First Development PC Date the annual sum of Two Hundred and Seventy Seven Thousand Pounds (£277,000); (b) for the period from and including the fifth anniversary of the First Development PC Date until and including the date before the First Review Date the greater of: (i) the annual sum of Two Hundred and Seventy Seven Thousand Pounds (£277,000); and (ii) 2.5 per cent of the average annual Property Rents for the immediately preceding five complete Financial Years; (c) during each and every month, payable in advance the first day of each month, based on the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for any reason as set forth hereinReview Period, the commencement date for a floor not be the first day greater of: (i) 2.5 per cent of the monthaverage annual Property Rents for the period of the immediately preceding five complete Financial Years prior to each Review Date; and (ii) the Minimum Rent payable immediately before the relevant Review Date 4.2 As soon as reasonably practicable following the dates on which the Minimum Rent is to be revised pursuant to paragraph 4.1 (each such date being a "Minimum Rent Increase Date"), the rent for that month Landlord and the Tenant shall seek to agree the revised Minimum Rent, and if the revised Minimum Rent shall not have been agreed within thirty (30) Business Days following the relevant Minimum Rent Increase Date, the matter shall be pro-rated for determined in accordance with paragraph 5 of this schedule 4.3 If, by any Minimum Rent Increase Date, the number of days revised Minimum Rent has not been agreed or determined, then in the shortened month. Notwithstanding the above, Tenant shall have a ten (10) day grace period from the 1st respect of the month to the 10th of the month to pay rent to Landlord three times in each twelve-month period beginning on the Tenth Floor Commencement Date. (a) As Additional Rent, Tenant shall pay to Landlord at the times hereinafter set forth, an amount equal to (a) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid or incurred by Landlord on account of the operation or maintenance of the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and (b) Tenant's share of any increase in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred in the Base Year specified hereinbelow. Notwithstanding the foregoing to the contrary, Tenant shall not be responsible for any increase in "operating" expenses or increase in "direct taxes" attributable to any period of time commencing on the Tenth Floor Commencement Minimum Rent Increase Date and ending on the first anniversary of day preceding the Tenth Floor Commencement Date. If at any time during Rent Payment Date which immediately follows the term of date on which the Lease, less than ninety-five percent (95%) of the total leasable area of the Building revised Minimum Rent is occupiedagreed or determined, the operating expenses and direct taxes Minimum Rent shall continue to be adjusted by Landlord to reasonably approximate the operating expenses and direct taxes which would have been incurred if Minimum Rent payable immediately before the Building had been relevant Minimum Rent Increase Date and, at least ninety-five percent (95%) occupied. At or after the commencement expiration of any calendar year subsequent to the Base Year Landlord may, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses for the Base Yearperiod, the amount of any increase in direct taxes over those paid or incurred in the Base Year and of the amount of such estimated increases payable by Tenant. Tenant shall pay to the Landlord on a sum equal to the first day of each calendar month during such calendar year one-twelfth aggregate of: (1/12a) of the amount of such estimated increases in operating expenses and direct taxes payable (if any) by Tenant hereunder; provided, however, that Tenant shall not be responsible for any increases in operating expenses which the newly agreed or direct taxes allocable to determined Minimum Rent exceeds the first twelve (12) months of the term of this Lease. Statements of the amount of actual operating expenses Ground Rent actually paid for the preceding calendar year and the Base Year, of direct taxes for the appropriateyear and the Base Year and of the amount of such increases payable by Tenant shall be given to Tenant on such date as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base Year. All amounts payable by Tenant as shown on said statement, less any amounts theretofore paid by Tenant on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made pursuant to this paragraph 5.2, shall be paid by Tenant upon delivery of said statement to Tenant. In the event that the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliation, then such overpayment shall be applied toward the Rent for the following year or, if the Lease has terminated and not been renewed as provided herein, such overpayment shall be promptly refunded to Tenant.period; and (b) The amount interest at the base rate of any increase in operating expenses and direct taxes payable by Tenant Barclays Bank Plc on the difference between the increased rent paid for the first calendar year of the term and the calendar year in which this Lease terminates shall be prorated on the basis in which the number of days period calculated from and including the commencement of said calendar year to and including the date on which each instalment of the difference would have fallen due until the actual payment of such difference (as well after as before any judgment) 4.4 In calculating the Property Rents or the average annual Property Rents for the purposes of paragraph 4.1 any premium (or such part thereof as is to be treated pursuant to this schedule as Property Rents) as is received in consideration of the surrender of an underlease shall: (a) (if at the date of such surrender there are three (3) or more years unexpired of the term granted by the relevant underlease) be deemed to be received in three (3) equal annual instalments commencing on the date of receipt of such premium by the Tenant; and (b) (if at the date of such surrender there are less than three (3) years unexpired of the term granted by the relevant underlease) be deemed to be received in equal monthly instalments during the unexpired term of the relevant underlease at the date of such surrender commencing on the date of receipt of such premium by the Tenant 4.5 The Landlord and the Tenant shall each procure that a memorandum recording the First Development PC Date shall be attached to this Lease terminates bears to 365 and its counterpart 4.6 If the Landlord or the Tenant so requires, the Landlord and the Tenant shall be due and payable when rendered notwithstanding termination of this Lease.each sign a memorandum recording the Minimum Rent during each Financial Year

Minimum Rent. Tenant agrees to pay to Landlord, without demand, a ------------ during the Term of this Lease the fixed minimum monthly rental annual rent (the "Minimum Rent") for shown on the Premises, for each and every month, Rent Schedule stipulated in Paragraph 25-A to be payable in equal monthly installments as shown on said Rent Schedule in advance on the first day of each month, based . If the Term commences on the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for any reason as set forth herein, the commencement a date for a floor not be other than the first day of the month, the rent for that month first installment shall be pro-rated prorated appropriately. Such payments shall be made to such place as may be directed in writing by Landlord from time to time. Minimum Rent for the number first full month of days in the shortened monthTerm shall be paid at the execution hereto. Notwithstanding In the above, event Tenant shall have a fail to pay any rental on the due date or within ten (10) day grace period from days thereafter and upon five (5) days following the 1st written notification by the Landlord of the month to the 10th such failure, a late charge of the month to pay rent to Landlord three times in each twelve-month period beginning on the Tenth Floor Commencement Date. (a) As Additional Rent, Tenant shall pay to Landlord at the times hereinafter set forth, an amount equal to (a) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid or incurred by Landlord on account of the operation or maintenance of the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and (b) Tenant's share of any increase in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred in the Base Year specified hereinbelow. Notwithstanding the foregoing to the contrary, Tenant shall not be responsible for any increase in "operating" expenses or increase in "direct taxes" attributable to any period of time commencing on the Tenth Floor Commencement Date and ending on the first anniversary of the Tenth Floor Commencement Date. If at any time during the term of the Lease, less than ninety-five percent (955%) of the monthly rental shall be added to the rental for each such late payment, and the same shall be treated as additional rent. The Tenant also agrees to pay the Landlord, as further additional rent hereunder, upon