Common use of Additional Rent Clause in Contracts

Additional Rent. Unless another time shall be herein expressly provided, any additional rent, charges or sums payable by Tenant under this Lease (collectively, “Additional Rent”) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentation, and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05.

Additional Rent. Unless another time Commencing on the Substantial Completion Date and continuing throughout the Lease Term, Tenant shall also pay Additional Rent as follows (such payments to be herein expressly providedmade when requisitioned, except as otherwise stated): (i) Tenant’s Proportionate Share of all Impositions, all such payments to be made when due based upon an invoice received by Tenant from Landlord together with copies of the bills for the Impositions for the applicable period, but in any additional rentevent prior to any date on which interest or penalties would begin to accrue on account of such Impositions if not paid according to the xxxx for such Impositions (estimated fiscal year 2007 real estate taxes on the Property are approximately $0.79 per rentable square foot, charges or sums payable $36,617.00 allocable to the Leased Premises); and (ii) Tenant’s Proportionate Share of all Operating Expenses. Commencing on the Substantial Completion Date and continuing throughout the Lease Term, Tenant shall also pay Additional Rent as follows (such payments to be made when requisitioned, except as otherwise stated): (i) to the extent not paid directly by Tenant pursuant to the provisions of Article 5 hereof, one hundred (100) percent of all utilities (including, without limitation, electricity, gas, telephone, water and sewer charges) supplied to or consumed at the Leased Premises during the Lease Term as measured by separate meters therefor (or prorated if and when separate meters are not in place); and (ii) one hundred (100%) percent of any Imposition which is billed and assessed separately upon the Leased Premises or the use or occupation of the Tenant. All monetary obligations of Tenant under this Lease (collectivelyLease, “except for the obligation to pay Basic Rent, shall be deemed obligations to pay Additional Rent”) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentation, and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as unless such presumption is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as repugnant to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05context.

Additional Rent. Unless another time shall be herein expressly providedConcurrent with the payment of Base Rent (or on the date Base Rent would otherwise have been due but for it being $0 for such period [i.e. the first two months of the Term]), any additional rent, charges or sums payable by Tenant under this Lease within ten (collectively, “Additional Rent”) shall be due and payable within thirty (3010) days after written demand receipt of invoice(s) therefore if such type of expense was not included in Landlord’s estimate of expenses to be paid monthly, Tenant shall immediately pay to Landlord or to Landlord’s designated agent or entity (in addition to Basic Rent and) as Additional Rent which shall be solely calculated and determined by Landlord Landlord, the following: (1) All Taxes relating to the Premises as set forth in Section 11, and (2) All Insurance premiums relating to the Premises, as set forth in Section 13, and (3) All charges, costs, expenses and other amounts which Tenant is required to pay under this Lease, together with supporting documentationall interest, late charges, and Landlord shall have additional costs and expenses, that may be incurred in the same remedies for event of Tenant’s breach or default, refusal or failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlordsuch amounts, and shall be paid without all damages, reasonable costs and expenses which Landlord may incur by reason of any abatement, reduction, setoff, counterclaim breach or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment default by Tenant, howeveror failure by Tenant to comply with the terms of this Lease, including without limitation reasonable attorneys and other fees, accounting and other expenses, collection costs, and court costs, whether or not a judgment has been obtained for the same. (4) With respect to all maintenance, repair, billing and other services performed hereunder by Landlord or others, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly shall also reimburse Landlord for third party management fees or three percent (3%) of the amount paid by gross Basic Rent and Additional Rent payable hereunder if Landlord manages the Premises directly or through an affiliate of Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoingall reasonable out-of-pocket administrative, any potential civil supervision, accounting and other services or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05costs relating thereto (if any).

Additional Rent. Unless another time (i) The Company agrees that, during the Lease Term, it shall pay directly to the Issuer, as Additional Rent, an amount sufficient to reimburse the Issuer for all reasonable expenses and advances incurred by the Issuer in connection with the Project subsequent to the execution of this Lease, including, but not limited to, the reasonable fees and expenses of counsel for the Issuer actually incurred as a result of the failure of the Company to comply with the terms of this Lease or are subject to payment or indemnification by the Company under this Section 5.3(b)(i) or Sections 6.6, 8.4 or 10.4 hereof. All payments of Additional Rent described in this paragraph shall be herein expressly providedbilled to the Company by the Issuer from time to time, any additional rent, charges together with a statement certifying that the amount for which reimbursement is sought for one or sums payable more of the above-described expenditures has been incurred or paid by Tenant under this Lease (collectively, “Additional Rent”) the Issuer. Amounts so billed shall be due and payable paid by the Company within thirty (30) days after written demand receipt of the xxxx, which shall contain reasonable detail, by Landlord with supporting documentation, and Landlord shall have the same remedies for failure Company; the right of the Issuer to pay payments under this paragraph is one of the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional RentUnassigned Rights. In the event Tenant has the Company shall fail to make any reasonable objections or inquiries of the payments required in this Section 5.3(b)(i), the unpaid amount shall continue as an obligation of the Company until fully paid, and shall accrue interest from such thirtieth day at the Default Interest Rate. (ii) The Company agrees that, during the Lease Term, if at any time the Company is not the Holder, it shall pay directly to the supporting documentationHolder, Tenant may withhold payment as Additional Rent, an amount sufficient to reimburse the Holder for all expenses and advances reasonably incurred by the Holder hereunder in connection with the Project subsequent to the disputed amountexecution of this Lease, including, but not limited to, the reasonable fees and expenses of counsel for the Holder actually incurred as a result of the failure of the Company to comply with the terms of this Lease or are subject to indemnification by the Company under this Section 5.3(b)(ii) or Sections 6.6, 8.4 or 10.4 hereof. All payments of Additional Rent described in this paragraph shall be billed to the Company by the Holder from time to time, together with a statement. If the xxxx relates to a reimbursement, such statement shall certify that the amount for which reimbursement is sought for one or more of the above-described expenditures has been incurred or paid by the Holder. Amounts so billed shall be paid by the Company within thirty (30) days after receipt of the xxxx by the Company. In the event Landlord elects not the Company shall fail to pay make any of the disputed amountpayments required by this Section 5.3(b)(ii), the unpaid amount shall continue as an obligation of the Company until fully paid, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all shall accrue interest and penalties arising from such nonthirtieth day at the Default Interest Rate. The Holder shall be a third-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date party beneficiary of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.055.3(b)(ii) and shall be entitled to enforce the same against the Company, subject to the provisions of this Lease.

Additional Rent. Unless another time (a) Tenant shall be herein expressly pay and discharge, as additional rent (collectively, "ADDITIONAL RENT"): (i) except as otherwise specifically provided herein, all costs and expenses of Tenant and all reasonable costs and expenses of Landlord which are incurred in connection or associated with (A) the ownership, use, management, occupancy, possession, operation, condition, design, construction, maintenance, alteration, repair, replacement or restoration of any of the Leased Premises; provided, however, in no event shall Tenant be responsible to pay installments of principal and interest payable under the Note, (B) the performance of any additional rentof Tenant's obligations under this Lease, charges (C) any Condemnation proceedings (provided, however, that Tenant is reimbursed for all of its costs and expenses out of the Condemnation proceeds), (D) the adjustment, settlement or sums payable compromise of any insurance claims involving or arising from any of the Leased Premises (provided, however, that Tenant is reimbursed for all of its costs and expenses out of the insurance proceeds), (E) obtaining, at the request of Tenant, the approval or consent of a Lender, and (F) any other items specifically required to be paid by Tenant under this Lease Lease; (collectivelyii) interest at the rate (the "DEFAULT RATE") equal to the greater of (A) two percent (2%) over the Prime Rate per annum, “Additional Rent”or (B) shall be the default rate of interest provided for in any unpaid Note then in existence, on the following sums until paid in full: (1) all overdue installments of Basic Rent from the respective due and payable dates thereof as to any such installment that has not been made within thirty five (305) days after written demand by Landlord with supporting documentationof its due date, and (2) all overdue amounts of Additional Rent relating to obligations which Landlord shall have paid or performed on behalf of Tenant, from the same remedies for failure to pay the Additional Rent as for a non-date of payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested thereof by Landlord, and (3) all other overdue amounts of Additional Rent, from the date when any such amount becomes overdue; and (iii) a late charge equal to five percent (5%) of any overdue installment of Basic Rent which has not been paid within five (5) days of its due date. (b) Tenant shall pay and discharge (i) any Additional Rent referred to in Paragraph 7(a)(i) when the same shall become due and payable; provided, however, that amounts which are billed to Landlord or any third party, but not to Tenant, shall be paid without within fifteen (15) days after Landlord's demand for payment thereof, and (ii) any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of other Additional Rent. , within fifteen (15) days after Landlord's demand for payment thereof. (c) In no event shall amounts payable under Paragraph 7(a)(ii) or (iii) exceed the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment maximum amount permitted by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05applicable Law.

Additional Rent. Unless another time Tenant shall be herein expressly providedpay to Landlord during the Term of this --------------- Lease, any as additional rent, charges or sums payable by Tenant under this Lease (collectivelyall Real Estate Taxes. If any Tax Year is only partially within the Term, “Additional Rent”) all payments pursuant hereto shall be due appropriately prorated, based on the portion of the Tax Year which is within the Term. Landlord shall send to Tenant copies of the tax bills for the Premises promptly upon receipt thereof and payable Tenant shall remit the full payment of such tax xxxx directly to Landlord within thirty fifteen (3015) days after written demand by Landlord with supporting documentation, and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items receipt of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s paymentxxxx. Notwithstanding the foregoing, any potential civil or criminal liability Tenant may elect to pay all Real Estate Taxes directly to the applicable taxing authority provided that (i) Tenant shall notify Landlord within 15 days of its receipt of the tax xxxx that Tenant has elected to pay the tax xxxx directly to the taxing authority; (ii) Tenant shall deliver to Landlord shall not, in receipted copies of such paid bills no later than ten (10) days prior to the date when due; and of itself, require (iii) any failure by Tenant to pay Real Estate Taxes as required by this Article V shall be deemed a default under (S)14.1(A)(1) and Tenant shall be liable for all costs and expenses incurred by Landlord as a result of any disputed amounts breach by Tenant of its obligations under this Section 3.05.Article V.

