Common use of Minimum Rent Clause in Contracts

Minimum Rent. Lessee shall pay minimum rent (the "Minimum Rent) pursuant to the following schedule: (a) From May 15, 1999, as defined below, through August 1, 1999 Lessee shall pay Minimum Rent in the amount of $18,666 per month; (b) Beginning September 1, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per square foot per year for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year for "Space 2" as outlined on Exhibit "A"; (c) For Lease Year 2 (from May 1, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined by Lessor's architect by the Rent Commencement Date by measuring the floor area of the leased premises to the interior surface of exterior walls. In the event Lessee determines and notifies Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architect, the parties shall attempt to agree on the appropriate square footage determination. If the parties are unable to agree upon the square foot area of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after Lessor or Lessee so direct and such third architect shall measure the leased premises and its determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. Minimum Rent shall be payable in advance in equal monthly installments on the first day of each month during the term of this Lease or the Option Term, provided, that if the Rent Commencement Date is a day other than the first day of a month, Lessee shall, on the Rent Commencement Date, pay rent for the balance of said month, prorated at said monthly rate, based on the actual number of days remaining in such month. Minimum Rent shall commence May 15, 1999 (the "Rent Commencement Date").

Minimum Rent. Lessee shall Tenant agrees to pay to Landlord, without demand, a ------------ minimum rent monthly rental (the "Minimum Rent") pursuant to 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) From May 15As Additional Rent, 1999, as defined below, through August 1, 1999 Lessee Tenant shall pay Minimum Rent 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 $18,666 per month; (b) Beginning September 1any increase in operating expenses for such calendar year over operating expenses for the Base Year, 1999 the amount of any increase in direct taxes over those paid or incurred in the Base Year and continuing through April 1, 2000 Lessee of the amount of such estimated increases payable by Tenant. Tenant shall pay $14.50 per square foot per year for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year for "Space 2" as outlined on Exhibit "A"; (c) For Lease Year 2 (from May 1, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined by Lessor's architect by the Rent Commencement Date by measuring the floor area of the leased premises to the interior surface of exterior walls. In the event Lessee determines and notifies Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architect, the parties shall attempt to agree on the appropriate square footage determination. If the parties are unable to agree upon the square foot area of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after Lessor or Lessee so direct and such third architect shall measure the leased premises and its determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. Minimum Rent shall be payable in advance in equal monthly installments 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 or Lease. Statements of the Option Termamount of actual operating expenses for the preceding calendar year and the Base Year, providedof 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 Rent Commencement Date is a day other than 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 day calendar year of a month, Lessee shall, the term and the calendar year in which this Lease terminates shall be prorated on the Rent Commencement Date, pay rent for basis in which the balance of said month, prorated at said monthly rate, based on the actual number of days remaining in such month. Minimum Rent from and including the commencement of said calendar year to and including the date on which this Lease terminates bears to 365 and shall commence May 15, 1999 (the "Rent Commencement Date")be due and payable when rendered notwithstanding termination of this Lease.

Minimum Rent. (a) For the period from the Commencement Date through the expiration of the fifth (5th) Lease Year, Lessee shall pay minimum rent (the "to Lessor as monthly “Allocated Minimum Rent” for each Facility one-twelfth (1/12) of the amounts allocated to and set forth opposite such Facility on Exhibit C attached hereto. The first monthly payment of Allocated Minimum Rent for each Facility shall be payable on the Commencement Date (prorated as to any partial calendar month at the beginning of the Term). (b) 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) Three Percent (3%) or (ii) the applicable CPI Increase. (c) Upon the commencement of the seventh (7th) Lease Year and upon the commencement of each Lease Year thereafter during the Fixed Term, the monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) shall be equal to the monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) in effect as of the expiration of the immediately preceding Lease Year, as increased by the greater of (i) Three Percent (3%) or (ii) the applicable CPI Increase. (d) Monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) for the first Lease Year of each Extended Term, if any, shall be the greater of (i) the lesser of (A) one-twelfth (1/12th) of the aggregate annual Fair Market Rental with respect to all Facilities then subject to this Lease (and with respect to Allocated Minimum Rent, one-twelfth (1/12th) of the annual Fair Market Rental with respect to each Facility) as of the commencement of such Extended Term or (B) One Hundred Six Percent (106%) of the monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) in effect as of the expiration of the immediately prior Term, and (ii) the monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) in effect as of the expiration of the immediately preceding Term, as increased by the greater of (A) Three Percent (3%) or (B) the applicable CPI Increase. (e) Upon the commencement of the second (2nd) Lease Year of each Extended Term and upon the commencement of each Lease Year thereafter during such Extended Term, the monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) shall be equal to the monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) in effect as of the expiration of the immediately preceding Lease Year, as increased by the greater of (i) Three Percent (3%) or (ii) the applicable CPI Increase. (f) If any increase in monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) as provided in Sections 3.1.1(b), (c), (d), or (e) above shall not have been made at the commencement of the Lease Year for which applicable, Lessee shall continue to pay monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) at the last rate applicable until Lessee receives Lessor’s written notice as to such increase. Within ten (10) days after L▇▇▇▇▇’s receipt of Lessor’s written notice, Lessee shall pay to Lessor an amount equal to the new monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) times the number of months from the commencement of the then current Lease Year, as applicable, to the date of receipt of Lessor’s written notice, less the aggregate amount paid by Lessee on account of monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) for the same period. Thereafter, Lessee shall pay monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) for the applicable period at the new rate set forth in Lessor’s written notice. Following any increase in the monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) pursuant to the following schedule: (a) From May 15any of Sections 3.1.1(b), 1999, as defined below, through August 1, 1999 Lessee shall pay Minimum Rent in the amount of $18,666 per month; (b) Beginning September 1, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per square foot per year for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year for "Space 2" as outlined on Exhibit "A"; (c) For Lease Year 2 (from May 1), 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; ), or (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined by Lessor's architect by above, at the Rent Commencement Date by measuring the floor area request of the leased premises to the interior surface of exterior walls. In the event Lessee determines and notifies either Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architector Lessee, the parties shall attempt execute a written confirmation setting forth the same, in form and substance reasonably acceptable to agree on Lessor. Notwithstanding the appropriate square footage determination. If foregoing, the parties are unable to agree upon the square foot area failure of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after either Lessor or Lessee so direct to request and/or the failure of either party to execute and deliver any such third architect written confirmation shall measure the leased premises and its not affect Lessor’s good faith determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. monthly Minimum Rent shall be payable in advance in equal monthly installments on the first day of each month during the term of this Lease or the Option Term, provided, that if the Rent Commencement Date is a day other than the first day of a month, Lessee shall, on the Rent Commencement Date, pay rent for the balance of said month, prorated at said monthly rate, based on the actual number of days remaining in such month. (and applicable Allocated Minimum Rent shall commence May 15, 1999 (the "Rent Commencement Date")for each Facility) payable under this Lease.