notice and demand, Tenant's Prorata Share of the annual cost ("Operating Cost") of operating and maintaining the Building in excess of four and thirty hundredths ($4.30) dollars times the net rentable area in the Building. For the purpose of this and other covenants requiring similar proration, it is agreed the Premises contain 17,770 square feet of net rentable area and the total leasable net rentable area of the Building is occupied100,171 square feet. Tenant's Prorata Share is 17.74%. Within ninety (90) days after the last day of each calendar year during the term hereof, Operating Cost Statements for the operating expenses previous calendar year will be prepared and direct taxes shall be adjusted furnished by Landlord to reasonably approximate Tenant, showing the operating expenses and direct taxes which would have been incurred if the Building had been at least ninety-five percent (95%) occupied. At or after the commencement of any calendar year subsequent to the Base Year Landlord may, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses Operating Costs for the Base Yearsaid previous calendar year, the total amount in excess of any increase in direct taxes over those paid or incurred $4.30 per square foot of net rentable area in the Base Year Building, and of the amount of such estimated increases payable by Tenant's Prorata Share thereof. Tenant shall pay to Landlord on its Prorata Share of such excess by lump sum payment within thirty (30) days after receipt of the first day of each calendar month during such statement. In addition, the monthly rent for the next subsequent calendar year one-will be increased by one twelfth (1/12) of the amount of Tenant's Prorata Share of such estimated increases in operating expenses and direct taxes payable by Tenant hereunder; provided, however, that Tenant shall not be responsible for any increases in operating expenses or direct taxes allocable excess (retroactive to the first twelve (12) months day of the term of this Lease. Statements of the amount of actual operating expenses for the preceding then current calendar year and the Base Year, of direct taxes for the appropriateyear and the Base Year and of the amount of such increases payable by Tenant shall be given to Tenant on such date as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base Year. All amounts payable by Tenant as shown on said statement, less any amounts theretofore paid by Tenant on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made pursuant to this paragraph 5.2, shall be paid by Tenant upon delivery of said statement to Tenant. In the event that the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliation, then such overpayment shall be applied toward the Rent for the following year or, if the Lease has terminated and not been renewed as provided herein, such overpayment shall be promptly refunded to Tenantwhere necessary). (b) The amount of any increase in operating expenses and direct taxes payable by Tenant for the first calendar year of the term and the calendar year in which this Lease terminates shall be prorated on the basis in which the number of days from and including the commencement of said calendar year to and including the date on which this Lease terminates bears to 365 and shall be due and payable when rendered notwithstanding termination of this Lease.

Minimum Rent. Section 2 of the First Combined Lease Amendment sets forth Tenant's Minimum Rent obligations under the Leases. Currently and through December 31, 2004, Tenant's Annual Minimum Rent is payable at the rate of Three Hundred Eight Thousand Two Hundred Forty-Five Dollars Eighty Cents ($308,245.80) per annum under the Original Lease and through November 30, 2006 two Hundred Eight Thousand Five Hundred Seventy Dollars Eight Cents ($208,570.08) per annum under the Expansion Lease, for an aggregate Minimum Rent of Five Hundred Sixteen Thousand Eight Hummed Fifteen Dollars Eighty-Eight Cents ($516,815.88) per annum ("CURRENT ANNUAL MINIMUM RENT"), Notwithstanding the foregoing and anything to the contrary contained in the Original Lease, the Expansion Lease or the First Combined Lease Amendment, Landlord and Tenant agrees hereby agree that during the period from the Execution Date to pay to the date which is three (3) years after substantial completion of Landlord, without demand, a ------------ minimum monthly rental 's Refurbishment Work (the "Minimum RentCONSTRUCTION COMPLETION DATE") for the Premises, for each and every month, payable in advance the first day of each month, based on the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for any reason as set forth herein, the commencement date for a floor not be the first day of the month, the rent for that month shall be pro-rated for the number of days in the shortened month. Notwithstanding the above), Tenant shall have a ten pay the Current Annual Minimum Rent to Landlord (10) day grace period from the 1st instead of the month to Minimum Rent set forth in the 10th schedule set forth in Section 2 of the month to pay rent to Landlord three times in each twelve-month period beginning on the Tenth Floor Commencement Date.First Combined Lease Amendment) as follows: (a) As Additional Rent, Tenant shall pay to Landlord at the times hereinafter set forth, an amount equal to (a) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid or incurred by Landlord on account of the operation or maintenance of the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and MINIMUM RENT UNDER THE ORIGINAL LEASE (b) MINIMUM RENT UNDER THE EXPANSION LEASE Thereafter, Tenant's share Annual Minimum Rent shall be as follows through and including November 30, 2011, or the earlier termination of the Leases: (c) MINIMUM RENT UNDER THE ORIGINAL LEASE (d) MINIMUM RENT UNDER THE EXPANSION LEASE All other amounts payable by Tenant to Landlord under the Leases, or any increase amendments thereto, shall continue to be payable in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred in accordance with the Base Year specified hereinbelowterms thereof. Notwithstanding Nothing contained herein is intended to modify amounts payable as Minimum Rent under the foregoing to the contrary, Tenant shall not be responsible Leases for any increase in "operating" expenses duly exercised Option to extend the Term of the Original Lease or increase in "direct taxes" attributable to any period of time commencing the Expansion Lease, as applicable. Minimum Rent for each such Extension Term shall be calculated based on the Tenth Floor Commencement Date and ending on the first anniversary of the Tenth Floor Commencement Date. If at any time during the term of the Lease, less than ninety-five percent (95%) of the total leasable area of the Building is occupied, the operating expenses and direct taxes shall be adjusted by Landlord to reasonably approximate the operating expenses and direct taxes Minimum Rent which would have been incurred if in effect during the Building had been at least ninety-five percent (95%) occupied. At or after Lease Year immediately preceding the commencement of any calendar year subsequent to the Base Year Landlord maysuch Extension Term, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses for the Base Year, the amount of any increase in direct taxes over those paid or incurred in the Base Year and of the amount of such estimated increases payable by Tenant. Tenant shall pay to Landlord on the first day of each calendar month during such calendar year one-twelfth (1/12) of the amount of such estimated increases in operating expenses and direct taxes payable by Tenant hereunder; provided, however, that Tenant shall not be responsible for any increases in operating expenses or direct taxes allocable to the first twelve (12) months of the term of this Lease. Statements of the amount of actual operating expenses for the preceding calendar year and the Base Year, of direct taxes for the appropriateyear and the Base Year and of the amount of such increases payable by Tenant shall be given to Tenant on such date as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base Year. All amounts payable by Tenant as shown on said statement, less any amounts theretofore paid by Tenant on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made pursuant without regard to this paragraph 5.2, shall be paid by Tenant upon delivery of said statement to Tenant. In the event that the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliation, then such overpayment shall be applied toward the Rent for the following year or, if the Second Combined Lease has terminated and not been renewed as provided herein, such overpayment shall be promptly refunded to TenantAmendment. (b) The amount of any increase in operating expenses and direct taxes payable by Tenant for the first calendar year of the term and the calendar year in which this Lease terminates shall be prorated on the basis in which the number of days from and including the commencement of said calendar year to and including the date on which this Lease terminates bears to 365 and shall be due and payable when rendered notwithstanding termination of this Lease.