Additional Rent. Unless another time shall be herein expressly provided, any additional rent, charges or sums payable by Tenant under this Lease (collectively, “Additional Rent”a) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentationCommencing on the Commencement Date, and Landlord in each calendar year thereafter during the Term, Tenant shall have pay in advance on a monthly basis to Landlord, Tenant’s Share of the same remedies for failure “Recognized Expenses”, without deduction, counterclaim or setoff. Tenant’s Share is 2.38%, which Share may increase or decrease as the rentable square footage of the Building increases or decreases. Recognized Expenses are (i) all reasonable operating costs and expenses related to pay the Additional Rent as for a non-payment maintenance, operation and repair of Fixed Rent. Unless otherwise specifically instructed the Building incurred by Landlord, all Additional Rent including but not limited to management fee not to exceed five (5%) percent of Rent; common area electric; and capital expenditures and capital repairs and replacements shall be paid included as operating expenses solely to the extent of the amortized costs of same over the useful life of the improvement in accordance with generally accepted accounting principles such useful life not to exceed five (5) years; (ii) all insurance premiums payable by Landlord for insurance with respect to the same currency andBuilding and (iii) Taxes payable on the Building. “Taxes” shall be defined as all taxes, at assessments and other governmental charges, including special assessments for public improvements or traffic districts which are levied or assessed against the same place as is Building during the Fixed Rent required Term or, if levied or assessed prior to be paid hereunderthe Term, or by wire transfer if requested by Landlordwhich properly are allocable to the Term, and real estate tax appeal expenditures incurred by Landlord to the extent of any reduction resulting thereby. Nothing herein contained shall be paid without construed to include as Taxes: (A) any abatementinheritance, reductionestate, setoffsuccession, counterclaim transfer, gift, franchise, corporation, net income or deduction for profit tax or capital levy that is or may be imposed upon Landlord or (B) any reason whatsoever. Tenant shall timely pay all items transfer tax or recording charge resulting from a transfer of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by TenantBuilding; provided, however, Tenant will not that if at any time during the Term the method of taxation prevailing at the commencement of the Term shall be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined altered so that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord in lieu of or as a substitute for the amount paid whole or any part of the taxes now levied, assessed or imposed on real estate as such there shall be levied, assessed or imposed (i) a tax on the rents received from such real estate, or (ii) a license fee measured by Landlord, plus late charges under Section 3.04 as to such amounts commencing the rents receivable by Landlord from the date Premises or any portion thereof, or (iii) a tax or license fee imposed upon Premises or any portion thereof, then the same shall be included in the computation of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05Taxes hereunder.

Additional Rent. Unless another time (i) The Company agrees that, during the Lease Term, it shall pay directly to the Issuer, as Additional Rent, an amount sufficient to reimburse the Issuer for all reasonable expenses and advances incurred by the Issuer in connection with the Project subsequent to the execution of this Lease, including, but not limited to, the reasonable fees and expenses of counsel for the Issuer, provided that the same are incurred as a result of the failure of the Company to comply with the terms of this Lease or are subject to payment or indemnification by the Company under this Section 5.3(b)(i) or Sections 6.6, 8.4 or 10.4 hereof. All payments of Additional Rent described in this paragraph shall be herein expressly providedbilled to the Company by the Issuer from time to time, any additional rent, charges together with a statement certifying that the amount for which reimbursement is sought for one or sums payable more of the above-described expenditures has been incurred or paid by Tenant under this Lease (collectively, “Additional Rent”) the Issuer. Amounts so billed shall be due and payable paid by the Company within thirty (30) days after written demand receipt of the xxxx, which shall contain reasonable detail, by Landlord with supporting documentation, and Landlord shall have the same remedies for failure Company; the right of the Issuer to pay payments under this paragraph is one of the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional RentUnassigned Rights. In the event Tenant has the Company shall fail to make any reasonable objections or inquiries of the payments required in this Section 5.3(b)(i), the unpaid amount shall continue as an obligation of the Company until fully paid, and shall accrue interest from such thirtieth day at the Default Interest Rate. (ii) The Company agrees that, during the Lease Term, it shall pay directly to the supporting documentationHolder, Tenant may withhold payment as Additional Rent, an amount sufficient to reimburse the Holder for all expenses and advances reasonably incurred by the Holder hereunder in connection with the Project subsequent to the disputed amountexecution of this Lease, including, but not limited to, the reasonable fees and expenses of counsel for the Holder, provided that the same are incurred as a result of the failure of the Company to comply with the terms of this Lease or are subject to indemnification by the Company under this Section 5.3(b)(ii) or Sections 6.6, 8.4 or 10.4 hereof. All payments of Additional Rent described in this paragraph shall be billed to the Company by the Holder from time to time, together with a statement, if the xxxx relates to a reimbursement, certifying that the amount for which reimbursement is sought for one or more of the above-described expenditures has been incurred or paid by the Holder. Amounts so billed shall be paid by the Company within thirty (30) days after receipt of the xxxx by the Company. In the event Landlord elects not the Company shall fail to pay make any of the disputed amountpayments required by this Section 5.3(b)(ii), the unpaid amount shall continue as an obligation of the Company until fully paid, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all shall accrue interest and penalties arising from such nonthirtieth day at the Default Interest Rate. The Holder shall be a third-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date party beneficiary of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.055.3(b)(ii) and shall be entitled to enforce the same against the Company, subject to the provisions of this Lease.

Additional Rent. Unless another time (a) In addition to the Base Rent reserved by Section 4.01., Lessee shall be herein expressly providedpay, any additional rentas Additional Rent (i) 100% as to amounts applicable solely to the Premises or Property and Lessee's Share is to amounts applicable to the Project or Common Area of all taxes, charges or sums assessments, fees and other impositions payable by Tenant Lessee in accordance with the provisions of Article IX, and insurance premiums in accordance with the provisions of Article VII, (ii) Lessee's Share of Operating Expenses defined below provided that notwithstanding the foregoing, prior to January 1, 2002, during the construction phase of the Project, Lessee shall pay 100% of Operating Expenses applicable to the Property or Premises in lieu of paying Lessee's Share of the specific items being billed, and (iii) any other charges, costs and expenses (including appropriate reserves therefor) which are contemplated or which may arise under any provision of this Lease (collectivelyduring the Lease Term, “plus a Management Fee to Lessor equal to 3% of the Base Rent. The Management Fee is due and payable, in advance, with each installment of Base Rent. All of such charges, costs, expenses, Management Fee and all other amounts payable by Lessee hereunder, shall constitute Additional Rent”) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentation, and Landlord upon the failure of Lessee to pay any of such charges, costs or expenses, Lessor shall have the same rights and remedies as otherwise provided in this Lease for the failure of Lessee to pay Base Rent. (b) To the extent not paid pursuant to other provisions of this Lease, and at Lessor's sole election, Lessor may submit invoices and Lessee shall pay Lessee's share of Additional Rent in monthly installments on the first day of each month in advance in an amount to be estimated by lessor, based on Lessor's experience in managing office/research and development projects. Within ninety (90) days following the end of the period used by Lessor in estimating Additional Rent, Lessor shall furnish to Lessee a statement (hereinafter referred to as for a non-payment "Lessor's Statement") of Fixed the actual amount of Lessee's proportionate share of such Additional Rent. Unless otherwise specifically instructed , or Lessor shall remit or credit to Lessee, as the case may be, the difference between the estimated amounts paid by Landlord, all Lessee and the actual amount of Lessee's Additional Rent for such period as shown by such statement. Monthly installments for the ensuing year shall be paid adjusted upward or downward as set forth in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05Lessor's Statement.

Additional Rent. Unless another time shall be herein expressly providedSublessee covenants and agrees to pay the Sublessor, any as additional rent, charges or sums the following amounts (hereinafter, "Additional Rent"): a. Sublessee's Tax Share of all amounts payable by Tenant under this Sublessor pursuant to Article 4 of the Main Lease with respect to Taxes and Sublessee's Expense Share pursuant to Article 5 of the Main Lease with respect to Operating Costs; provided, however, for purposes of calculating the same, the "Operating Cost Base" shall be the calendar year 2002 and the "Tax Base" shall be the fiscal tax year commencing July 1, 2002 and terminating June 30, 2003; b. All electricity used by Sublessee in the Premises pursuant to Article 10 of the Main Lease based upon sub-meter or check-meter readings as the Premises are separately sub-metered or check metered; c. All items of Additional Rent (collectivelyas defined in the Main Lease) charged by Landlord and attributable to the Premises, “including supplementary services requested by Sublessee or provided by Landlord to the Premises pursuant to Articles 4 or 5 of the Main Lease; provided that if such items of Additional Rent”) Rent cannot be separately identified as being attributable to the Premises then Sublessee shall pay its pro rata share of the same. d. Sublessee shall pay in a timely manner all charges for telephone, internet service, cable and other utilities contracted by Sublessee which are now or hereafter separately billed to Sublessee by the utility provider or by Landlord; e. With respect to any item of Additional Rent payable on a monthly basis, Sublessee shall pay the same at the same time as Rent shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentationhereunder; otherwise, and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in within fifteen (15) days after Sublessor notifies Sublessee of the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and amount thereof. Sublessee shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest such Additional Rent only as it relates to the Premises and penalties arising from such non-payment the Term covered by Tenantthis Sublease; and f. As used herein, however"Sublessee's Tax Share" shall be ten and two hundredths percent (10.02%) and "Sublessee's Expense Share" shall be ten and ninety hundredths percent (10.90%), Tenant will not as the same may be responsible for late payment amounts under Section 3.04. In adjusted pursuant to the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, terms herein and/or in and of itself, require Tenant to pay any disputed amounts under this Section 3.05Main Lease.