Minimum Rent. Lessee shall pay 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 hereby agree that during the period from the Execution Date to the date which is three (3) years after substantial completion of Landlord's Refurbishment Work (the "CONSTRUCTION COMPLETION DATE"), Tenant shall pay the Current Annual Minimum RentRent to Landlord (instead of the Minimum Rent set forth in the schedule set forth in Section 2 of the First Combined Lease Amendment) pursuant to the following schedule: as follows: (a) From May 15, 1999, as defined below, through August 1, 1999 Lessee shall pay Minimum Rent in the amount of $18,666 per month; MINIMUM RENT UNDER THE ORIGINAL LEASE (b) Beginning September 1MINIMUM RENT UNDER THE EXPANSION LEASE Thereafter, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per square foot per year for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year for "Space 2" as outlined on Exhibit "A"; (c) For Lease Year 2 (from May 1, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined by LessorTenant's architect by the Rent Commencement Date by measuring the floor area of the leased premises to the interior surface of exterior walls. In the event Lessee determines and notifies Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architect, the parties shall attempt to agree on the appropriate square footage determination. If the parties are unable to agree upon the square foot area of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after Lessor or Lessee so direct and such third architect shall measure the leased premises and its determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. 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 amendments thereto, shall continue to be payable in advance in equal monthly installments on accordance with the first day terms thereof. Nothing contained herein is intended to modify amounts payable as Minimum Rent under the Leases for any duly exercised Option to extend the Term of each month during the term of this Original Lease or the Option TermExpansion Lease, provided, that if the as applicable. Minimum Rent Commencement Date is a day other than the first day of a month, Lessee shall, on the Rent Commencement Date, pay rent for the balance of said month, prorated at said monthly rate, each such Extension Term shall be calculated based on the actual number of days remaining in such month. Minimum Rent shall commence May 15which would have been in effect during the Lease Year immediately preceding the commencement of such Extension Term, 1999 (the "Rent Commencement Date")without regard to this Second Combined Lease Amendment.

Minimum Rent. (a) Subject to upward adjustments as provided in subsections (b), (c) and (d) below, for the period from the Restatement Date through the expiration of the first Lease Year, Lessee shall pay minimum rent (the 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 at the beginning of the Term). (b) pursuant With respect to the following schedule: Group 1 Facilities, 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 be increased by an amount equal to one-twelfth (1/12th) of the 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 first 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 then current monthly Allocated Minimum Rent for such Group 2 Facilities for such Lease Year shall be adjusted by the applicable CPI Increase; provided, however, that 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) From May 15the 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, 1999if 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 have been made at the commencement of the Lease Year for 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 defined belowto such adjustment. Within ten (10) days after Lessee's receipt of Lessor's notice, through August 1, 1999 Lessee shall pay to Lessor an amount equal to the new monthly Allocated Minimum Rent in for such Facility times the number of months from the commencement of the then current Lease Year to the date of receipt of Lessor's notice, less the aggregate amount paid by Lessee on account of $18,666 per month; (b) Beginning September 1monthly Allocated Minimum Rent for such Facility for the same period. Thereafter, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per square foot per year monthly Allocated Minimum Rent for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year such Facility for "Space 2" as outlined on Exhibit "A"; (c) For the applicable Lease Year 2 (from May 1, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined by at the new rate set forth in Lessor's architect by the Rent Commencement Date by measuring the floor area of the leased premises to the interior surface of exterior walls. In the event Lessee determines and notifies Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architect, the parties shall attempt to agree on the appropriate square footage determination. If the parties are unable to agree upon the square foot area of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after Lessor or Lessee so direct and such third architect shall measure the leased premises and its determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. Minimum Rent shall be payable in advance in equal monthly installments on the first day of each month during the term of this Lease or the Option Term, provided, that if the Rent Commencement Date is a day other than the first day of a month, Lessee shall, on the Rent Commencement Date, pay rent for the balance of said month, prorated at said monthly rate, based on the actual number of days remaining in such month. Minimum Rent shall commence May 15, 1999 (the "Rent Commencement Date")notice.