Minimum Rent. The PHA has established a minimum rent of fifty dollars ($50.00). The minimum rent is subject to the following: a) The PHA shall immediately suspend the minimum monthly rent of any Tenant agrees making a proper request in writing and who is unable to pay to Landlordbecause of financial hardship, without demand, a ------------ minimum monthly rental which shall include: (the "Minimum Rent"1) Loss of eligibility for the Premises, for each and every month, payable in advance the first day of each month, based on the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for any reason as set forth herein, the commencement date or awaiting an eligibility determination for a floor federal, state or local assistance program. This includes a family with a member who is an alien lawfully admitted for permanent residence under the Immigration and Naturalization Act who would be entitled to public benefits but for Title IV of the Personal Responsibility and Work Opportunity Reconciliation Act of 1996; (2) The Tenant would be evicted as a result of the implementation of an increase in minimum rent; (3) The income of the Tenant has decreased because of changed circumstance, including loss of employment; (4) A death in the family has occurred which affects the Tenant’s circumstances; (5) Other circumstances which shall be decided by the PHA on a case-by-case basis. b) All of the above must be proven by the Tenant providing verifiable information in writing to the PHA prior to the rent becoming delinquent and before the Lease is terminated by the PHA. c) If a Tenant requests a hardship exemption (prior to the rent becoming delinquent) under this section, and the PHA reasonably determines the hardship to be of a temporary nature, exemption shall not be granted during the first day of the month, the rent for that month shall be pro-rated for the number of days in the shortened month. Notwithstanding the above, Tenant shall have a ten ninety (1090) day grace period from the 1st of the month to the 10th of the month to pay rent to Landlord three times in each twelve-month suspension period beginning on the Tenth Floor Commencement Date. (a) As Additional Rent, Tenant shall pay to Landlord at the times hereinafter set forth, an amount equal to (a) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid or incurred by Landlord on account date of the operation or maintenance of written request for exemption by the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and (b) Tenant's share of any increase in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred in the Base Year specified hereinbelow. Notwithstanding the foregoing to the contrary, A Tenant shall not be responsible for any increase in "operating" expenses or increase in "direct taxes" attributable to any period of time commencing on the Tenth Floor Commencement Date and ending on the first anniversary of the Tenth Floor Commencement Date. If at any time evicted during the term suspension period for non-payment of the Lease, less than ninety-five percent (95%) of the total leasable area of the Building is occupied, the operating expenses and direct taxes shall be adjusted by Landlord to reasonably approximate the operating expenses and direct taxes which would have been incurred if the Building had been at least ninety-five percent (95%) occupied. At or after the commencement of any calendar year subsequent to the Base Year Landlord may, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses for the Base Year, the amount of any increase in direct taxes over those paid or incurred in the Base Year and of the amount of such estimated increases payable by Tenant. Tenant shall pay to Landlord on the first day of each calendar month during such calendar year one-twelfth (1/12) of the amount of such estimated increases in operating expenses and direct taxes payable by Tenant hereunder; provided, however, that Tenant shall not be responsible for any increases in operating expenses or direct taxes allocable to the first twelve (12) months of the term of this Lease. Statements of the amount of actual operating expenses for the preceding calendar year and the Base Year, of direct taxes for the appropriateyear and the Base Year and of the amount of such increases payable by Tenant shall be given to Tenant on such date as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base Year. All amounts payable by Tenant as shown on said statement, less any amounts theretofore paid by Tenant on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made pursuant to this paragraph 5.2, shall be paid by Tenant upon delivery of said statement to Tenantrent. In the event that the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliation, then such overpayment shall be applied toward the Rent for the following year ora case, if the Lease has terminated Tenant thereafter demonstrates that the financial hardship circumstance is long-term and not been renewed as provided hereinongoing, such overpayment the PHA shall be promptly refunded to Tenantretroactively exempt the Tenant from the minimum rent requirement for the ninety (90) day suspension period. (bd) The amount of any increase in operating expenses and direct taxes payable by Tenant This section does not prohibit the PHA from taking eviction action for the first calendar year of the term and the calendar year in which this other Lease terminates shall be prorated on the basis in which the number of days from and including the commencement of said calendar year violations unrelated to and including the date on which this Lease terminates bears to 365 and shall be due and payable when rendered notwithstanding termination of this Leasefinancial hardship.