Additional Rent. Unless another time Commencing on the Commencement Date and continuing throughout the Lease Term, Tenant shall be herein expressly providedpay to Landlord (or to Landlord’s designated agent or entity) as Additional Rent, any additional rentthe following: (1) subject to the provisions of Lease section 6.3, charges or sums payable Tenant’s Allocated Share of Real Property Taxes relating to the Premises as set forth in article 8 of this Lease; and (2) subject to the provisions of Lease section 6.3, Tenant’s Allocated Share of Landlord’s Real Property Insurance relating to the Premises, as set forth in section 9.3 of this Lease; and (3) Tenant’s Allocated Share of Common Operating Expenses as required by sections 6.3, 6.4, and 1.6 of this Lease; and (4) Landlord’s share of the net consideration received by Tenant under upon certain assignments and incidents of subletting as required by section 14.1.6 of this Lease; and (5) Tenant’s pro-rata share of any charges for utility service to the Leased Premises that is not separately metered to Tenant; and (6) all charges, costs, expenses and other amounts which Tenant is required to pay hereunder, together with all interest, late charges, penalties, costs and expenses including, without limitation, reasonable attorneys’ fees, legal and accounting expenses, collection costs, and court costs, that may accrue thereto or be incurred in the event of Tenant’s Default, refusal or failure to pay such amounts, and all damages, reasonable costs and expenses which Landlord may incur by reason of any Default by Tenant or failure on Tenant’s part to comply with the terms of this Lease (Items 1 through 6 above, individually and collectively, the “Additional Rent”) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentation, and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05).

Additional Rent. Unless another time Tenant shall be herein expressly providedpay and discharge, any as additional rent, charges or sums payable by Tenant under this Lease the following (collectively, “Additional Rent”): (a) shall be due Tenant’s Proportionate Share of all of the following costs, fees, expenses and charges (without duplication): (i) Impositions; (ii) Operating Expenses; (iii) costs, fees and expenses and charges for electricity, power, gas, oil, water, sanitary and storm sewer, septic system refuse collection, security, and other utilities and services used or consumed in connection with the Demised Premises during the Term (collectively, “Utility Charges”); (iv) intentionally omitted; (v) Insurance Costs; and (vi) other costs, fees, charges and other amounts arising or payable within thirty under any Property Documents (30together with Impositions, Utility Charges, Operating Expenses and Insurance Costs, collectively, “Property Charges”); (b) days after written demand Costs and Expenses incurred (directly or indirectly) by Landlord in connection or associated with supporting documentationany of the following: (i) the performance by Landlord of any of Tenant’s obligations under this Lease during the existence of an Event of Default; (ii) the exercise and/or enforcement by Landlord of any of its rights and remedies under this Lease during the existence of an Event of Default; (iii) other than (for the avoidance of doubt) as expressly set forth herein with respect to any Lease Document Amendments, and any amendment or supplement to or modification or termination of this Lease requested by Tenant or Lease Guarantors or necessitated by any action of Tenant or Lease Guarantors, including, without limitation, any default by Tenant or any Lease Guarantor under the Lease Documents to which it is a party; (iv) except to the extent otherwise expressly set forth in this Lease, any exercise by Tenant of any preferential right or option set forth herein; and/or (v) any act undertaken by Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, (or its counsel) at the same place as is request of Tenant, any act of Landlord performed on behalf of and at the Fixed Rent request of Tenant and/or during the existence of an Event of Default, any review and monitoring of compliance by Tenant with the terms of this Lease; and (c) any other amounts, sums, charges, liabilities and obligations specifically required to be paid hereunderby Tenant under this Lease or which Tenant assumes or agrees to pay or may otherwise become liable for in accordance with the terms hereof. Except with respect to amounts payable by Tenant to Landlord or as Landlord may otherwise direct from time to time, Tenant shall make all payments of Additional Rent directly to the applicable taxing authorities, service providers, vendors or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoeverother applicable third parties entitled to such payments. Tenant shall timely pay and discharge all items of Additional Rent. In Rent as and when the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, same becomes due and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenantpayable; provided, however, that with respect to any amounts constituting Additional Rent that are billed to Landlord or any third party, but not to Tenant, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to shall pay such disputed amount, and it is determined that Tenantamounts (x) within five (5) Business Days following Landlord’s objection was unfounded, Tenant will promptly reimburse Landlord demand for such payment or (y) at least three (3) Business Days prior to the amount paid by Landlord, plus late charges under Section 3.04 as to date on which such amounts commencing from are due to the date of Landlord’s payment. Notwithstanding the foregoingapplicable Person entitled to payment thereof, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05whichever is later.

Additional Rent. Unless another time In addition to paying the Base Rent specified in ---------------- SECTION 3.1 of this Lease, Tenant shall be herein expressly providedpay "Tenant's Share" of the annual ------------ "Direct Expenses," as those terms are defined in SECTIONS 3.3.7 and 3.3.2 of -------------- ----- this Lease, respectively, to the extent such Direct Expenses are in excess of the amount of the "Annual Direct Expense Allowance" as that term is defined in SECTION 3.3.1 of this Lease multiplied by the number of -------------- rentable square feet in the Premises. Such payments by Tenant, together with any additional rent, charges or sums and all other amounts payable by Tenant to Landlord pursuant to the terms of this Lease, are hereinafter collectively referred to as the "Additional Rent", and the Base Rent and the Additional Rent are herein collectively referred to as "Rent." All amounts due under this Lease (collectively, “ARTICLE 3 as Additional Rent”) Rent shall be due and ---------- payable within thirty (30) days after written demand by Landlord with supporting documentation, and Landlord shall have for the same remedies for failure periods and in the same manner as the Base Rent. Without limitation on other obligations of Tenant which survive the expiration of the Lease Term, the obligations of Tenant to pay the Additional Rent provided for in this ARTICLE 3 shall survive the expiration of the Lease Term. If Tenant's ---------- Share of the Direct Expenses (as for defined in SECTION 3.3.2) incurred during the ------------- first twelve (12) months of the Lease Term, on a nonper rentable square foot basis, exceeds the Annual Direct Expense Allowance, Landlord shall elect, which -10- XXXXXXX XXXXXX CENTER VENTURE, LLC [20th Century Industries; 6303 Owensmouth] election shall be subject to the approval of the entities, if any, holding trust deed liens on the Building (collectively, the "Lien Holders"), to either (A) permanently increase the Annual Direct Expense Allowance to be equal to the amount of Tenant's Share of Direct Expenses incurred during the first twelve (12) months of Lease Term, or (B) grant Tenant a one-payment time credit from Landlord against the next installments of Fixed Base Rent. Unless otherwise specifically instructed by Landlord, all estimated Additional Rent and parking charges coming due, in an amount equal to the net present value of the annuity stream which consists of monthly payments in the amount of one-twelfth (1/12) of said excess of Tenant's Share of the Direct Expenses on a per rentable square foot basis over the Annual Direct Expense Allowance (multiplied by the number of rentable square feet in the Premises) which monthly payments would have continued over the remaining fourteen (14) years of the Lease Term, calculated utilizing the discount rate of the Federal Reserve Bank of San Francisco plus 1% at the time of payment. Alternatively, if Tenant's Share of the Direct Expenses, on a per rentable square foot basis, incurred during the first twelve (12) months of the Lease Term are actually less than the Annual Direct Expense Allowance, the Annual Direct Expense Allowance shall be paid permanently reduced for the entire Lease Term to the amount of the Direct Expenses per rentable square foot actually incurred during the first twelve (12) months of the Lease Term. For example, if the Direct Expenses on a per rentable square foot basis for the first twelve (12) months of the Lease Term are Eight Dollars and seventy-two cents ($8.72) and if the discount rate of the Federal Reserve Bank of San Francisco is 5%, then, Tenant shall be entitled to a one-time credit as aforesaid equal to Six Dollars and eighty cents ($6.80) per square foot of rentable area in the same currency andPremises. If the Direct Expenses on a per rentable square foot basis for the first twelve (12) months of the Lease Term are Seven Dollars and eighty cents ($7.80), at then the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and Annual Direct Expense Allowance shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as reduced to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, Seven Dollars and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord eighty cents ($7.80) for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from balance of the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05initial Lease Term.

Additional Rent. Unless another time Tenant shall be herein expressly continue to pay Tenant’s Pro Rata Share of Operating Expenses and Real Estate Taxes in accordance with the terms of the Lease, except that during the Expansion Term, Tenant shall pay for janitorial services and utilities for the Added Premises in the same manner as Tenant pays for janitorial services and utilities for the Existing Premises, as detailed in Section 2 of the Second Amendment; provided, however, if any additional rentutility is not separately metered for the Added Premises, charges then Tenant shall pay Tenant’s Pro Rata Share of the cost of such utility to Landlord without any deduction or sums payable by offset for Landlord’s cost for such utility with respect to the Base Year, it being the intent of the parties that Tenant will pay for such utilities for the Added Premises on a “triple net” basis. Accordingly, janitorial services and Building utilities (to the extent Tenant paid for such utilities under this Lease (collectively, “Additional Rent”Section 1(b)) shall be due excluded from Operating Expenses for the Base Year and payable within thirty (30) days after written demand by Landlord with supporting documentationsubsequent calendar years of the Lease Term for purposes of determining escalations under Section 6.2 of the Original Lease. Commencing on the Expansion Commencement Date and continuing through the Expansion Expiration Date, payments of Tenant’s Pro Rata Share of Operating Expenses and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent Real Estate Taxes shall be determined and paid at the times and in the same currency and, at manner set forth in Section 6.2 of the same place as is Original Lease; provided that with respect to the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and Added Premises only (i) the Base Year shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, 2018 and it is determined that (ii) Tenant’s objection was unfoundedPro Rata Share shall be 46.39% (i.e., Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.0551,810/111,682).