Minimum Rent. Lessee Subject to proration as set forth below, and subject to increase as set forth hereinafter in this Section 3.1.1 and in Section 5.1.4 and Section 10.2 hereof, Tenant shall pay minimum as annual base rent for the Leased Property (the "Minimum Rent") pursuant to the following scheduleas follows: (a) From May 15for the first full twelve Accounting Periods during the Term the total sum of ONE HUNDRED FIFTY TWO THOUSAND NINE HUNDRED FORTY ONE AND 67/100 DOLLARS ($152,941.67) (First Year Minimum Rent)]; (b) for Accounting Periods thirteen through twenty-four the total sum of ONE HUNDRED FIFTY SIX THOUSAND SEVEN HUNDRED SIXTY FIVE AND 21/100 DOLLARS ($156,765.21) (Second Year Minimum Rent )]; (c) for each twelve Accounting Periods thereafter through the Common Tenth Anniversary Date, 1999the total sum of ONE HUNDRED SIXTY THOUSAND FIVE HUNDRED EIGHTY EIGHT AND 75/100 DOLLARS ($160,588.75) (Third Period Minimum Rent )]. For each Accounting Period commencing with the Common Tenth Anniversary Date and continuing throughout the remainder of the Term, Minimum Rent shall, at Landlord's option, be increased based upon increases in the Index as defined belowhereafter provided or if Landlord does not elect to increase Minimum Rent based upon changes in the Index as hereafter provided, through August 1Minimum Rent for the remainder of the Term commencing with the Common Tenth Anniversary Date shall be the rental equal to the Third Period Minimum Rent. Minimum Rent will be allocated between the real property and tangible personal property and valued in the manner contemplated in Section 15 with the initial allocation reflected on EXHIBIT "J" attached hereto. If Landlord elects to increase Minimum Rent based upon changes in the Index, 1999 Lessee Landlord shall notify Tenant at least sixty (60) days prior to the Common Tenth Anniversary Date of such election and if Landlord fails to so notify Tenant of such election at least sixty (60) days prior to the Common Tenth Anniversary Date Landlord shall have waived its right to increase Minimum Rent as herein provided. In the event Landlord elects to increase Minimum Rent based upon changes in the Index and so notifies Tenant, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be increased based upon increases in the Extension Index preceding the Common Tenth Anniversary Date over the Beginning Index. In determining the increase in Minimum Rent as contemplated in the preceding sentence, the increase in the Index over each year between the Commencement Date and the Common Tenth Anniversary Date (computed as herein contemplated) shall be aggregated, provided Minimum Rent shall not be increased by more than three percent (3%) for any Lease Year between the Commencement Date and the Common Tenth Anniversary Date, notwithstanding any actual increase in the Index for such Lease Year in excess of three percent (3%). Accordingly, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be equal to the Third Period Minimum Rent for the Lease Year preceding the Common Tenth Anniversary Date multiplied by a fraction the numerator of which is the Extension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. For each Lease Year after the first Lease Year commencing with the Common Tenth Anniversary Date, Minimum Rent shall increase based upon increases in the Extension Index preceding each Lease Year over the Extension Index preceding the previous Lease Year. Thus, for example, the Minimum Rent for the third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases in the Extension Index preceding such third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. Accordingly, for each Lease Year following the first Lease Year after the Common Tenth Anniversary Date, Minimum Rent in effect for the Lease Year preceding each such Lease Year shall be multiplied by a fraction the numerator of which is the Extension Index preceding such Lease Year and the denominator of which is the Extension Index preceding the Lease Year prior to such Lease Year. If Landlord notifies Tenant prior to the Common Tenth Anniversary Date of its election to so increase Minimum Rent as provided above, Percentage Rent shall be adjusted and determined based upon increases in the Threshold as contemplated in this Agreement. Upon determining the adjusted Minimum Rental for each such Lease Year, Landlord shall notify Tenant of the amount of adjusted Minimum Rent due for such Lease Year. If such notice is not provided prior to the commencement of such Lease Year, Tenant shall pay any increased amount of Minimum Rent due for the first month(s) of such Lease Year with the first Minimum Rent payment due after receipt of Landlord's notice. Provided, however, Minimum Rent shall not be increased by more than three percent (3%) in any Lease Year following the first Lease Year after the Common Tenth Anniversary Date. Tenant shall pay Minimum Rent to Landlord in equal installments in advance, on the first (1st) Business Day of each Accounting Period. Accordingly, (a) for the first full twelve Accounting Periods, First Year Minimum Rent, together with applicable sales and use and other taxes thereon (but not any Excluded Impositions) shall be due and payable to Landlord by Tenant on the First Business Day of each such Accounting Period; (b) for each of Accounting Periods thirteen through twenty four, Second Year Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; (c) for each Accounting Period thereafter through the Common Tenth Anniversary Date, Third Period Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; and (d) for each Accounting Period thereafter Minimum Rent in the amount of $18,666 per month; determined by Landlord as aforesaid, together with all applicable sales, use and other taxes thereon (bbut not any Excluded Impositions) Beginning September 1, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per square foot per year for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year for "Space 2" as outlined on Exhibit "A"; (c) For Lease Year 2 (from May 1, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined due and payable by Lessor's architect by the Rent Commencement Date by measuring the floor area of the leased premises Tenant to the interior surface of exterior walls. In the event Lessee determines and notifies Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architect, the parties shall attempt to agree on the appropriate square footage determination. If the parties are unable to agree upon the square foot area of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after Lessor or Lessee so direct and such third architect shall measure the leased premises and its determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. Minimum Rent shall be payable in advance in equal monthly installments Landlord on the first day of each month during the term of this Lease or the Option TermAccounting Period. Provided, providedhowever, that if the Rent Commencement Date is a day other than the first day payment of a month, Lessee shall, on the Rent Commencement Date, pay rent for the balance of said month, prorated at said monthly rate, based on the actual number of days remaining in such month. Minimum Rent shall commence May 15, 1999 (be payable on the "Rent Commencement Date"). Further, if applicable, the first payment of Minimum Rent and the last payment of Minimum Rent shall be prorated on a per diem basis provided, however, that for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period shall be prorated based upon the Minimum Rent payable for the first full twelve Accounting Periods and any prorated Rent at the end of the Term shall be prorated based upon Minimum Rent payable for each Accounting Period after the thirty sixth Accounting Period.

Minimum Rent. Lessee (A) Tenant shall pay minimum rent during the first year of the Lease Term to Landlord Minimum Rent at the rate of One Hundred Forty Thousand Nine Hundred Twenty One Dollars and Eighty Eight Cents (the "$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 referred to as “Minimum Rent”) pursuant to the following schedule: (a) From May 15, 1999, as defined below, through August 1, 1999 Lessee shall pay Minimum Rent in the amount of $18,666 per month; (b) Beginning September 1, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per square foot per year for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year for "Space 2" as outlined on Exhibit "A"; (c) For Lease Year 2 (from May 1, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined by Lessor's architect by the Rent Commencement Date by measuring the floor area of the leased premises to the interior surface of exterior walls. In the event Lessee determines and notifies Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architect, the parties shall attempt to agree on the appropriate square footage determination. If the parties are unable to agree upon the square foot area of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after Lessor or Lessee so direct and such third architect shall measure the leased premises and its determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. which Minimum Rent shall be payable paid monthly, in advance in equal monthly installments advance, on the first day of each and every calendar month during the term of this Lease. Minimum Rent for any fraction of a month at the commencement or expiration of the term of 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 giving of notice to Landlord or to such other person or address as Landlord shall from time to time designate by notice to Tenant. (B) Notwithstanding anything contained to the Option Termcontrary herein, providedprovided the Tenant is not in default, that if 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 the requirements indentified in 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 is a day other than for the first day purpose of a month, Lessee shall, the Tenant installation of equipment and wiring in anticipation of the 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 attached Exhibit C. On each anniversary of the Rent Commencement Date, pay rent for the balance of said month, prorated at said monthly rate, based on the actual number of days remaining in such month. Tenant’s Minimum Rent shall commence May 15, 1999 increase Fifty Cents (the "Rent Commencement Date").50) per square foot.