Minimum Rent. A. Tenant agrees to shall pay to Landlordas the minimum rent (“MR”) for each month of the term of this Lease, commencing as of the Lease Commencement Date recited in Item 1. A., above, the amounts listed below, without any deductions or set-offs, payable without demand, a ------------ minimum monthly rental (the "Minimum Rent") for the Premises, for each and every month, payable in advance on or before the first day of each month. B. The minimum rent shall be as follows: Month Monthly MR (per RSF) Monthly MR Yearly Minimum Rent Months 1 - 2 $ 0.00 $ 0.00 $ 0.00 Months 3 - 38 $ 18.00 $ 2,137.50 $ 25,650.00 C. All minimum rent and additional rent (as recited in item 5, based below) shall be payable, in advance, during the term of this Lease solely in the form of Automated Clearing House transfer (“ACH Transfer”), to the order of The Joon Management, LLC, f/b/o The Grandview Eight, LLC, (or its designated successor or assign) for deposit in the designated bank account of The Joon Management LLC (“Joon”) on or before the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for first day of each calendar month, without any reason prior demand therefore and without deduction or offset whatsoever. Tenant shall pay to Joon all charges and other amounts whatsoever as set forth herein, provided in the commencement date Lease (the “Additional Charges”). All Additional Charges shall also be due and payable by ACH Transfer and Landlord shall have the same remedies for a floor not be default payment of Additional Charges as for a default in the payment of Rent. In the event that this Lease commences on a day other than the first day of the month, the rent for that such partial month shall be pro-rated for the number of days prorated accordingly and included in the shortened monthfirst full month payment of rent. Notwithstanding the above, Should any payment from Tenant shall have a ten (10) day grace period from the 1st of the month to the 10th of the month to pay rent to Landlord three times in each twelve-month period beginning on the Tenth Floor Commencement Date. (a) As Additional Rent, Tenant shall pay to Landlord at the times hereinafter set forth, an amount equal to (a) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid be dishonored or incurred returned by Landlord on account of the operation or maintenance of the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and (b) Tenant's share of any increase in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred in the Base Year specified hereinbelow. Notwithstanding the foregoing to the contrary, Tenant shall not be responsible Joon’s bank for any increase reason, Landlord shall be entitled to, in "operating" expenses or increase in "direct taxes" attributable addition to any period of time commencing on and all other rights recited under the Tenth Floor Commencement Date and ending on the first anniversary of the Tenth Floor Commencement Date. If at any time during the term of the Lease, less than ninety-five percent (95%) of the total leasable area of the Building is occupied, the operating expenses and direct taxes shall be adjusted by Landlord to reasonably approximate the operating expenses and direct taxes which would have been incurred if the Building had been at least ninety-five percent (95%) occupied. At or after the commencement of any calendar year subsequent to the Base Year Landlord may, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses for the Base Year, the amount of any increase in direct taxes over those paid or incurred in the Base Year and of the amount of such estimated increases payable by Tenant. Tenant shall pay to Landlord on the first day of each calendar month during such calendar year one-twelfth (1/12) of the amount of such estimated increases in operating expenses and direct taxes payable by Tenant hereunder; provided, however, that Tenant shall not be responsible for any increases in operating expenses or direct taxes allocable to the first twelve (12) months of the term terms of this Lease, to assess a service charge of fifty dollars ($50) for each such occurrence. Statements Tenant acknowledges and agrees that the above charges represent a fair and reasonable estimate and liquidation of Landlord’s expense in the management of the amount of actual operating expenses for the preceding calendar year and the Base YearCenter resulting from such incidents, of direct taxes for the appropriateyear and the Base Year and of the amount of such increases payable by Tenant shall be given which expense is not contemplated nor included in any other rental or charge provided to Tenant on such date as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base Year. All amounts payable by Tenant as shown on said statement, less any amounts theretofore paid by Tenant on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made pursuant to this paragraph 5.2, shall be paid by Tenant upon delivery of said statement to Tenant. In the event that the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliation, then such overpayment shall be applied toward the Rent for the following year or, if the Lease has terminated and not been renewed as provided herein, such overpayment shall be promptly refunded to Tenant. (b) The amount of any increase in operating expenses and direct taxes payable by Tenant for the first calendar year of the term and the calendar year in which this Lease terminates shall be prorated on the basis in which the number of days from and including the commencement of said calendar year to and including the date on which this Lease terminates bears to 365 and shall be due and payable when rendered notwithstanding termination of this Lease.

Minimum Rent. Tenant agrees to pay to Landlord, without demand, a ------------ minimum monthly rental (a) For the "Minimum Rent") for the Premises, for each and every month, payable in advance the first day of each month, based on the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for any reason as set forth herein, the commencement date for a floor not be the first day of the month, the rent for that month shall be pro-rated for the number of days in the shortened month. Notwithstanding the above, Tenant shall have a ten (10) day grace period from the 1st Commencement Date through the expiration of the month to the 10th of the month to pay rent to Landlord three times in each twelve-month period beginning on the Tenth Floor Commencement Date. fifth (a5th) As Additional RentLease Year, Tenant Lessee shall pay to Landlord at the times hereinafter set forth, an amount equal to (a) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid or incurred by Landlord on account of the operation or maintenance of the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and (b) Tenant's share of any increase in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred in the Base Year specified hereinbelow. Notwithstanding the foregoing to the contrary, Tenant shall not be responsible Lessor as monthly “Allocated Minimum Rent” for any increase in "operating" expenses or increase in "direct taxes" attributable to any period of time commencing on the Tenth Floor Commencement Date and ending on the first anniversary of the Tenth Floor Commencement Date. If at any time during the term of the Lease, less than ninety-five percent (95%) of the total leasable area of the Building is occupied, the operating expenses and direct taxes shall be adjusted by Landlord to reasonably approximate the operating expenses and direct taxes which would have been incurred if the Building had been at least ninety-five percent (95%) occupied. At or after the commencement of any calendar year subsequent to the Base Year Landlord may, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses for the Base Year, the amount of any increase in direct taxes over those paid or incurred in the Base Year and of the amount of such estimated increases payable by Tenant. Tenant shall pay to Landlord on the first day of each calendar month during such calendar year Facility one-twelfth (1/12) of the amount amounts allocated to and set forth opposite such Facility on Exhibit C attached hereto. The first monthly payment of such estimated increases in operating expenses and direct taxes Allocated Minimum Rent for each Facility shall be payable by Tenant hereunder; provided, however, that Tenant shall not be responsible for on the Commencement Date (prorated as to any increases in operating expenses or direct taxes allocable to partial calendar month at the first twelve (12) months beginning of the term of this Lease. Statements of the amount of actual operating expenses for the preceding calendar year and the Base Year, of direct taxes for the appropriateyear and the Base Year and of the amount of such increases payable by Tenant shall be given to Tenant on such date as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base Year. All amounts payable by Tenant as shown on said statement, less any amounts theretofore paid by Tenant on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made pursuant to this paragraph 5.2, shall be paid by Tenant upon delivery of said statement to