Additional Rent. Unless another time Gross Operating Income," as referred to in Section 305 of the Lease, shall be herein expressly provided, any additional rent, charges or sums payable by Tenant interpreted in accordance with generally accepted accounting principles. Lessee is not currently paying Additional Rent and under this the terms of the Lease (collectively, “has not yet become obligated to pay Additional Rent”. Attached hereto as Exhibit C is copy of the Maguire Partners/Pasadena Center, Ltd. Special Purpose Statements of Xxxxxxonal Rent for the Years Ended 1989-1999 as prepared by Arthur Andersen LLP, showing the Additional Rent determination for txx xxxrx xxxxxxd by such statement (the "Additional Rent Statement"). The Additional Rent Statement accurately reflects the Project Costs attributable to the Hotel (i.e., all expenditures by or on behalf of Owner that relate in any way to the Hotel, as defined and used in clause (i) shall of the last paragraph of Section 305 of the Lease), the proper allocation of total Project financing to the Hotel and Hotel Facilities (59% of total Project financing), and the resulting Lessee's Net Equity Investment attributable to the Hotel and Hotel Facilities for the period covered by such Additional Rent Statement. The illustrations of Additional Rent calculations attached hereto as Exhibit D illustrate the proper methods for calculating Additional Rent based on the assumptions stated in Exhibit D (which assumptions are only for purposes of illustration and are not intended to be due binding in any way on Commission, Lessee or Holders). The Commission agrees that if the Lessee submits to the Commission a certificate updating the information required for the calculation of Additional Rent consistent with Exhibit D and payable the Commission fails within thirty sixty (3060) days to object to it in writing and deliver a copy of such objection to the Real Property Lender and Mezzanine Lender, and if Lessee thereafter submits a second notice to Commission in 14 point BOLD FACE type stating that the Commission's failure to object to the information in the certificate within ten (10) days after written demand by Landlord with supporting documentation, and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment receipt of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent such second notice shall be paid deemed to be the approval of such certificate by the Commission, then if the Commission fails to object to the information in such certificate within said 10 day period, the Commission shall not thereafter be entitled to contend that such information in the same currency and, at the same place as certificate is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05accurate.

Additional Rent. 122 (A) As Additional Rent and/or costs, Xxxxxx agrees to timely pay all or Xxxxxx’s proportionate share of the following: 123 Common Area Maintenance (CAM) 124 Improvements 125 Real Property Taxes 126 Operating Expenses 128 Landlord is required to submit to Tenant an accounting statement which documents the actual cost of the CAM expenses. Tenant 129 is hereby notified that CAM expenses may fluctuate and are subject to modification based upon actual charges. 130 (C) Unless another time otherwise indicated, Xxxxxx agrees to pay all Operating Expenses, including but not limited to outdoor maintenance, utili- 131 ties, service contracts, insurance, structural maintenance and repairs, and government assessments. Those Operating Expenses 132 included in CAM will be paid by Tenant according to Paragraph 7(B), above. 133 134 8. Operating Expense Addendum to Commercial Lease (PAR Form OXA) is at PAYMENT SCHEDULE tached and made par t of this Lease. 135 Total Due Due Date Paid Balance Due 141 9. SIGNS 142 (A) All signs are subject to approval of Landlord, in its sole discretion. In addition, all signs must be in accordance and comply with, 144 authority, prior to installation. Upon request of Landlord, Tenant shall provide Landlord with a scaled drawing of the sign, includ- 145 ing colors, for Landlord’s approval. 146 (B) Tenant shall remove all signs upon the expiration or earlier termination of the Lease, and such removal shall be herein expressly providedat Tenant’s sole 147 cost and expense. Tenant shall repair any damage and fill any holes caused by such removal. In the event of a breach of this Lease, any additional rent148 and in addition to all other remedies given to Landlord, charges or sums payable by Tenant under this Lease (collectively, “Additional Rent”) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentation, and Landlord shall have the same remedies for failure privilege and right to pay remove any and all signs 149 and restore the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required Premises to be paid hereunder, or by wire transfer if requested by Landlordits prior condition, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for any and all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid expenses so incurred by Landlord, plus late charges under Section 3.04 as to such amounts commencing from . 150 10. LANDLORD’S REPRESENTATIONS 151 Landlord warrants and represents that: 152 (A) As of the date of Landlord’s payment. Notwithstanding execution and during the foregoingterm of this Lease, and any potential civil extensions or criminal liability renewals thereto, Landlord has the full power 153 and authority to Landlord shall notexecute and deliver this Lease, in and of itself, require Tenant to pay any disputed amounts perform its obligations under this Section 3.05Lease. 154 (B) As of the date of execution and during the term of this Lease, and any extensions or renewals thereto, none of the terms, conditions 155 or obligations of this Lease shall be precluded by or cause a breach of any other agreement, mortgage, contract or other instrument 156 or document to which Landlord is a party. 157 (C) Upon paying Rent and performing its obligations as required under this Lease, Tenant shall be permitted to peaceably and quietly 158 have, hold and enjoy the Premises. 159 (D) As of the Occupancy/Commencement Date, all exterior portions of the Premises, including any paved areas, parking areas and 160 sidewalks, shall be in satisfactory condition and repair, and usable for the purposes intended.

Additional Rent. Unless another time shall be herein expressly providedEXCEPT FOR ITEMS EXCLUDED HEREIN, any additional rentTenant covenants and agrees to pay, charges or sums as Additional Rent, its Proportionate Share of: (i) all costs and expenses incurred by Landlord relating to the Premises; (ii) all costs and expenses relating to the Common Facilities; and (iii) certain costs and expenses relating to the Property and the Park, all as hereinafter provided and to pay all other amounts payable by Tenant under the terms of this Lease (collectively, “"Additional Rent”"). Costs and expenses, the Proportionate Share of which is payable by Tenant as Additional Rent (as aforesaid) shall be due include (a) Taxes and payable within thirty Assessments (30as defined in Article V below); (b) days after written demand by Landlord with supporting documentationinsurance costs (as provided in Article VI below); (c) utility charges (as provided in Section 7.1 below); (d) operating expenses (as provided in Section 7.2 below); (e) maintenance and repair expenses (as provided in Section 7.3 below); (f) the HVAC Expense (as defined in Section 4.7 below); and (g) other costs and expenses relating to the Premises, the Common Facilities, the Property, and Landlord shall have the same remedies for failure Park during or attributable to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by LandlordLease Term, all Additional Rent shall be paid as hereinafter provided in the same currency andthis Lease. SUCH AGGREGATE COSTS SHALL NOT INCREASE, at the same place as is the Fixed Rent required to be paid hereunderAFTER CALENDAR YEAR 1998, or by wire transfer if requested by LandlordMORE THAN TEN PERCENT (10%) ANNUALLY. ADDITIONAL RENT SHALL NOT INCLUDE ANY ITEMS FOR WHICH TENANT HAS THE OBLIGATION TO MAKE DIRECT PAYMENT, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05BUT SHALL ONLY INCLUDE ITEMS IN THIS PARAGRAPH 4.5 (AND NOT OTHERWISE EXCLUDED UNDER THE TERMS OF THE LEASE) PAID BY LANDLORD.

Additional Rent. Unless another time (a) Tenant shall pay and discharge, as additional rent (collectively, "Additional Rent"): (i) except as otherwise specifically provided herein, all costs and expenses of Tenant, Landlord and any other Persons specifically referenced herein which are incurred in connection or associated with (A) the use, non-use, occupancy, monitoring, possession, operation, condition, maintenance, alteration, repair or restoration of any of the Leased Premises during the Term, (B) the performance of any of Tenant's obligations under this Lease, (C) the exercise or enforcement by Landlord, its successors and assigns, of any of its rights under this Lease, (D) Costs of Landlord's counsel incurred in connection with any act undertaken by Landlord (or its counsel) at the request of Tenant, or incurred in connection with any act of Landlord performed on behalf of Tenant in accordance with this Lease and (E) any other items specifically required to be herein expressly provided, any additional rent, charges or sums payable paid by Tenant under this Lease; (ii) after the date all or any portion of any installment of Basic Rent is due and not paid by the applicable Basic Rent Payment Date, an amount (the "Late Charge") equal to two and one-half percent (2.5%) of the amount of such unpaid installment or portion thereof, provided, however, that with respect to the first late payment of all or any portion of any installment of Basic Rent in any Lease (collectivelyYear, “Additional Rent”) the Late Charge shall not be due and payable unless the Basic Rent has not been paid within thirty five (305) days' after notice from Landlord that such amount is past due; (iii) interest at the rate (the "Default Rate") of two and one-half percent (2.5%) over the Prime Rate per annum on the following sums from the date due until paid in full: (A) all overdue installments of Basic Rent, provided that, with respect to the first late payment of Basic Rent in any Lease Year, the Default Rate shall not accrue from the due date unless the same is not paid within five (5) days after written demand by notice from Landlord with supporting documentationthat such amount is past due, and (B) all overdue amounts of Additional Rent relating to obligations which Landlord shall have paid on behalf of Tenant provided that, with respect to the first late payment in any Lease Year the Default Rate shall not accrue from the due date unless the same remedies for failure is not paid within five (5) days after notice from Landlord that such amount is past due, and (C) all other overdue amounts of Additional Rent, from the date when any such amount becomes overdue, provided that, with respect to the first late payment in any Lease Year the Default Rate shall not accrue from the due date unless the same is not paid within five (5) days after notice from Landlord that such amount is past due. (b) Tenant shall pay the and discharge (i) any Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlordreferred to in Paragraph 7(a)(i) when the same shall become due, all Additional Rent provided that amounts which are billed to Landlord or any third party, but not to Tenant, shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by within fifteen (15) days after Landlord's written demand for payment thereof, and shall be paid without (ii) any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of other Additional Rent. , within fifteen (15) days after Landlord's written demand for payment thereof. (c) In no event shall amounts payable under Paragraph 7(a)(ii), (iii) and (iv) exceed the maximum amount permitted by applicable Law. (d) In the event Tenant has any reasonable objections or inquiries as that Landlord requests Basic Rent be paid to the supporting documentationmore than one Person and both payments relating to a single Basic Rent Payment Date are late, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will such late payments shall be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for deemed a single late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date purpose of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in Paragraphs 7(a)(ii) and of itself, require Tenant to pay any disputed amounts under this Section 3.05(iii).