Minimum Rent. (a) Minimum Rent for All Facilities (other than the Cherry Hill Facility). With respect to each Facility (other than the Cherry Hill Facility): (i) Subject to upward adjustments as provided in this subsection (a), Lessee shall pay minimum rent (the "to Lessor as monthly “Allocated Minimum Rent” for such Facility, for the period from the applicable Commencement Date through the expiration of the fifth (5th) pursuant Lease Year with respect to such Facility, one-twelfth (1/12) of the amounts allocated to and set forth opposite such Facility on Exhibit C attached hereto. The first monthly payment of Allocated Minimum Rent for such Facility shall be payable on the applicable Commencement Date with respect to such Facility (prorated as to any partial calendar month at the beginning of the Term). (ii) 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 following schedule: sum of (ai) From May 15the monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) in effect as of the expiration of the fifth (5th) Lease Year, 1999plus (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 defined belowincreased 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%). (iii) 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), through August 1the 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 of (B) Five Percent (5%). (iv) If any increase in Allocated Minimum Rent for any Facility as provided in Sections 3.1.1(a)(ii) or (a)(iii) above shall not have been made at the commencement of the Lease Year for which applicable, 1999 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 increase. Within ten (10) days after Lessee’s receipt of Lessor’s notice, Lessee shall pay to Lessor an amount equal to the new monthly Allocated Minimum Rent in for such Facility times the number of months from the commencement of the then current Lease Year, as applicable, to the date of receipt of Lessor’s notice, less the aggregate amount paid by Lessee on account of $18,666 per month; (b) Beginning September 1monthly Allocated Minimum Rent for such Facility for the same period. Thereafter, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per square foot per year monthly Allocated Minimum Rent for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year such Facility for "Space 2" as outlined on Exhibit "A"; the applicable period at the new rate set forth in Lessor’s notice. Following any increase in the Allocated Minimum Rent with respect to any Facility pursuant to Sections 3.1.1(a)(ii) or (ca)(iii) For Lease Year 2 (from May 1above, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined by Lessor's architect by at the Rent Commencement Date by measuring the floor area request of the leased premises to the interior surface of exterior walls. In the event Lessee determines and notifies either Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architector Lessee, the parties shall attempt execute a written confirmation setting forth the same, in form and substance reasonably acceptable to agree on Lessor. Notwithstanding the appropriate square footage determination. If foregoing, the parties are unable to agree upon the square foot area failure of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after either Lessor or Lessee so direct to request and/or the failure of either party to execute and deliver any such third architect written confirmation shall measure the leased premises and its not affect Lessor’s good faith determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. Allocated Minimum Rent shall be payable in advance in equal monthly installments on with respect to the first day of each month during the term of applicable Facility under this Lease or the Option Term, provided, that if the Rent Commencement Date is a day other than the first day of a month, Lessee shall, on the Rent Commencement Date, pay rent for the balance of said month, prorated at said monthly rate, based on the actual number of days remaining in such month. Minimum Rent shall commence May 15, 1999 (the "Rent Commencement Date")Lease.

Minimum Rent. Lessee 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 minimum to Sublandlord, without offset, abatement, counterclaim or deduction, monthly base rent (the "Minimum Rent) pursuant to "). Commencing as of the following schedule: (a) From May 15Commencement Date, 1999, as defined below, through August 1, 1999 Lessee shall pay Minimum Rent shall be in the amount of Eighty-Five Thousand Seven Hundred Ninety-Seven and 60/100 Dollars ($18,666 85,797.60) per month; . Effective on each one (b1) Beginning September 1, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per square foot per year for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year for "Space 2" as outlined on Exhibit "A"; (c) For Lease Year 2 (from May 1, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined by Lessor's architect by anniversary of the Rent Commencement Date by measuring (or the floor area first day of the leased premises to next succeeding month if the interior surface of exterior walls. In the event Lessee determines and notifies Lessor within thirty (30) days after the Lease Commencement Date that the floor area does not occur as of the leased premises is at variance with the square footage determination first day of Lessor's architecta month), the parties shall attempt to agree on the appropriate square footage determination. If the parties are unable to agree upon the square foot area of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after Lessor or Lessee so direct and such third architect shall measure the leased premises and its determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. Minimum Rent shall be increased to the product obtained by multiplying the Minimum Rent then in effect by one hundred three percent (103%). Notwithstanding the foregoing, 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 (2), four (4), six (6), twelve (12), twenty-four (24), thirty-six (36), forty-eight (48), sixty (60), seventy-two (72), eighty-four (84) and ninety-six (96) of the Sublease Term. During such abatement period, Subtenant will still be responsible for the payment of Operating Expenses and all other monetary obligations under this Sublease. Subtenant acknowledges that any default by Subtenant under this Sublease will cause Sublandlord to incur costs not contemplated hereunder, the exact amount of such costs being extremely difficult and impracticable to ascertain, therefor, should Subtenant at any time during the Sublease Term be in default beyond any applicable cure period, then the total sum of 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 advance this paragraph is intended to limit any other remedies available to Sublandlord at law or in equal monthly installments equity under applicable law (including, without limitation, the remedies under Civil Code Section 1951.2 and/or 1951.4 and any successor statutes or similar laws), in the event Subtenant defaults under this Sublease beyond any applicable cure period. The Minimum Rent shall be due and payable on the first day of each month during the term of this Lease or the Option Sublease Term, provided, in advance and without notice or demand; provided that if the Rent Commencement Date is a day other than not the first day of a calendar month, Lessee shall, on then (a) the Minimum Rent Commencement Date, pay rent for the balance of said month, month in which the Commencement Date occurs shall be prorated at said monthly rate, based on upon a thirty (30) day month and the actual number of days remaining in such monthmonth from and after the Commencement Date (and 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 Sublease Term for all purposes of this Sublease. All amounts due Sublandlord hereunder, including, without limitation, Minimum Rent, shall be paid to Sublandlord at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇-▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: ▇▇▇ ▇▇▇▇▇▇, ▇▇. Manager Construction/Facilities & Real Estate, Corporate Engineering or at any other address provided to Subtenant in writing pursuant to this Sublease. Notwithstanding the foregoing, the Minimum Rent for the first full calendar month of this Sublease in the amount of Eighty-Five Thousand Seven Hundred Ninety-Seven and 60/100 Dollars ($85,797.60), plus the first full calendar month's estimated Operating Expenses in the amount of Forty-Three Thousand Three Hundred Seven and 36/100 Dollars ($43,307.36), shall commence May 15be 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, 1999 Subtenant shall pay to Sublandlord, as additional rental, a late charge equal to five percent (5%) of the "Rent Commencement Date")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 due or (b) the highest rate then allowed under usury laws of the State of California, in either event from the date due until paid.