Tenant. In the event that the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliation, then such overpayment shall be applied toward the Rent for the following year or, if the Lease has terminated and not been renewed as provided herein, such overpayment shall be promptly refunded to TenantTerm). (b) The amount Monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) for the sixth (6th) Lease Year of the Fixed Term shall be equal to the sum of (i) the monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) in effect as of the expiration of the fifth (5th) Lease Year, plus (B) the monthly Additional Rent (and applicable Allocated Additional Rent for each Facility) in effect as of the expiration of the fifth (5th) Lease Year, in each case as increased for such sixth (6th) Lease Year by a percentage equal to the greater of (i) Two and One-Half Percent (2.5%) or (ii) the lesser of (A) the applicable CPI Increase or (B) Five Percent (5%). (c) Commencing upon the expiration of the sixth (6th) Lease Year and upon the expiration of each Lease Year thereafter during the Term (including any Extended Term), the then current monthly Allocated Minimum Rent for each Facility for such Lease Year shall be increased by the greater of (i) Two and One-Half Percent (2.5%) or (ii) the lesser of (A) the applicable CPI Increase or (B) Five Percent (5%). (d) If any increase in operating expenses and direct taxes payable by Tenant Allocated Minimum Rent for any Facility as provided in Sections 3.1.1(b) or (c) above shall not have been made at the first calendar year commencement of the term and Lease Year for which applicable, Lessee shall continue to pay monthly Allocated Minimum Rent for such Facility at the calendar year in which this Lease terminates last rate applicable until Lessee receives Lessor’s written notice as to such increase. Within ten (10) days after ▇▇▇▇▇▇’s receipt of Lessor’s notice, Lessee shall be prorated on pay to Lessor an amount equal to the basis in which new monthly Allocated Minimum Rent for such Facility times the number of days months from and including the commencement of said calendar year the then current Lease Year, as applicable, to and including the date of receipt of Lessor’s notice, less the aggregate amount paid by ▇▇▇▇▇▇ on which this Lease terminates bears account of monthly Allocated Minimum Rent for such Facility for the same period. Thereafter, Lessee shall pay monthly Allocated Minimum Rent for such Facility for the applicable period at the new rate set forth in Lessor’s notice. Following any increase in the Allocated Minimum Rent with respect to 365 any Facility pursuant to Sections 3.1.1(b) or (c) above, at the request of either Lessor or Lessee, the parties shall execute a written confirmation setting forth the same, in form and substance reasonably acceptable to Lessor. Notwithstanding the foregoing, the failure of either Lessor or Lessee to request and/or the failure of either party to execute and deliver any such written confirmation shall be due and not affect Lessor’s good faith determination of the Allocated Minimum Rent payable when rendered notwithstanding termination of with respect the applicable Facility under this Lease.

Minimum Rent. Tenant agrees (A) The Lease is hereby amended to pay to Landlord, without demand, a ------------ minimum monthly rental (provide that the "Minimum Rent", on an annual basis, shall be: (i) Subject to Section 4.(C) hereof, TWO HUNDRED THIRTY EIGHT THOUSAND NINETY ONE AND 00/100 DOLLARS ($238,091.00) for the Premisesperiod beginning on November 1, for each 2005 and every monthending on February 28, 2008, payable in advance the first day of each month, based on the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for any reason as set forth herein, the commencement date for a floor not be the first day of the month, the rent for that month shall be pro-rated for the number of days in the shortened month. Notwithstanding the above, Tenant shall have a ten (10) day grace period from the 1st of the month to the 10th of the month to pay rent to Landlord three times in each twelve-month period beginning on the Tenth Floor Commencement Date. (a) As Additional Rent, Tenant shall pay to Landlord at the times hereinafter set forth, an amount equal to (a) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid or incurred by Landlord on account of the operation or maintenance of the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and (b) Tenant's share of any increase in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred in the Base Year specified hereinbelow. Notwithstanding the foregoing to the contrary, Tenant shall not be responsible for any increase in "operating" expenses or increase in "direct taxes" attributable to any period of time commencing on the Tenth Floor Commencement Date and ending on the first anniversary of the Tenth Floor Commencement Date. If at any time during the term of the Lease, less than ninety-five percent (95%) of the total leasable area of the Building is occupied, the operating expenses and direct taxes shall be adjusted by Landlord to reasonably approximate the operating expenses and direct taxes which would have been incurred if the Building had been at least ninety-five percent (95%) occupied. At or after the commencement of any calendar year subsequent to the Base Year Landlord may, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses for the Base Year, the amount of any increase in direct taxes over those paid or incurred in the Base Year and of the amount of such estimated increases payable by Tenant. Tenant shall pay to Landlord on the first day of each calendar month during such in equal monthly installments of NINETEEN THOUSAND EIGHT HUNDRED FORTY AND 92/100 DOLLARS ($19,840.92); and (ii) TWO HUNDRED FORTY NINE THOUSAND ONE HUNDRED SIXTY FIVE AND 00/100 DOLLARS ($249,165.00) for the period beginning on March 1, 2008 and ending on the new Expiration Date of February 28, 2011, payable in advance on the first day of each calendar year one-twelfth month in equal monthly installments of TWENTY THOUSAND SEVEN HUNDRED SIXTY THREE AND 75/100 DOLLARS (1/12$20,763.75). (B) of On the amount of such estimated increases in operating expenses and direct taxes payable by Tenant hereunder; provideddate hereof, however, that Tenant shall not be responsible for any increases in operating expenses or direct taxes allocable to the first twelve (12) months give Landlord a fully and accurately completed W-9 Federal tax form that has been properly executed by a duly authorized corporate officer of the term of this Lease. Statements of the amount of actual operating expenses for the preceding calendar year and the Base Year, of direct taxes for the appropriateyear and the Base Year and of the amount of such increases payable by Tenant shall be given to Tenant on such date as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base Year. All amounts payable by Tenant as shown on said statement, less any amounts theretofore paid by Tenant on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made pursuant to this paragraph 5.2, shall be paid by Tenant upon delivery of said statement to Tenant. In the event that the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliation, then such overpayment shall be applied toward the Rent for the following year or, if the Lease has terminated and not been renewed as provided herein, such overpayment shall be promptly refunded to Tenant. (bC) The amount Provided, prior to November 1, 2005, Tenant has not breached any material term of the Lease (after receipt of any increase in operating expenses required written notice and direct taxes payable by beyond the expiration of any applicable grace period), then, Landlord agrees that the monthly installment of Adjusted Minimum Rent due on November 1, 2005 for November, 2005 shall be waived. Provided, prior to December 1, 2005, Tenant for the first calendar year has not breached any material term of the term Lease (after receipt of any required written notice and beyond the calendar year in which this Lease terminates expiration of any applicable grace period), then, Landlord agrees that the monthly installment of Adjusted Minimum Rent due on December 1, 2005 for December, 2005 shall be prorated waived. Provided, prior to January 1, 2006, Tenant has not breached any material term of the Lease (after receipt of any required written notice and beyond the expiration of any applicable grace period), then, Landlord agrees that the monthly installment of Adjusted Minimum Rent due on the basis in which the number of days from and including the commencement of said calendar year to and including the date on which this Lease terminates bears to 365 and January 1, 2006 for January, 2006 shall be waived. Provided, prior to February 1, 2006, Tenant has not breached any material term of the Lease (after receipt of any required written notice and beyond the expiration of any applicable grace period), then, Landlord agrees that the monthly installment of Adjusted Minimum Rent due and payable when rendered notwithstanding termination of this Leaseon February 1, 2006 for February, 2006 shall be waived.