Additional Rent. Unless another time Notwithstanding PARAGRAPH 2 hereof and PARAGRAPH 4 of the Lease, Sublessee shall be herein expressly providedpay to Sublessor as ADDITIONAL RENT (herein, any additional rent, charges or sums payable by Tenant so called) under this Sublease, Sublessee's Share of all other amounts due and owing to Lessor or any other person or entity pursuant to or as required by the Lease including, without limitation, the following (collectively, “the "OPERATING COSTS"): (i) real estate taxes and assessments pursuant to assessments pursuant to SECTIONS 4(a) and 4(e) of the Lease, (ii) utilities pursuant to SECTION 6 of the Lease, (iii) insurance pursuant to SECTION 15 of the Lease, (iv) taxes levied or assessed against the lessor under the Lease or such lessor's assets or properties, as provided by SECTION 17 of the Lease, (v) casualty and public liability insurance maintained by Sublessor with respect to the Premises or the operations therein, (vi) utilities (including, without limitation, water, gas, sewer, electricity, telephone service, fire sprinkler, lawn sprinkler charges and other utilities and services used on or from the Premises, together with any and all taxes, penalties, surcharges or the like pertaining thereto and any maintenance charges for utilities and all electric light bulbs and tubes for the Premises), but excluding amounts for utilities separately metered or calculated without reference to the Subleased Premises or the Common Areas, and (vii) maintenance and repair costs and expenses and all other amounts due and owing by Sublessor udder the Lease, but excluding amounts payable only with respect to those portions of the Premises other than the Subleased Premises. It is understood and agreed, however, that (a) Additional Rent”Rent shall not in any event include damages to Lessor caused solely by a breach by Sublessor under the Lease so long as Sublessee is not then in default under this Sublease, and (b) Operating Costs shall not in any event duplicate amounts otherwise due and owing, and paid, by Sublessee under this Sublease. The provisions of this PARAGRAPH 4 shall Survive termination of this Sublease. Additional Rent shall be due and payable within thirty (30) 20 days after following written demand by Landlord with supporting documentation, and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability by Sublessor to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05Sublessee.

Additional Rent. Unless another time (a) Tenant shall be herein expressly pay to Landlord, as Additional Rent, the following: (1) All normal and customary electric, water and gas charges for and with respect to the Premises, without xxxx-up, as shown on a separate meter or submeter exclusively for the Premises; provided, that Tenant shall only be required to pay for charges for water usage in excess of 250,000 gallons in any additional rentLease Year. (2) The purchase price for HEPA ceiling filters installed in, charges or sums payable by and for the exclusive use and benefit of, the Premises of a type, design and installation acceptable to Tenant, but in no event to exceed $43,000; (3) The purchase price of the air cooler chiller system necessary to provide chilled water for the process equipment and cooling and "clean room" and other work rooms exclusively to the Premises of a type, design and installation acceptable to Tenant under this Lease (collectively"Chiller System"), “but in no event to exceed $26,000; (4) Tenant's Percentage of the Operational Costs (as defined below). (b) Tenant shall pay (i) the Additional Rent”Rent set forth in (a)(2) shall be due and payable (a)(3) above within thirty (30) days after written demand the Commencement Date or receipt by Landlord with supporting documentationTenant of paid receipts of invoices showing the proper costs thereof, and Landlord shall have the same remedies for failure to pay whichever is later; (ii) the Additional Rent as for a non-payment set forth in (a)(1) above monthly directly to the applicable utility or reimbursed to Landlord promptly upon presentation of Fixed Rent. Unless otherwise specifically instructed by Landlord, all utility bills therefor; and (iii) the Additional Rent shall be paid set forth in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability (a)(4) above quarterly to Landlord shall not, in and promptly upon presentation of itself, require Tenant to pay any disputed amounts under this Section 3.05paid invoices therefor.

Additional Rent. Unless another time (a) During each Fiscal Year (or part thereof) during the Term, Tenant shall pay to Landlord, as Additional Rent, quarterly in advance (and on an estimated basis if applicable) on the first day of each calendar quarter during the Term, and in accordance with this Lease and the terms and conditions of the annual Support Agreement: (i) The costs of Demand Services, if any, to be herein provided to Tenant by Landlord in such year; (ii) The costs of Utilities, if any, to be provided to Tenant by Landlord in such year; (iii) Ten percent (10%) of the then applicable UDA Services Amount multiplied by the number of Square Feet of Improvements to be used for an Entitled Use (in all then Delivered Phases), as allocated in the Development Plan, as to which Commencement of Construction has not occurred; (iv) Sixty-six percent (66%) of the then applicable UDA Services Amount multiplied by the number of Square Feet of Improvements to be used for an Entitled Use (in all then Delivered Phases) as to which Commencement of Construction has occurred but as to which Completion of Construction has not occurred; and (v) One hundred percent (100%) of the then applicable UDA Services Amount multiplied by the number of Square Feet of Improvements to be used for an Entitled Use (in all then Delivered Phases) as to which Completion of Construction has occurred. (b) Throughout the Term, Tenant shall pay, as Additional Rent, all other amounts of money and charges expressly provided, any additional rent, charges or sums payable required to be paid by Tenant under this Lease (collectivelyLease, whether or not such amounts of money or charges are designated “Additional Rent.” (c) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentationThe foregoing notwithstanding, and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined Parties agree that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects obligation to pay such disputed amountany UDA Services Amount shall not, and it is determined that Tenant’s objection was unfoundedwith respect to each Phase, Tenant will promptly reimburse Landlord for commence until the amount paid by Landlord, plus late charges under Section 3.04 occurrence of the Phase Commencement Date as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05Phase.

Additional Rent. Unless another time 5.1. In addition to the Base Rent, Subtenant shall pay Subtenant’s Proportionate Share of the increases in Operating Costs for each Comparison Year over the Operating Costs for the calendar year ending December 31, 2006 (the “Base Operating Year”) and Subtenant’s Proportionate Share (as hereinafter defined) of the increase in Taxes for each Tax Year over the Taxes payable for the calendar year ending December 31, 2006 (the “Base Tax Year”) for the Sublease Premises. Subtenant’s Proportionate Share shall be herein expressly providedthe ratio which the rentable area of the Sublease Premises bears to the rentable area of the Master Premises, which ratio is agreed to be (i) 24.45% as of the date of this Sublease based on 26,875 rentable square feet of the Sublease Premises and 109,928 rentable square feet of the Master Premises, and (ii) 23.75% as of August 1, 2006 based on 26,875 rentable square feet of the Sublease Premises and 113,160 rentable square feet of the Master Premises. Said sums (including any estimates of such sums) shall be paid by Subtenant to Sublandlord at the times required pursuant to the terms and conditions of the Master Lease and shall be accompanied by any invoices or other backup documentation relating thereto in Sublandlord’s possession (which shall include any statement delivered by Master Landlord to Sublandlord pursuant to the Master Lease). 5.2. Commencing on the Delivery Date, Subtenant shall be responsible to pay Sublandlord, as additional rent, charges for electric energy furnished to the fifteenth (15th) floor of the Building (the 15th Floor Premises”), in the amounts provided for in accordance with Article 13 of the Original Master Lease as incorporated herein, without xxxx-up by Sublandlord, and based upon readings of the existing submeter(s) for or sums payable by Tenant under this Lease channels to the 15th Floor Premises (collectivelythe “Electric Charge”) as provided in the Master Lease. However, at such time or times (the “Additional RentAdjoining Premises Occupancy Date”) as the 15th Floor Premises or any portion thereof other than the Sublease Premises (the “Adjoining Premises”) shall be due occupied for the conduct of business by a party(ies) other than Subtenant (each such party an “Adjoining Subtenant”), then Subtenant’s Electric Charge shall be decreased as of the Adjoining Premises Occupancy Date in an amount equal to the rent inclusion amount or electric charge payable by the Adjoining Subtenant for the Adjoining Premises pursuant to the Adjoining Subtenant’s sublease (the “Adjoining Subtenant’s Electric Charge”). Upon Subtenant’s written request at any time after the Adjoining Premises Occupancy Date (but in no event more than once every two years during the Term), Sublandlord shall have a survey made by an electrical consultant, selected by Sublandlord, to determine the Adjoining Subtenant’s electrical demand load and payable within thirty (30) days after written demand by Landlord with supporting documentationuse of electricity in the Adjoining Premises. Subtenant may otherwise request, from time to time, Sublandlord to have a survey made of the Adjoining Subtenant’s electrical usage, and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment fees of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent Sublandlord’s consultant making such survey(s) at Subtenant’s request shall be paid by Subtenant. The survey so made will determine the number of kw hours and kw demand based on the electrical equipment and fixtures in the same currency and, at Adjoining Premises and the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlordperiod of use thereof, and shall be based thereon such consultant will determine the value of such Adjoining Subtenant’s electric energy usage by applying the demand load and kilowatt hours to the average cost per kilowatt hour paid without any abatement, reduction, setoff, counterclaim or deduction by Sublandlord for any reason whatsoever. Tenant shall timely pay all items of Additional Rentobtaining electricity based upon the Electric Charge. In the event Tenant the foregoing surveys shall determine that there has any reasonable objections or inquiries been an increase in such Adjoining Subtenant’s Electric Charge, then effective as of the date of such change in the Adjoining Subtenant’s Electric Charge, the then current Electric Charge, as same may have been previously adjusted pursuant to the supporting documentationterms hereof, Tenant may withhold payment shall be retroactively decreased by an amount equal to such increase in the Adjoining Subtenant’s Electric Charge as determined by the electric consultant with appropriate credit allowed to Subtenant from the disputed amountdate of such survey determination and thereafter as part of the decreased monthly Electric Charge for electricity by reason of such survey determination. In the event Landlord elects not the foregoing surveys shall determine that there has been a decrease in such Adjoining Subtenant’s Electric Charge, then effective as of the date of such change in the Adjoining Subtenant’s Electric Charge, the then current Electric Charge, as same may have been previously adjusted pursuant to the terms hereof, shall be retroactively increased by an amount equal to such decrease in the Adjoining Subtenant’s Electric Charge as determined by the electric consultant and Subtenant shall pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the increased amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing therefor from the date of Landlordsuch survey determination within ten (10) days after being billed therefor and thereafter as part of the increased monthly Electric Charge for electricity by reason of such survey determination. The parties agree that the electrical consultant selected by Sublandlord shall so determine the increase or decrease in the Electric Charge hereunder. The determination thereof by such electrical consultant selected by Sublandlord shall be binding and conclusive on both parties, and the change in the Electric Charge shall be effective as of the date such consultant’s paymentdetermination thereof. Notwithstanding Any amounts payable by Subtenant hereunder shall be additional rent. 5.3. Subtenant shall be responsible to pay, commencing on the foregoingCommencement Date, any potential civil or criminal liability to Landlord shall not, in and for (a) Subtenant’s Proportionate Share of itself, require Tenant all other sums which Sublandlord is obligated to pay under the Master Lease (which (x) do not result from a default by Sublandlord under the Master Lease unless caused in whole or in part by the acts or omissions of Subtenant or (y) are related in whole or in part to the Sublease Premises) and (b) any disputed amounts additional charges and expenses imposed by Master Landlord pursuant to the terms of the Master Lease and related specifically to Subtenant’s use and occupancy of the Sublease Premises during the Term (e.g., after-hours HVAC, freight elevator, additional cleaning, excess utilities, etc.), for Access Charges for Special Services provided to the Sublease Premises as charged to Sublandlord under the Master Lease, except as otherwise provided in Section 18.2 hereof, and for Subtenant’s Parking Charges (subject to the provisions of Section 10.4 hereof), said sums shall be paid to Sublandlord at the times required pursuant to the terms and conditions of the Master Lease. Bills for such charges shall be accompanied by any invoices or other backup documentation relating thereto in Sublandlord’s possession (which shall include any statement delivered by Master Landlord to Sublandlord pursuant to the Master Lease). 5.4. All sums payable pursuant to this Article shall be considered additional rent payable under this Section 3.05Sublease and Sublandlord shall have all rights and remedies available hereunder for the failure to pay such additional rent. 5.5. If an annual statement is furnished by Master Landlord to Sublandlord which shows that there has been an overpayment by Subtenant of Subtenant’s Proportionate Share of Operating Costs and/or Taxes, Sublandlord shall permit Subtenant to credit Subtenant’s portion of such refund or credit paid by Subtenant against the next subsequent rent payments due under this Sublease. After the termination of this Sublease and the payment to Sublandlord of the balance, if any, of all rent due hereunder, Sublandlord shall promptly pay to Subtenant the amount of any such refund or credit not previously applied by Subtenant.