Minimum Rent. Lessee shall Subtenant will pay to Sublandlord as minimum rent ------------ (the "Minimum Rent) pursuant "), without deduction, setoff, notice, or demand, at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ or at any other place Sublandlord designates by notice to Subtenant, the following schedule: (a) From May 15, 1999, as defined below, through August 1, 1999 Lessee shall pay Minimum Rent in the amount of $18,666 sum per month; (b) Beginning September 1, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per square foot per year for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year for "Space 2" as outlined on Exhibit "A"; (c) For Lease Year 2 (from May 1, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined by Lessor's architect by the Rent Commencement Date by measuring the floor area of the leased premises to the interior surface of exterior walls. In the event Lessee determines and notifies Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architect, the parties shall attempt to agree on the appropriate square footage determination. If the parties are unable to agree upon the square foot area of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after Lessor or Lessee so direct and such third architect shall measure the leased premises and its determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. Minimum Rent shall be payable in advance in equal monthly installments on of the first day of each month during of the term Term in the following amounts per Lease Year: Lease Year 1 (plus any partial month at Term commencement)..................... $80,208 per month Lease Year 2................................................................... $82,500 per month Lease Year 3................................................................... $84,792 per month Lease Year 4................................................................... $89,375 per month Lease Year 5................................................................... $93,958 per month Subtenant will pay to Sublandlord on execution of this Lease or Sublease the Option Termsum of Four Hundred Eighty-one Thousand Two Hundred Forty Eight Dollars ($481,248) to be applied as a credit against the initial installments of Minimum Rent due hereunder, provided, it being understood that if this Sublease is terminated for any reason, (other than Subtenant Breach in which case unapplied pre-paid Rent shall be added to the Security Deposit), before the full amount of such credits has been applied to accrued Rent, then any such amounts not applied to Rent Commencement Date is or other monetary obligations then due Sublandlord from Subtenant under the terms of this Sublease, shall be promptly returned by Sublandlord to Subtenant. If the Term begins or ends on a day other than the first or last day of a month, Lessee shall, on the Rent Commencement Date, pay rent for the balance partial months will be prorated on a per diem basis. In the event the Rentable Area of said monththe Premises determined pursuant to Section 2 above differs from the Rentable Area stated in the Recitals, prorated at said monthly rate, based on the actual number of days remaining in such month. Minimum Rent shall commence May 15, 1999 be adjusted to the restated Rentable Area in the following amounts per Lease Year: Lease Year 1 (plus any partial month at Term commencement).................... $35 per rentable square foot per month Lease Year 2.................................................................. $36 per rentable square foot per month Lease Year 3.................................................................. $37 per rentable square foot per month Lease Year 4.................................................................. $39 per rentable square foot per month Lease Year 5.................................................................. $41 per rentable square foot month which amounts shall be memorialized between the "Rent parties in the Commencement Date")Date Memorandum (defined above) executed by Sublandlord and Subtenant.

Minimum Rent. Lessee shall pay minimum rent (Annual Monthly ------------ ------ ------- [OSD and PBI Share Space] EXHIBIT B TO SUBLEASE AND LICENSE AGREEMENT ------------------------------------------- [LIST OF ADDRESSES OF UNDERUTILIZED SITES] [OSD and PBI Share Space] EXHIBIT C TO SUBLEASE AND LICENSE AGREEMENT ------------------------------------------- [SUBLANDLORD'S CORPORATE STANDARDS] [OSD and PBI Share Space] EXHIBIT D TO SUBLEASE AND LICENSE AGREEMENT ------------------------------------------- RULES AND REGULATIONS 1. Locking devices may not be modified or new ones installed on doors or windows without Sublandlord's prior written consent. At the "Minimum Rent) pursuant end of the Sublease Term, Subtenant will account for and give all keys, keycards, and combinations to the following schedule: (a) From May 15, 1999, as defined below, through August 1, 1999 Lessee Sublandlord. Sublandlord shall pay Minimum Rent not change or modify the locks on any exterior doors or on any interior doors in the amount Licensed Space without reasonable prior notice and provision of $18,666 per month; (b) Beginning September 1substitute keys, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per square foot per year for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year for "Space key cards or combinations to Subtenant. 2" as outlined on Exhibit "A"; (c) For Lease Year 2 (from May 1, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined by Lessor's architect by the Rent Commencement Date by measuring the floor area of the leased premises The doors to the interior surface of exterior walls. In the event Lessee determines Prime Premises must be securely closed and notifies Lessor within thirty (30) days locked when leaving after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architect, the parties shall attempt to agree on the appropriate square footage determination. If the parties are unable to agree upon the square foot area of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after Lessor or Lessee so direct and such third architect shall measure the leased premises and its determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determinationnormal Business Hours. Each of Subtenant and Sublandlord is responsible for all persons for whom it grants access and shall be liable to the parties other for all acts of such persons. 3. Each of Subtenant and Sublandlord must not overload the floor of the Prime Premises. 4. Vending machine selection and operation shall pay be mutually agreed upon. 5. Each of Subtenant and Sublandlord shall not install and/or utilize on the fees Prime Premises any office machines, including mail-processing machines, copiers and facsimile machines, that are manufactured or sold in competition with the other's products. 6. Each of Subtenant and Sublandlord shall not utilize outsource service providers on the Prime Premises that are in competition with any business owned or operated by the other. 7. Hazardous or obnoxious materials may not be used or kept on the Prime Premises. 8. The Prime Premises must not be used in an offensive or objectionable manner. 9. Each of Subtenant and Sublandlord shall not bring into or keep within the Prime Premises any animals (except seeing-eye dogs required by visually impaired individuals), birds, or bicycles. 10. Food preparation or cooking is not permitted. 11. Subtenant shall cooperate with Sublandlord's recycling programs such as the "Waste Wise" program. 12. No curtains, blinds, shades or screens shall be attached to or hung in, or used in connection with, any window or door of the Prime Premises other than building standard window coverings. Neither the interior nor exterior of any windows shall be coated or otherwise sunscreened without the prior written consent of Sublandlord. 13. Each of Subtenant and Sublandlord assumes all responsibility for the protection of its own architect personnel, agents and oneinvitees and the respective property thereof, from acts of third parties, including keeping doors locked and other means of entry to the Prime Premises closed. This responsibility exists even if Sublandlord may elect to (but shall not be obligated to do so) provide security equipment or services. Subtenant further assumes the risk that any safety and security devices, services and programs that Sublandlord provides may not be effective, or may malfunction or may be circumvented by an unauthorized third party. Each of Subtenant and Sublandlord shall cooperate in any reasonable safety or security program developed by Sublandlord, requested by Subtenant or required by law. [OSD and PBI Share Space] 14. No auction, liquidation, fire sale, going-half (1/2) of out-of-business, bankruptcy, or other sale to the third architect's fees. Minimum Rent general public shall be payable conducted in advance the Prime Premises. 15. Smoking is not permitted in equal monthly installments on the first day of each month during the term of this Lease or the Option Term, provided, that if the Rent Commencement Date is a day other than the first day of a month, Lessee shall, on the Rent Commencement Date, pay rent for the balance of said month, prorated at said monthly rate, based on the actual number of days remaining in such month. Minimum Rent shall commence May 15, 1999 (the "Rent Commencement Date")Prime Premises.