Minimum Rent. Tenant agrees (a) Subject to pay to Landlordupward adjustments as provided in subsections (b), without demand(c) and (d) below, a ------------ minimum monthly rental (the "Minimum Rent") for the Premises, for each and every month, payable in advance the first day of each month, based on the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for any reason as set forth herein, the commencement date for a floor not be the first day of the month, the rent for that month shall be pro-rated for the number of days in the shortened month. Notwithstanding the above, Tenant shall have a ten (10) day grace period from the 1st Restatement Date through the expiration of the first Lease Year, Lessee shall pay to Lessor as monthly "Allocated Minimum Rent" for each Facility the amounts allocated to and set forth opposite such Facility on Exhibit C attached hereto and incorporated herein by this reference. The first monthly payment of Allocated Minimum Rent for each Facility shall be payable on the Restatement Date (prorated as to any partial calendar month to at the 10th beginning of the month to pay rent to Landlord three times in each twelve-month period beginning on the Tenth Floor Commencement DateTerm). (ab) As Additional RentWith respect to the Group 1 Facilities, Tenant commencing upon the expiration of the first Lease Year for such Group 1 Facilities and upon the expiration of each Lease Year thereafter during the Term for such Group 1 Facilities (i.e., including the Extended Term), the monthly Allocated Minimum Rent in effect as of the expiration of the immediately preceding Lease Year for such Group 1 Facilities shall pay to Landlord at the times hereinafter set forth, be increased by an amount equal to one-twelfth (a) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid or incurred by Landlord on account of the operation or maintenance of the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and (b) Tenant's share of any increase in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred in the Base Year specified hereinbelow. Notwithstanding the foregoing to the contrary, Tenant shall not be responsible for any increase in "operating" expenses or increase in "direct taxes" attributable to any period of time commencing on the Tenth Floor Commencement Date and ending on the first anniversary of the Tenth Floor Commencement Date. If at any time during the term of the Lease, less than ninety-five percent (95%1/12th) of the total leasable area product of (i) Twenty-Five Hundredths Percent (.25%) times (ii) the Minimum Repurchase Price for such Group 1 Facilities. (c) With respect to the Group 2 Facilities, commencing upon the expiration of the Building is occupiedfirst Lease Year for the Group 2 Facilities and upon the expiration of each Lease Year thereafter during the Term for such Group 2 Facilities (including each Extended Term, if either), the operating expenses and direct taxes then current monthly Allocated Minimum Rent for such Group 2 Facilities for such Lease Year shall be adjusted by Landlord to reasonably approximate the operating expenses and direct taxes which would have been incurred if the Building had been at least ninety-five percent (95%) occupied. At or after the commencement of any calendar year subsequent to the Base Year Landlord may, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses for the Base Year, the amount of any increase in direct taxes over those paid or incurred in the Base Year and of the amount of such estimated increases payable by Tenant. Tenant shall pay to Landlord on the first day of each calendar month during such calendar year one-twelfth (1/12) of the amount of such estimated increases in operating expenses and direct taxes payable by Tenant hereunderapplicable CPI Increase; provided, however, that Tenant in no event shall the monthly Allocated Minimum Rent for any Group 2 Facility after any such adjustment be less than One Hundred Two and One-Half Percent (102.5%) nor more than One Hundred Five Percent (105%) of the monthly Allocated Minimum Rent in effect for such Group 2 Facility immediately prior to such adjustment, notwithstanding the actual percentage change in the CPI Increase. (d) With respect to the Group 3 Facilities, commencing upon the expiration of the first Lease Year for such Group 3 Facilities and upon the expiration of each Lease Year thereafter during the Fixed Term for such Group 3 Facilities, the then current monthly Allocated Minimum Rent for such Group 3 Facilities for such Lease Year shall be adjusted by an amount equal to the applicable Group 3 Facility Escalator. Upon the commencement of the first (1st) Lease Year of each Extended Term for the Group 3 Facilities, if any, the initial monthly Allocated Minimum Rent for each Group 3 Facility shall be equal to the greater of (a) the then current monthly Fair Market Rental for such Group 3 Facility and (b) the monthly Allocated Minimum Rent payable for such Group 3 Facility during the last Lease Year of the immediately preceding Term. Commencing upon the expiration of the first (1st) Lease Year of each Extended Term for the Group 3 Facilities, if any, and upon the expiration of each Lease Year thereafter during such Extended Term, the then-current monthly Allocated Minimum Rent for each Group 3 Facility shall be adjusted by an amount equal to the applicable Group 3 Facility Escalator. If any adjustment for any Facility provided for in subsections (b), (c) or (d) shall not be responsible have been made at the commencement of the Lease Year for any increases in operating expenses or direct taxes allocable which applicable, Lessee shall continue to pay monthly Allocated Minimum Rent for such Facility at the last rate applicable until Lessee receives Lessor's written notice as to such adjustment. Within ten (10) days after Lessee's receipt of Lessor's notice, Lessee shall pay to Lessor an amount equal to the first twelve (12) new monthly Allocated Minimum Rent for such Facility times the number of months from the commencement of the term of this Lease. Statements of the amount of actual operating expenses for the preceding calendar year and the Base Year, of direct taxes for the appropriateyear and the Base then current Lease Year and of the amount of such increases payable by Tenant shall be given to Tenant on such date as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base Year. All amounts payable by Tenant as shown on said statementdate of receipt of Lessor's notice, less any amounts theretofore the aggregate amount paid by Tenant Lessee on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made pursuant to this paragraph 5.2, shall be paid by Tenant upon delivery of said statement to Tenant. In the event that the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliation, then such overpayment shall be applied toward the monthly Allocated Minimum Rent for the following year or, if the Lease has terminated and not been renewed as provided herein, such overpayment shall be promptly refunded to Tenant. (b) The amount of any increase in operating expenses and direct taxes payable by Tenant Facility for the first calendar year of same period. Thereafter, Lessee shall pay monthly Allocated Minimum Rent for such Facility for the term and applicable Lease Year at the calendar year new rate set forth in which this Lease terminates shall be prorated on the basis in which the number of days from and including the commencement of said calendar year to and including the date on which this Lease terminates bears to 365 and shall be due and payable when rendered notwithstanding termination of this LeaseLessor's notice.