Additional Rent. Unless another time shall be herein expressly provided4.4.1 The Subtenant covenants to pay as additional rent during the Sublease Term the following amounts, any additional rentinclusive of all applicable federal, charges or sums payable by Tenant under this Lease provincial and municipal taxes (collectively, “Additional Rent”): (a) shall be due the Subtenant’s Proportionate Share of “Building Costs” as defined by the Head Lease, “Project Costs” as defined by the Head Lease, and “Other Charges” as defined by the Head Lease, and payable within thirty by the Sublandlord under the Head Lease, as amended from time to time; (30b) days after written demand to the extent not already paid pursuant to Section 4.4.1(a), the Subtenant’s Proportionate Share of “Taxes” as defined by Landlord with supporting documentationthe Head Lease and payable by the Sublandlord under the Head Lease, as amended from time to time; (c) to the extent not already paid pursuant to Section 4.4.1(a), the Subtenant’s Proportionate Share of “Operating Costs” as defined by the Head Lease and Landlord shall have payable by the same remedies for failure Sublandlord under the Head Lease, as amended from to pay time; (d) to the Additional Rent extent not already paid pursuant to Section 4.4.1(a) or purchased pursuant to Section 9.1.1, the Subtenant’s Proportionate Share of insurance costs payable by the Sublandlord under Section 5.2(a) of the Head Lease, as for a non-payment amended from time to time; and (e) the Subtenant’s Proportionate Share of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid other operating and management costs set forth in the same currency andService Agreement, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as Sublandlord’s actual cost to the supporting documentation, Tenant may withhold payment as extent such costs relate to the disputed amount. Sublet Premises whether or not such costs are payable by the Sublandlord to the Head Landlord. 4.4.2 In this Sublease, the event Landlord elects not to pay phrase “Subtenant’s Proportionate Share” means a fraction having as its numerator the disputed amount, rentable area of the Sublet Premises (excluding the square footage of any Common Areas and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In excluding the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord square footage of any Sublet Premises reserved for the amount paid by Landlord, plus late charges under Section 3.04 exclusive use of the Sublandlord during the limited time of such use) containing approximately Thirty-one Thousand Nine Hundred Twenty (31,920) square feet and as to such amounts commencing from its denominator the date Rentable Area of Landlord’s payment. Notwithstanding the foregoing, Building (excluding the square footage of any potential civil or criminal liability to Landlord shall not, in and Common Areas but including the entire square footage of itself, require Tenant to pay any disputed amounts under this Section 3.05the Sublet Premises) containing approximately Forty-nine Thousand Four Hundred ten (49,410) square feet.