Minimum Rent. Lessee Subject to proration as set forth below, and subject to increase as set forth hereinafter in this Section 3.1.1 and in Section 5.1.4 and Section 10.2 hereof, Tenant shall pay minimum as annual base rent for the Leased Property (the "Minimum Rent") pursuant to the following scheduleas follows: (a) From May 15for the first full twelve Accounting Periods during the Term the total sum of TWO HUNDRED NINE THOUSAND ONE HUNDRED and NO/100 DOLLARS ($209,100.00) (First Year Minimum Rent); (b) for Accounting Periods thirteen through twenty-four the total sum of TWO HUNDRED FOURTEEN THOUSAND THREE HUNDRED TWENTY SEVEN AND 50/100 DOLLARS ($214,327.50) (Second Year Minimum Rent ); (c) for each twelve Accounting Periods thereafter through the Common Tenth Anniversary Date, 1999the total sum of TWO HUNDRED NINETEEN THOUSAND FIVE HUNDRED FIFTY FIVE AND NO/100 DOLLARS ($219,555.00) (Third Period Minimum Rent ). For each Accounting Period commencing with the Common Tenth Anniversary Date and continuing throughout the remainder of the Term, Minimum Rent shall, at Landlord's option, be increased based upon increases in the Index as defined belowhereafter provided or if Landlord does not elect to increase Minimum Rent based upon changes in the Index as hereafter provided, through August 1Minimum Rent for the remainder of the Term commencing with the Common Tenth Anniversary Date shall be the rental equal to the Third Period Minimum Rent. Minimum Rent will be allocated between the real property and tangible personal property and valued in the manner contemplated in Section 15 with the initial allocation reflected on EXHIBIT "J" attached hereto. If Landlord elects to increase Minimum Rent based upon changes in the Index, 1999 Lessee Landlord shall notify Tenant at least sixty (60) days prior to the Common Tenth Anniversary Date of such election and if Landlord fails to so notify Tenant of such election at least sixty (60) days prior to the Common Tenth Anniversary Date Landlord shall have waived its right to increase Minimum Rent as herein provided. In the event Landlord elects to increase Minimum Rent based upon changes in the Index and so notifies Tenant, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be increased based upon increases in the Extension Index preceding the Common Tenth Anniversary Date over the Beginning Index. In determining the increase in Minimum Rent as contemplated in the preceding sentence, the increase in the Index over each year between the Commencement Date and the Common Tenth Anniversary Date (computed as herein contemplated) shall be aggregated, provided Minimum Rent shall not be increased by more than three percent (3%) for any Lease Year between the Commencement Date and the Common Tenth Anniversary Date, notwithstanding any actual increase in the Index for such Lease Year in excess of three percent (3%). Accordingly, Minimum Rent for the first Lease Year commencing with the Common Tenth Anniversary Date shall be equal to the Third Period Minimum Rent for the Lease Year preceding the Common Tenth Anniversary Date multiplied by a fraction the numerator of which is the Extension Index preceding the Common Tenth Anniversary Date and the denominator of which is the Beginning Index. For each Lease Year after the first Lease Year commencing with the Common Tenth Anniversary Date, Minimum Rent shall increase based upon increases in the Extension Index preceding each Lease Year over the Extension Index preceding the previous Lease Year. Thus, for example, the Minimum Rent for the third Lease Year following the Common Tenth Anniversary Date shall be determined based upon increases in the Extension Index preceding such third Lease Year over the Extension Index preceding the second Lease Year following the Common Tenth Anniversary Date. Accordingly, for each Lease Year following the first Lease Year after the Common Tenth Anniversary Date, Minimum Rent in effect for the Lease Year preceding each such Lease Year shall be multiplied by a fraction the numerator of which is the Extension Index preceding such Lease Year and the denominator of which is the Extension Index preceding the Lease Year prior to such Lease Year. If Landlord notifies Tenant prior to the Common Tenth Anniversary Date of its election to so increase Minimum Rent as provided above, Percentage Rent shall be adjusted and determined based upon increases in the Threshold as contemplated in this Agreement. Upon determining the adjusted Minimum Rental for each such Lease Year, Landlord shall notify Tenant of the amount of adjusted Minimum Rent due for such Lease Year. If such notice is not provided prior to the commencement of such Lease Year, Tenant shall pay any increased amount of Minimum Rent due for the first month(s) of such Lease Year with the first Minimum Rent payment due after receipt of Landlord's notice. Provided, however, Minimum Rent shall not be increased by more than three percent (3%) in any Lease Year following the first Lease Year after the Common Tenth Anniversary Date. Tenant shall pay Minimum Rent to Landlord in equal installments in advance, on the first (1st) Business Day of each Accounting Period. Accordingly, (a) for the first full twelve Accounting Periods, First Year Minimum Rent, together with applicable sales and use and other taxes thereon (but not any Excluded Impositions) shall be due and payable to Landlord by Tenant on the First Business Day of each such Accounting Period; (b) for each of Accounting Periods thirteen through twenty four, Second Year Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; (c) for each Accounting Period thereafter through the Common Tenth Anniversary Date, Third Period Minimum Rent, together with all applicable sales, use and other taxes thereon (but not any Excluded Impositions) shall be due and payable by Tenant to Landlord on the first Business Day of each such Accounting Period; and (d) for each Accounting Period thereafter Minimum Rent in the amount of $18,666 per month; determined by Landlord as aforesaid, together with all applicable sales, use and other taxes thereon (bbut not any Excluded Impositions) Beginning September 1, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per square foot per year for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year for "Space 2" as outlined on Exhibit "A"; (c) For Lease Year 2 (from May 1, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined due and payable by Lessor's architect by the Rent Commencement Date by measuring the floor area of the leased premises Tenant to the interior surface of exterior walls. In the event Lessee determines and notifies Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architect, the parties shall attempt to agree on the appropriate square footage determination. If the parties are unable to agree upon the square foot area of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after Lessor or Lessee so direct and such third architect shall measure the leased premises and its determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. Minimum Rent shall be payable in advance in equal monthly installments Landlord on the first day of each month during the term of this Lease or the Option TermAccounting Period. Provided, providedhowever, that if the Rent Commencement Date is a day other than the first day payment of a month, Lessee shall, on the Rent Commencement Date, pay rent for the balance of said month, prorated at said monthly rate, based on the actual number of days remaining in such month. Minimum Rent shall commence May 15, 1999 (be payable on the "Rent Commencement Date"). Further, if applicable, the first payment of Minimum Rent and the last payment of Minimum Rent shall be prorated on a per diem basis provided, however, that for purposes of Minimum Rent, any prorated payment for any partial Accounting Period prior to the first full Accounting Period shall be prorated based upon the Minimum Rent payable for the first full twelve Accounting Periods and any prorated Rent at the end of the Term shall be prorated based upon Minimum Rent payable for each Accounting Period after the thirty sixth Accounting Period.