Minimum Rent. Tenant agrees Notwithstanding anything to the contrary in the Lease or in this Sublease, commencing on the Commencement Date and continuing throughout the Sublease Term, Subtenant shall pay to LandlordSublandlord, without demandoffset, a ------------ minimum abatement, counterclaim or deduction, monthly rental base rent (the "Minimum Rent"). Commencing as of the Commencement Date, Minimum Rent shall be in the amount of Eighty-Five Thousand Seven Hundred Ninety-Seven and 60/100 Dollars ($85,797.60) for per month. Effective on each one (1) year anniversary of the Premises, for each and every month, payable in advance the first day of each month, based on the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for any reason as set forth herein, the commencement date for a floor not be Commencement Date (or the first day of the next succeeding month if the Commencement Date does not occur as of the first day of a month), the rent for that month Minimum Rent shall be pro-rated for increased to the number of days product obtained by multiplying the Minimum Rent then in the shortened montheffect by one hundred three percent (103%). Notwithstanding the aboveforegoing, Tenant shall have a ten provided Subtenant is not in default under this Sublease beyond any applicable cure period, Sublandlord agrees to ▇▇▇▇▇ Subtenant's obligation to pay Minimum Rent during months two (102), four (4), six (6), twelve (12), twenty-four (24), thirty-six (36), forty-eight (48), sixty (60), seventy-two (72), eighty-four (84) day grace period from the 1st and ninety-six (96) of the month to the 10th of the month to pay rent to Landlord three times in each twelve-month period beginning on the Tenth Floor Commencement Date. (a) As Additional RentSublease Term. During such abatement period, Tenant shall pay to Landlord at the times hereinafter set forth, an amount equal to (a) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid or incurred by Landlord on account of the operation or maintenance of the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and (b) Tenant's share of any increase in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred in the Base Year specified hereinbelow. Notwithstanding the foregoing to the contrary, Tenant shall not Subtenant will still be responsible for the payment of Operating Expenses and all other monetary obligations under this Sublease. Subtenant acknowledges that any increase in "operating" expenses or increase in "direct taxes" attributable default by Subtenant under this Sublease will cause Sublandlord to any period incur costs not contemplated hereunder, the exact amount of time commencing on the Tenth Floor Commencement Date such costs being extremely difficult and ending on the first anniversary of the Tenth Floor Commencement Date. If impracticable to ascertain, therefor, should Subtenant at any time during the term of the LeaseSublease Term be in default beyond any applicable cure period, less than ninety-five percent (95%) of then the total leasable area sum of the Building such abated rent so conditionally excused shall become immediately due and payable by Subtenant to Sublandlord; provided, however, Subtenant acknowledges and agrees that nothing in this paragraph is occupiedintended to limit any other remedies available to Sublandlord at law or in equity under applicable law (including, without limitation, the operating expenses remedies under Civil Code Section 1951.2 and/or 1951.4 and direct taxes any successor statutes or similar laws), in the event Subtenant defaults under this Sublease beyond any applicable cure period. The Minimum Rent shall be adjusted by Landlord to reasonably approximate the operating expenses due and direct taxes which would have been incurred if the Building had been at least ninety-five percent (95%) occupied. At or after the commencement of any calendar year subsequent to the Base Year Landlord may, but shall not be required to, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses for the Base Year, the amount of any increase in direct taxes over those paid or incurred in the Base Year and of the amount of such estimated increases payable by Tenant. Tenant shall pay to Landlord on the first day of each calendar month during the Sublease Term, in advance and without notice or demand; provided that if the Commencement Date is not the first day of a calendar month, then (a) the Minimum Rent for the month in which the Commencement Date occurs shall be prorated based upon a thirty (30) day month and the number of days in such calendar year one-twelfth month from and after the Commencement Date (1/12and shall be paid by Subtenant on or before the Commencement Date) and (b) such partial month shall be deemed to be the first month of the amount of such estimated increases in operating expenses and direct taxes payable by Tenant hereunder; provided, however, that Tenant shall not be responsible Sublease Term for any increases in operating expenses or direct taxes allocable to the first twelve (12) months of the term all purposes of this Lease. Statements of the amount of actual operating expenses for the preceding calendar year and the Base Year, of direct taxes for the appropriateyear and the Base Year and of the amount of such increases payable by Tenant shall be given to Tenant on such date as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base YearSublease. All amounts payable by Tenant as shown on said statementdue Sublandlord hereunder, less any amounts theretofore paid by Tenant on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made pursuant to this paragraph 5.2including, without limitation, Minimum Rent, shall be paid by Tenant upon delivery of said statement to TenantSublandlord at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇-▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇ ▇▇▇▇▇▇, ▇▇. In Manager Construction/Facilities & Real Estate, Corporate Engineering or at any other address provided to Subtenant in writing pursuant to this Sublease. Notwithstanding the event that foregoing, the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliation, then such overpayment shall be applied toward the Minimum Rent for the following year or, if first full calendar month of this Sublease in the Lease has terminated and not been renewed as provided herein, such overpayment shall be promptly refunded to Tenant. (b) The amount of any increase in operating expenses Eighty-Five Thousand Seven Hundred Ninety-Seven and direct taxes payable by Tenant for 60/100 Dollars ($85,797.60), plus the first full calendar year month's estimated Operating Expenses in the amount of the term Forty-Three Thousand Three Hundred Seven and the calendar year in which this Lease terminates shall be prorated on the basis in which the number of days from and including the commencement of said calendar year to and including the date on which this Lease terminates bears to 365 and 36/100 Dollars ($43,307.36), shall be due and payable and delivered to Sublandlord on the Effective Date. If Subtenant fails to pay any sum due to Sublandlord under this Lease within ten (10) days of its due date, Subtenant shall pay to Sublandlord, as additional rental, a late charge equal to five percent (5%) of the overdue amount. In addition, any sum due from Subtenant which is not paid within ten (10) days of its due date shall bear interest at the lesser of (a) four percent (4%) plus the prime rate reported in the Wall Street Journal as closest prior to the date when rendered notwithstanding termination due or (b) the highest rate then allowed under usury laws of this Leasethe State of California, in either event from the date due until paid.