Additional Rent. Unless another time 3.1 Tenant shall be fully responsible to pay as Additional Rent hereunder all taxes, costs, charges, maintenance, and operational expenses associated with the Demised Premises together with all interest and penalties that may accrue thereon in the event of the Tenant’s failure to pay such amounts, and all damages, costs and expenses which the Landlord may incur by reason of any default of the Tenant or failure on the Tenant’s part to comply with the terms of this Lease, except those specifically allocated to Landlord under Article 5 of this Lease. Therefore, and without limitation, commencing at the Commencement Date, Tenant shall pay to Landlord: (i) with respect to Unit D, twenty-two and ninety-five one-hundredths (22.95%) percent, and (ii) with respect to Unit C, nine and twelve one-hundredths (9.12%) percent (and at such time as both Unit C and Unit D are occupied by the Tenant, the total aggregate percentage shall be thirty-two and seven one-hundredths (32.07%) percent) of the total costs of the following items, herein expressly provided, any additional rent, charges or sums payable by Tenant under this Lease (collectively, called “Additional Rent”) : A. All real estate taxes on the land, as more fully described on Schedule ”H” attached hereto and made a part hereof (the “Land”), site improvements and the Building (hereinafter collectively, the “Landlord’s Premises”). Said real estate taxes shall include all real estate taxes and assessments that are levied upon and/or assessed against the Landlord’s Premises, including any taxes which may be levied on rents, except that as to assessments, Landlord shall elect to pay same over the longest period permitted by law and only the current year’s installment, including interest, shall be due added into Tenant’s calculation. In addition, Tenant shall reimburse Landlord for Landlord’s reasonable costs incurred in appealing taxes and/or assessments on Landlord’s Premises, including reasonable legal fees, expert witness fees and other proper costs but Tenant will not be liable to pay a reimbursement in excess of any actual tax savings resulting from such an appeal. If any such appeal is successful, any recovery net of such expenses shall be credited (proportionately) to Tenant’s obligation hereunder. Except during the final three (3) years of the then Term, Tenant shall have the right to appeal tax assessments on the Landlord’s Premises at Tenant’s sole cost and expense (such costs, including, without limitation, reasonable counsel fees shall be reimbursed to Tenant from any tax refunds with the net refunds to be credited pro rata to all tenants of Landlord’s Premises, including the Tenant); provided that if such appeal is unsuccessful or if it results in an increase in real estate taxes, Tenant shall bear all such costs, attorneys fees and tax increases. Notwithstanding the foregoing, the foregoing taxes shall specifically exclude income taxes assessed against the Landlord, franchise taxes, estate taxes, sales taxes, corporate income taxes, capital stock taxes, employment benefit taxes, social security taxes, worker’s compensation taxes, capital levy, succession, inheritance, or transfer taxes payable by the Landlord, corporate franchises, capital stock, loans and bonus taxes imposed upon any owner of the Land, any late fees, penalties or interest with respect to the payment of any such taxes, and any income, profits or revenue tax. Landlord hereby agrees to pay all such taxes so as to include and obtain any applicable discount for early payment. Notwithstanding the foregoing, Tenant shall be responsible for the payment of all taxes and assessments directly assessed upon the Tenant Improvements and Tenant’s personal property located at the Landlord’s Premises without default or penalty. B. All premiums and deductible costs paid by Landlord for the Landlord’s Premises only associated with Insurance (as described in Articles 11.3 and 11.4 below). C. All costs to maintain, repair and replace common areas, parking lots, sidewalks, canopies, driveways, hallways and utility rooms, lines and facilities and other common areas within the Land. There shall also be included any parking charges, utilities surcharges, or any other costs levied, assessed or imposed by, or at the direction of, or resulting from statutes or regulations, or interpretations thereof, promulgated by any governmental authority in connection with the use or occupancy of the Demised Premises or the Parking Lot (as defined in Article 43 below) from and after the Commencement Date. Any and all such replacement costs shall be amortized over the useful economic life of such improvements. D. All costs apportioned to the Landlord’s Premises for road work carried out by the Landlord’ affiliated company(ies) as a common expense of the tenants of all the properties owned by Landlord and its affiliated companies fronting on Commerce Boulevard, Carlstadt, New Jersey. Landlord has disclosed to Tenant that: (i) the annual charges for the foregoing road work is: (A) $228.77 per annum for Unit D, and (B) $91.59 per annum for Unit C, and (ii) the foregoing charges will recur on an annual basis through August 2013. E. On or about the Commencement Date, Landlord shall submit to Tenant a statement of the anticipated monthly Additional Rent for the period between the Commencement Date, and the following December 31, and Tenant shall pay this Additional Rent on a monthly basis concurrently with the payment of the Fixed Rent. Tenant shall continue to make said monthly payments until notified by Landlord of a change thereof. By March 1 of each calendar year, Landlord shall use its best efforts to give Tenant a statement showing the total Additional Rent for the Landlord’s Premises for the prior calendar year prorated from the Commencement Date (an “Operating Expense Statement”). F. If the total of the monthly payments which Tenant has made for the prior calendar year is less than the Tenant’s actual share of such Additional Rent, then Tenant shall pay the difference in a lump sum within thirty (30) days after written demand receipt of such statement from Landlord and shall concurrently pay the difference between the total previous monthly payments made in the then calendar year and the total of monthly payments calculated as Additional Rent based on the prior year’s experience. Any overpayment by Tenant shall be credited towards the Fixed Rent and/or Additional Rent next coming due. The actual Additional Rent for the prior year shall be used for purposes of calculating the anticipated monthly Additional Rent for the then current year with actual determination of such Additional Rent after each calendar year as above provided. Even though the term has expired and Tenant has vacated the Demised Premises, when the final determination is made of Tenant’s share of said Additional Rent for the year in which this Lease terminates, Tenant shall pay any increase due over the estimated Additional Rent previously paid within thirty (30) days after demand, and, conversely, any overpayment made shall be immediately rebated by Landlord with supporting documentationto Tenant within thirty (30) days after such notice to Tenant, and this provision shall survive termination for said purpose. Failure of Landlord to submit Operating Expense Statements to Tenant as called for herein within six (6) months after the end of any applicable lease year or one (1) year from the expiration of the Initial Term, or any renewal term, as the case may be, shall be deemed to be a waiver of Tenant’s requirement to pay sums as herein provided. In addition, Tenant shall not be responsible or liable for the payment of any amount which should have been included in an Operating Expense Statement as Additional Rent for a particular calendar year that was not so included. G. Each Operating Expense Statement shall be conclusive and binding upon Tenant unless, within one hundred twenty (120) days after receipt of such Operating Expense Statement, Tenant shall notify Landlord that it disputes the correctness of the Operating Expense Statement, specifying the particular respects in which said Operating Expense Statement is claimed to be incorrect. Tenant, or an independent certified public accountant who is hired by Tenant on a noncontingency fee basis and who offers a full range of accounting services, shall have the same remedies right, during regular business hours, to review Landlord’s invoices relating to the disputed items of operating expenses for failure the immediately preceding lease year; or at Landlord’s sole discretion and in lieu of such review, Landlord will provide Tenant with an audited statement. Tenant shall (and shall cause its employees, agents and consultants to) keep the results of any such review or audited statement strictly confidential. If such review or audited statement shows that the estimated payments by Tenant on account of operating expenses exceeded the amounts to which Landlord is entitled hereunder for the immediately preceding lease year, Landlord shall credit or refund the amount of such excess as provided herein. In addition, if the Operating Expense Statement overstated the actual operating expenses by five percent (5%) or more, then Landlord shall pay to Tenant the reasonable and necessary fees and costs associated with such audit. If Tenant shall dispute an Operating Expense Statement, pending the determination of such dispute, Tenant shall pay the Additional Rent as for a non-payment estimated payments claimed by Landlord to be due from Tenant on account of Fixed Rentoperating expenses in accordance with the applicable Operating Expense Statement, without prejudice to Tenant’s position. Unless otherwise specifically instructed by Landlord, all Additional Rent All costs and expenses of such review or audited statement shall be paid by Tenant except as otherwise specifically provided for in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05.3.1

Additional Rent. Unless another time If Landlord shall be herein expressly grant its consent to a proposed transfer (excepting those transfers in the second paragraph of Section 25.02 and 25.04), then Tenant, in consideration therefor, shall pay to Landlord, as Additional Rent, a sum equal to fifty percent (50%) of the aggregate of all sums and other consideration received by Tenant for or by reason of such Proposed Transfer (including all rents, charges and other consideration payable to Tenant under the terms of the sublease or assignment and any collateral agreements), as and when such sums and other consideration are received by Tenant; provided, any additional renthowever, charges or sums payable by Tenant under this Lease (collectively, “Additional Rent”) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentation, and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all that such Additional Rent shall be paid reduced (but not to less than zero) by the following amounts, to the extent that Tenant shall have furnished to Landlord reasonably satisfactory documentation therefor: (a) in the same currency andcase of a sublease, at all Rents theretofor actually paid to Landlord by Tenant hereunder for the same place as is subleased portion of the Fixed Rent required Premises during the term of such sublease (determined based on the ratio of the Rentable Area of the subleased portion of the Premises to be paid hereunderthe Rentable Area of the Premises, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction except to the extent that different Base Rents are specified herein for any reason whatsoever. Tenant shall timely pay all items different portions of Additional Rent. In the event Tenant has Premises); (b) any reasonable objections and customary brokerage commissions theretofor actually paid by Tenant on account of such sublease or inquiries as assignment; (c) any Additional Rent theretofor actually paid to Landlord pursuant to Section 25.06(f) in connection with such assignment or sublease; (d) any reasonable advertising costs theretofor actually paid by Tenant in connection such assignment or sublease; (e) any out-of-pocket costs theretofor actually paid by Tenant in providing concessions to the supporting documentationassignee or subtenant in connection with such transaction (such as the cost of any tenant improvement allowance or other payment provided by Tenant to such assignee or subtenant); (f) any reasonable fees and charges theretofor actually paid by Tenant to attorneys, architects and space planners reasonably necessary to effect such assignment or sublease; and (g) the net unamortized or undepreciated cost of any of Tenant’s property that was paid for by Tenant may withhold payment as and that is sold to the disputed amount. In assignee or subtenant in connection with such assignment or sublease, determined on the event Landlord elects not to pay the disputed amount, and it is determined that basis of Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05federal income tax returns.

Additional Rent. Unless another time SECTION 1. In addition to the minimum rent and percentage rent, all other payments required of Tenant pursuant to the provisions of this Lease shall be herein expressly provideddeemed, any for the purpose of securing the collection thereof, to be additional rentrent due hereunder whether or not the same be designated as such, charges or sums payable by Tenant under this Lease including, but not limited to, payments for Utilities (collectivelyXIII), “Additional Rent”Common Areas (X), Taxes (XIV), Insurance (XVII) shall be due and payable within thirty Advertising and Promotion (30) days after written demand by Landlord with supporting documentation, and XV). Landlord shall have the same rights and remedies for failure upon Tenaxx'x xailure to pay the Additional Rent same as for a non-payment of Fixed Rentthe minimum rent, and shall have such rights upon Tenant's failure to pay percentage rent or estimate thereof as well. Unless All such payments of additional rent shall, unless otherwise specifically instructed by Landlordprovided, all Additional Rent shall be paid in monthly installments with the same currency andminimum rent payments (and estimated percentage rent, if any). The monthly payments shall be based, in each case, on Landlord's reasonable estimate of such costs made at 13 the beginning of each Fiscal Year; the payments for any partial month shall be pro-rated. If, at the same place as is the Fixed Rent required to be paid hereunderend of any Fiscal Year, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Tenaxx xx less than its share, the balance, as shown on Landlord's statement, plus late charges under Section 3.04 shall be paid on or before the first day of the following month, and if the amount paid by Tenaxx xx greater than its share, the excess, as shown on said statement, shall be credited against the next payments (whether of rent or otherwise) due hereunder. All provisions dealing with abatement of rent are to such amounts commencing from the date be construed to refer to abatement of Landlord’s paymentminimum rent only, and not abatement of any other payment required hereunder. SECTION 2. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord If Tenant shall not, in and of itself, require Tenant fail to pay any disputed amounts rent within five (5) days after the due date, Tenant shall be obligated to pay a late payment charge equal to the greater of Fifty and no/l00 Dollars ($50.00) or five percent (5%) of any rent payment not paid when due to reimburse Landlord for its additional administrative costs. In addition, all rent and other payments required of Tenant under the provisions of this Section 3.05Lease shall bear interest commencing five (5) days after the due date of each payment and continuing until the date actually paid by Tenaxx, xx a rate equal to three (3) percentage points over the prime rate published by Norwest Bank Minnesota, N.A., at the time the payment was due or the maximum rate permissible by law, whichever is less.