Minimum Rent. Lessee shall Subtenant covenants and agrees to pay Sublandlord as ------------ minimum rent (the "Minimum Rent") pursuant to for the following schedule: Subleased Premises without notice or demand, and without set-off deduction or abatement, except as stated herein, annual rental at the rate of twenty-four and fifty one hundredths (a$24.50) From May 15, 1999, as defined below, through August 1, 1999 Lessee shall pay Minimum Rent in the amount of $18,666 per month; (b) Beginning September 1, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per rentable square foot per year for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year for "Space 2" as outlined on Exhibit "A"; (c) For Lease Year 2 (from May 1, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined by Lessor's architect by the Rent Commencement Date by measuring the floor area of the leased premises to the interior surface of exterior walls. In the event Lessee determines and notifies Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architect, the parties shall attempt to agree on the appropriate square footage determination. If the parties are unable to agree upon the square foot area of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after Lessor or Lessee so direct and such third architect shall measure the leased premises and its determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. Minimum Rent shall be Subleased Premises per annum payable in advance in equal monthly installments installments, in advance, commencing as described herein and on the first day of each and every successive month during thereafter of the term of this Lease or the Option Term, providedeach in the amount as set forth herein, that if the Rent Commencement Date is a day other than the first day of a month, Lessee shall, on the Rent Commencement Date, pay rent for the balance of said month, prorated at said monthly rate, based on the actual number of days remaining in such monthuntil adjusted as provided herein. The Minimum Rent shall commence May 15include Subtenant's Proportionate Share (as defined in Section 6(e)) of the cost of Real Estate Taxes and Operating Expenses relating to the Subleased Premises and the Building. Subject to (i) delivery of the Subleased Premises by Sublandlord on the aforesaid dates, 1999 and (ii) this Section 6, Minimum Rent for the "first year of the Sublease Term shall be as follows: Portion of Subleased Annual Minimum Rent Commencement Date")Monthly Premises Minimum Rent ---------------------------------------------------------------- First Floor Space $615,636.00 $51,303.00 ---------------------------------------------------------------- Second Floor Space $626,342.50 $52,195.21 ---------------------------------------------------------------- Third Floor Space $475,569.50 $39,630.79 ---------------------------------------------------------------- In order to provide Subtenant with control of the HVAC system serving the Subleased Premises after Building hours as specified in the Prime Lease, Sublandlord shall assist Subtenant in obtaining Landlord's consent to allow Subtenant to separately meter Subtenant's use of HVAC and electricity. Any and all cost and expense relating to such separately metered utilities shall be the sole responsibility of Subtenant. In the event Landlord allows Subtenant to separately meter such utilities, and pay such cost directly to the utility company or Landlord, the Minimum Rent shall be reduced to twenty-three dollars ($23.00) per rentable square foot of the Subleased Premises.

Minimum Rent. With respect to each Group 8 Facility: (i) For the period from the Effective Date through the expiration of the first (1st) Lease Year with respect to such Group 8 Facility, Lessee shall pay minimum rent (the to Lessor as monthly "Allocated Minimum Rent) " for such Group 8 Facility at the times and in the manner provided in Section 3.1 of the Master Lease, as hereby amended, the amount allocated to and set forth or determined pursuant to the following schedule: formula opposite such Group 8 Facility on Exhibit C to the Master Lease, as hereby amended. The first monthly payment of Allocated Minimum Rent for each such Group 8 Facility shall be payable on the Effective Date (prorated as to any partial calendar month at the beginning of the Term with respect to each such Facility); and (ii) Commencing upon the expiration of the first (18t) Lease Year for each Group 8 Facility and upon the expiration of each Lease Year thereafter during the Fixed Term for such Group 8 Facility, the then current monthly Allocated Minimum Rent for such Group 8 Facility for such Lease Year shall be increased by an amount equal to the Group 8 Facility Escalator. (iii) For the first (1St) Lease Year of each Extended Term for each Group 8 Facility, if any, the monthly Allocated Minimum Rent for such Group 8 Facility shall be equal to the greater of (a) From May 15, 1999, as defined below, through August 1, 1999 Lessee shall pay Minimum Rent in the amount of $18,666 per month; then current monthly Fair Market Rental for such Facility and (b) Beginning September 1the monthly Allocated Minimum Rent payable for such Group 8 Facility during the last Lease Year of the immediately preceding Term, 1999 as increased by the Group 8 Facility Escalator. (iv) Commencing upon the expiration of the first (1st) Lease Year of each Extended Term, if any, for each Group 8 Facility and continuing through April 1upon the expiration ofeach Lease Year thereafter during such Extended Term, 2000 the then current monthly Allocated Minimum Rent for such Group 8 Facility shall be increased by an amount equal to the Group 8 Facility Escalator. (v) The last paragraph of 3.1 of the Original Master Lease shall apply with respect to any adjustment of the Allocated Minimum Rent with respect to any Group 8 Facility pursuant to clauses (ii), (iii), and (iv) above. (vi) Lessee shall continue to pay $14.50 per square foot per year for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year for "Space 2" as outlined on Exhibit "A"; (c) For Lease Year 2 (from May 1, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined by Lessor's architect by the Rent Commencement Date by measuring the floor area of the leased premises to the interior surface of exterior walls. In the event Lessee determines and notifies Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architect, the parties shall attempt to agree on the appropriate square footage determination. If the parties are unable to agree upon the square foot area of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after Lessor or Lessee so direct and such third architect shall measure the leased premises and its determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. all Minimum Rent shall be payable in advance in equal monthly installments on the first day of each month during the term of this Lease or the Option Term, provided, that if the Rent Commencement Date is a day other than the first day of a month, Lessee shall, on the Rent Commencement Date, pay rent for with respect to the balance of said monththe Facilities at the times, prorated at said monthly ratein the manner and in the amounts set forth in or determined by the Master Lease, based on the actual number of days remaining in such month. Minimum Rent shall commence May 15, 1999 (the "Rent Commencement Date")as hereby amended.