Minimum Rent. Tenant agrees to pay to Landlord, without demand, a ------------ minimum monthly rental (the "Minimum Rent"A) for the Premises, for each and every month, payable in advance the first day of each month, based on the following schedule: 08/1/96 - 08/31/96 $20,110.00 09/1/96 - 11/30/96 $40,220.00 12/1/96 - 07/31/98 $60,330.00 08/1/98 - 07/31/00 $63,346.50 Should for any reason as set forth herein, the commencement date for a floor not be the first day of the month, the rent for that month shall be pro-rated for the number of days in the shortened month. Notwithstanding the above, Tenant shall have a ten (10) day grace period from the 1st of the month to the 10th of the month to pay rent to Landlord three times in each twelve-month period beginning on the Tenth Floor Commencement Date. (a) As Additional Rent, Tenant shall pay during the first year of the Lease Term to Landlord Minimum Rent at the times rate of One Hundred Forty Thousand Nine Hundred Twenty One Dollars and Eighty Eight Cents ($140,921.88) per year, in equal monthly installments of Eleven Thousand Seven Hundred Forty Three Dollars and Forty Nine Cents ($11,743.49) (hereinafter set forth, an amount equal referred to (aas “Minimum Rent”) Tenant's Share specified hereinbelow of any increase in "operating expenses" (defined below in this paragraph 5.2) paid or incurred by Landlord on account of the operation or maintenance of the Building above such operating expenses paid or incurred by Landlord during the Base Year specified hereinbelow, and (b) Tenant's share of any increase in "direct taxes" (defined below in this paragraph 5.2) paid or incurred by Landlord in any calendar year in excess of those paid or incurred in the Base Year specified hereinbelow. Notwithstanding the foregoing to the contrary, Tenant shall not be responsible for any increase in "operating" expenses or increase in "direct taxes" attributable to any period of time commencing on the Tenth Floor Commencement Date and ending on the first anniversary of the Tenth Floor Commencement Date. If at any time during the term of the Lease, less than ninety-five percent (95%) of the total leasable area of the Building is occupied, the operating expenses and direct taxes which Minimum Rent shall be adjusted by Landlord to reasonably approximate the operating expenses and direct taxes which would have been incurred if the Building had been at least ninety-five percent (95%) occupied. At or after the commencement of any calendar year subsequent to the Base Year Landlord maypaid monthly, but shall not be required toin advance, notify Tenant of Landlord's estimate of the amount of any increase in operating expenses for such calendar year over operating expenses for the Base Year, the amount of any increase in direct taxes over those paid or incurred in the Base Year and of the amount of such estimated increases payable by Tenant. Tenant shall pay to Landlord on the first day of each and every calendar month during such calendar year one-twelfth (1/12) of the amount of such estimated increases in operating expenses and direct taxes payable by Tenant hereunder; provided, however, that Tenant shall not be responsible for any increases in operating expenses or direct taxes allocable to the first twelve (12) months of the term of this Lease. Statements Minimum Rent for any fraction of a month at the commencement or expiration of the amount term of actual operating expenses this Lease shall be prorated. All payments of Minimum Rent and Additional Rent (defined herein) shall be made payable to Landlord and shall be sent to Landlord to the address hereinafter provided for the preceding calendar year and the Base Year, giving of direct taxes for the appropriateyear and the Base Year and of the amount of notice to Landlord or to such increases payable by Tenant shall be given to Tenant on such date other person or address as Landlord shall from time to time determine during each calendar year subsequent to the calendar year immediately next succeeding the Base Year. All amounts payable designate by Tenant as shown on said statement, less any amounts theretofore paid by Tenant on account of Landlord' 5 estimate of increases in operating expenses and direct taxes made pursuant to this paragraph 5.2, shall be paid by Tenant upon delivery of said statement to Tenant. In the event that the Tenant has paid in any given year estimated increases beyond those later determined from actual reconciliation, then such overpayment shall be applied toward the Rent for the following year or, if the Lease has terminated and not been renewed as provided herein, such overpayment shall be promptly refunded notice to Tenant. (bB) The amount Notwithstanding anything contained to the contrary herein, provided the Tenant is not in default, delivered to the Landlord with the required insurance certificate as described herein and established utility services in its name at the Demised Premises the Tenant’s monthly Minimum Rent payments shall commence two (2) months after the actual Lease Commencement Date. In the event the Tenant has complied with each of any increase the requirements indentified in operating expenses and direct taxes payable by this Subsection B of this Article 3, the Tenant shall have access to the Demised Premises up to fourteen (14) days prior to the Lease Initials: JPF. SPM. 2 Commencement Date for the first calendar year purpose of the term Tenant installation of equipment and wiring in anticipation of the calendar year in which this Lease terminates shall be prorated Tenant conducting business at the Demised Premises provided such installations to not interfere with the Landlord’s work to complete the Landlord Improvements as described on the basis in which attached Exhibit C. On each anniversary of the number of days from and including Rent Commencement Date, the commencement of said calendar year to and including the date on which this Lease terminates bears to 365 and Tenant’s Minimum Rent shall be due and payable when rendered notwithstanding termination of this Leaseincrease Fifty Cents (.50) per square foot.