Minimum Rent. For the first (1st) Lease Year with respect to the Group 4 Facilities, the following: (A) With respect to the Group 4 Acquisition Facilities, subject to upward adjustments as provided below, for the period from the Effective Date through the expiration of the first (151) Lease Year with respect to such Group 4 Acquisition Facilities, Lessee shall pay minimum rent (the to Lessor as monthly "Allocated Minimum Rent) " for each Group 4 Acquisition Facility at the times and in the manner provided in Section 4.1 of the Master Lease the amount allocated to and set forth or determined pursuant to the following schedule: formula opposite such Facility on Exhibit C to the Master Lease, as hereby amended. The first monthly payment of Allocated Minimum Rent for each such Group 4 Acquisition Facility shall be payable on the Effective Date (prorated as to any partial calendar month at the beginning of the Term with respect to each such Facility); and (B) With respect to the Group 4 Transfer Facilities, subject to upward adjustments as provided below, for the period from the Effective Date through December 31, 2005, Lessee shall pay to Lessor as monthly "Allocated Minimum Rent" for each Group 4 Transfer Facility at the times and in the manner provided in Section 4.1 of the Master Lease the amount allocated to and set forth or determined pursuant to the formula opposite such Facility on Exhibit C to the Master Lease, as hereby amended. The first monthly payment of Allocated Minimum Rent for each such Group 4 Transfer Facility shall be payable on the Effective Date (prorated as to any partial calendar month at the beginning of the Term with respect to each such Facility). Commencing on January 1, 2006, the then current monthly Allocated Minimum Rent for the Group 4 Transfer Facilities shall be increased by the lesser of (i) Five Percent (5%) or (ii) the greater of (a) From May 15, 1999, as defined below, through August 1, 1999 Lessee shall pay Minimum Rent in the amount of $18,666 per month; Two Percent (2%) or (b) Beginning September 1, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per square foot per year for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year for "Space 2" as outlined on Exhibit "A"; (c) For Lease Year 2 (from May 1, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2"the Group 4 Transfer Facility CPI Index. Square footage The resulting amount shall be determined by Lessor's architect by the Allocated Minimum Rent Commencement Date by measuring for such Group 4 Transfer Facilities until the floor area expiration of the leased premises to the interior surface first (1 S1)Lease Year. For purposes of exterior walls. In the event Lessee determines and notifies Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architectthis Section 4(f)(i)(B), the parties "Group 4 Transfer Facility CPI Index" shall attempt to agree on mean the appropriate square footage determination. If percentage increase, if any, in the parties are unable to agree upon Cost of Living Index published for November 2005 over the square foot area Cost of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after Lessor or Lessee so direct and such third architect shall measure the leased premises and its determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. Minimum Rent shall be payable in advance in equal monthly installments on the first day of each month during the term of this Lease or the Option Term, provided, that if the Rent Commencement Date is a day other than the first day of a month, Lessee shall, on the Rent Commencement Date, pay rent Living Index published for the balance of said month, prorated at said monthly rate, based on the actual number of days remaining in such month. Minimum Rent shall commence May 15, 1999 (the "Rent Commencement Date")November 2004.

Minimum Rent. (a) For the period from the Commencement Date through the expiration of the fifth (5th) Lease Year, Lessee shall pay minimum rent (the "to Lessor as monthly “Allocated Minimum Rent” for each Facility one-twelfth (1/12) pursuant of the amounts allocated to and set forth opposite such Facility on Exhibit C attached hereto. The first monthly payment of Allocated Minimum Rent for each Facility shall be payable on the Commencement Date (prorated as to any partial calendar month at the beginning of the Term). (b) 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 following schedule: sum of (ai) From May 15the monthly Minimum Rent (and applicable Allocated Minimum Rent for each Facility) in effect as of the expiration of the fifth (5th) Lease Year, 1999plus (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 defined belowincreased 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), through August 1the 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 Allocated Minimum Rent for any Facility as provided in Sections 3.1.1(b) or (c) above shall not have been made at the commencement of the Lease Year for which applicable, 1999 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 increase. Within ten (10) days after ▇▇▇▇▇▇’s receipt of Lessor’s notice, Lessee shall pay to Lessor an amount equal to the new monthly Allocated Minimum Rent in for such Facility times the number of months from the commencement of the then current Lease Year, as applicable, to the date of receipt of Lessor’s notice, less the aggregate amount paid by ▇▇▇▇▇▇ on account of $18,666 per month; (b) Beginning September 1monthly Allocated Minimum Rent for such Facility for the same period. Thereafter, 1999 and continuing through April 1, 2000 Lessee shall pay $14.50 per square foot per year monthly Allocated Minimum Rent for "Space 1" as outlined on Exhibit "A" and $8.00 per square foot per year such Facility for "Space 2" as outlined on Exhibit "A"; the applicable period at the new rate set forth in Lessor’s notice. Following any increase in the Allocated Minimum Rent with respect to any Facility pursuant to Sections 3.1.1(b) or (c) For Lease Year 2 (from May 1above, 2000 through April 1, 2001): $14.94 per square foot per year for "Space 1" and $8.24 per square foot per year for "Space 2"; (d) For Lease Year 3: $15.39 per square foot per year for "Space 1" and $8.49 per square foot per year for "Space 2"; (e) For Lease Year 4: $15.85 per square foot per year for "Space 1" and $8.74 per square foot per year for "Space 2"; and (f) For Lease Year 5: $16.33 per square foot per year for "Space 1" and $9.00 per square foot per year for "Space 2". Square footage shall be determined by Lessor's architect by at the Rent Commencement Date by measuring the floor area request of the leased premises to the interior surface of exterior walls. In the event Lessee determines and notifies either Lessor within thirty (30) days after the Lease Commencement Date that the floor area of the leased premises is at variance with the square footage determination of Lessor's architector Lessee, the parties shall attempt execute a written confirmation setting forth the same, in form and substance reasonably acceptable to agree on Lessor. Notwithstanding the appropriate square footage determination. If foregoing, the parties are unable to agree upon the square foot area failure of the leased premises, Lessor's and Lessee's architects shall appoint a third architect within thirty (30) days after either Lessor or Lessee so direct to request and/or the failure of either party to execute and deliver any such third architect written confirmation shall measure the leased premises and its not affect Lessor’s good faith determination shall be binding upon the parties. Adjustments shall be made utilizing the third architect's determination. Each of the parties shall pay the fees of its own architect and one-half (1/2) of the third architect's fees. Allocated Minimum Rent shall be payable in advance in equal monthly installments on with respect the first day of each month during the term of applicable Facility under this Lease or the Option Term, provided, that if the Rent Commencement Date is a day other than the first day of a month, Lessee shall, on the Rent Commencement Date, pay rent for the balance of said month, prorated at said monthly rate, based on the actual number of days remaining in such month. Minimum Rent shall commence May 15, 1999 (the "Rent Commencement Date")Lease.