Additional Rent. Unless another time Section 5.1 All charges, sums and amounts other than Fixed Monthly Rent to be paid by Tenant pursuant to this Lease shall be herein expressly provided, any deemed additional rent, charges or sums payable by Tenant under this Lease rent (collectively, “"Additional Rent”) "), whether or not the same be designated as such, and shall be due and payable within thirty twenty (3020) days after written demand by Landlord with supporting documentation, and Landlord (or such earlier or later time as may be elsewhere specifically provided in this Lease). Owner shall have the same all rights and remedies provided for in this Lease or by law upon Tenant's failure to pay the any Additional Rent Rent, after giving effect to any applicable notice and cure period, as for a the non-payment of Fixed Monthly Rent. Section 5.2 If any of the Fixed Monthly Rent or Additional Rent payable under the terms and provisions of this Lease shall be or become uncollectible, reduced or required to be refunded because of any act or law enacted by a governmental authority, Tenant shall enter into such agreement(s) and take such other steps (without additional expense to Tenant) as Owner may request and as may be legally permissible to permit Owner to collect the maximum rents which, from time to time during the continuance of such legal rent restriction, may be legally permissible (but not in excess of the amounts reserved therefor under this Lease). Unless otherwise specifically instructed by LandlordUpon the termination of such legal rent restriction, all (a) the Fixed Monthly Rent and/or Additional Rent shall become and thereafter be paid payable in accordance with the same currency andamounts reserved herein for the periods following such termination, at and (b) Tenant shall pay to Owner promptly upon being billed, to the same place as is maximum extent legally permissible, an amount equal to (x) the Fixed Monthly Rent required and/or Additional Rent which would have been paid pursuant to be paid hereunder, or by wire transfer if requested by Landlord, this Lease but for such legal rent restriction less (y) the rents and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount other sums paid by Landlord, plus late charges under Section 3.04 as to Tenant during the period such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, legal restriction was in and of itself, require Tenant to pay any disputed amounts under this Section 3.05effect.

Additional Rent. Unless another Lessee shall pay to Brazos from time shall be herein expressly providedto time, any on demand, as additional rentrent ("ADDITIONAL RENT") (i) amounts required to reimburse Brazos for its obligations, charges or sums costs and expenses (not previously included in Basic Rent) incurred in acquiring, financing and leasing the Facility, including, without limitation, reasonable auditor's fees, if any, and all amounts payable by Tenant Brazos under this Lease (collectivelySections 2.3, “Additional Rent”) shall be due 2.6, 2.8, 2.9, 2.11, 5.5, 9.4 and payable within thirty (30) days after 9.7 of the Credit Agreement in effect on the date hereof or modified with the prior written demand by Landlord with supporting documentationconsent of Lessee or, and Landlord shall have at such time as no borrowing is outstanding under the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by LandlordCredit Agreement, all Additional Rent shall such amounts which are otherwise provided for under the Credit Agreement (all such payments to be paid made at the times specified in the same currency andCredit Agreement), at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as (ii) to the supporting documentationextent legally enforceable, Tenant may withhold payment as to the disputed amount. In the event Landlord elects interest on each overdue amount not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 Lessee to Brazos as to such amounts commencing provided in this Facilities Lease from the date such overdue amount was due until paid at the per annum rate of Landlord’s payment. Notwithstanding interest equal to the foregoingmost recent rate of interest calculated pursuant to the Credit Agreement or established by Agent in the absence of any borrowing under the Credit Agreement, plus two percent (2%), (iii) the amount of all Prepayment Premiums payable to the limited partner of Brazos under the Brazos Partnership Agreement, and (iv) all reasonable costs and expenses incurred by the limited partner of Brazos (1) in connection with the occurrence and during the continuance of a default under the Lease Documents or (2) in connection with the review and execution of any amendment requested by Lessee or Guarantor (whether or not such amendment is executed) to the Lease Documents (as defined in the Guaranty), the Guaranty, any potential civil security agreement entered into in connection with the Guaranty, any consent requested by or criminal liability on behalf of Lessee in connection with the Lease Documents or the Brazos Partnership Agreement whether or not said request is granted. Lessee shall also pay to Landlord shall not, Brazos on demand an amount equal to any reasonable expenses and attorneys' fees incurred by Brazos in collecting such unpaid sums and of itself, require Tenant to pay any disputed amounts under this Section 3.05enforcing the obligations for such unpaid sums.

Additional Rent. Unless another time shall be herein expressly provided(a) Commencing on January 1, any additional rent, charges or sums payable by Tenant under this Lease (collectively, “Additional Rent”) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentation2007, and Landlord in each calendar year thereafter during the Term, Tenant shall have pay in advance on a monthly basis to Landlord, Tenant’s Share of the same remedies for failure “Recognized Expenses”, without deduction, counterclaim or setoff, to pay the Additional Rent extent such Recognized Expenses exceed the Recognized Expenses in calendar year 2007 (“Base Year”). Tenant’s Share is 2.21%, which Share may increase or decrease as for a non-payment the Building size increases or decreases. Recognized Expenses are (i) all reasonable operating costs and expenses related to the maintenance, operation and repair of Fixed Rent. Unless otherwise specifically instructed the Building incurred by Landlord, including but not limited to management fee not to exceed five (5%) percent of Rent; common area electric to the extent not paid for by Tenant in accordance with Article 5 below; and capital expenditures and capital repairs and replacements solely to the extent of the amortized costs of same over the useful life of the improvement in accordance with generally accepted accounting principles, and only to the extent such capital expenditure, repair or replacement reduces Recognized Expenses or is required pursuant to any law, statute or ordinance first enacted after the date hereof; (ii) all Additional Rent insurance premiums payable by Landlord for insurance with respect to the Building and (iii) Taxes payable on the Building. “Taxes” shall be paid in defined as all taxes, assessments and other governmental charges, including special assessments for public improvements or traffic districts which are levied or assessed against the same currency andBuilding during the Term or, at if levied or assessed prior to the same place as is Term, which properly are allocable to the Fixed Rent required to be paid hereunder, or by wire transfer if requested by LandlordTerm, and real estate tax appeal expenditures incurred by Landlord to the extent of any reduction resulting thereby. Nothing herein contained shall be paid without construed to include as Taxes: (A) any abatementinheritance, reductionestate, setoffsuccession, counterclaim transfer, gift, franchise, corporation, net income or deduction for profit tax or capital levy that is or may be imposed upon Landlord or (B) any reason whatsoever. Tenant shall timely pay all items transfer tax or recording charge resulting from a transfer of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by TenantBuilding; provided, however, Tenant will not that if at any time during the Term the method of taxation required by law at the commencement of the Term shall be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined altered so that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord in lieu of or as a substitute for the amount paid whole or any part of the taxes now levied, assessed or imposed on real estate as such there shall be levied, assessed or imposed (i) a tax on the rents received from such real estate, or (ii) a license fee measured by Landlord, plus late charges under Section 3.04 as to such amounts commencing the rents receivable by Landlord from the date of Landlord’s payment. Notwithstanding the foregoingPremises or any portion thereof, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05.or

Additional Rent. Unless another time (a) This Sublease is a triple net lease and it is the intent of the parties hereto that Sublessor shall have no costs, expenses or payments whatsoever in connection with the Premises or the Master Lease (irrespective of whether or not the amounts are due under provisions of the Master Lease which are not incorporated herein) except as specifically listed in this Section 3.3, below. Accordingly, in addition to Base Rent, except as set forth in this Section 3.3, Sublessee shall pay to Sublessor all rent, costs, expenses, payments and charges whatsoever, as and when due (or claimed due by Master Lessor from Sublessor) under the Master Lease (all such amounts are herein collectively called "Sublessee Additional Rent"), including without limitation: (1) real estate taxes relating to the Premises (whether or not Section 13 of the Master Lease is incorporated into this Sublease), (2) insurance premiums (whether or not Section 12B of the Master Lease is incorporated into this Sublease), (3) expenses of maintaining the common areas in the Project (whether or not the relevant Master Lease sections are incorporated into this Sublease). Notwithstanding anything to the contrary contained herein, Sublessee shall not be responsible or liable for any Sublessee Additional Rent which: (1) arises from the negligence or willful misconduct of Sublessor; (2) arises from an injury to any person in or about the Premises which occurred prior to the Commencement Date or, the Early Occupancy Date, if applicable (provided that liability for any injury to any person in or about the Premises between the Early Occupancy Date and the Commencement Date shall be herein expressly providedequitably proportioned between Sublessor and Sublessee); (3) arises from a breach, default or violation (collectively, a "Breach") of the Master Lease by Sublessor (unless such Breach is a result of a Breach under this Sublease by Sublessee [including, without limitation, the failure of Sublessee to pay any additional rentsums as and when due hereunder], or by any person or party other than Sublessor, or its agents, contractors or employees); (4) represents the amount, if any, by which base monthly rental due under the Master Lease exceeds the Base Rent due under this Sublease (the "Base Rent Difference"); (5) is a late fee, charge or interest for which Sublessee is not responsible as further described below in this Section 3.3; or (6) exceeds the amounts payable by Sublessor under the Master Lease. (b) Sublessor shall use commercially reasonable efforts to promptly notify Sublessee of any amounts of Sublessee Additional Rent which are due or claimed by Master Lessor to be due, but in no event more than twenty-one (21) days after Sublessor receives notice of same, and such amounts shall be payable to Sublessor within ten (10) days of notice to Sublessee. Sublessee shall not be liable for any late fees, charges or sums interest on amounts payable by Tenant under this the Master Lease (collectivelyother than Base Rent) if Sublessor fails to deliver such notice to Sublessee five (5) days before the date on which such late fee or charge or interest is to be initially assessed under the Master Lease. (c) If Sublessee has actually paid to Sublessor any payments of Sublessee Additional Rent for which Master Lessor refunds any amounts to Sublessor, “then Sublessor shall promptly pay to Sublessee the refunded amounts. (d) Sublessee Additional Rent”) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentation, Base Rent, and Landlord shall have the same remedies for failure all other charges or sums due under or by reason of this Sublease are collectively referred to herein as "Rent" or as "rent." Sublessee's obligations to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlordprovided herein, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as Sublessor's obligation to the supporting documentation, Tenant may withhold payment as refund overpayments to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts Sublessee under Section 3.04. In 3.3(c) hereof, shall survive the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date termination or expiration of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05Sublease.

Additional Rent. Unless another time (1) During the Term, in addition to the Base Rent, Tenant shall be herein expressly provided, any additional rent, charges or sums payable by Tenant under this Lease (collectively, “pay to Landlord as Additional Rent”, in accordance with this Paragraph 4, (i) shall be due and payable within thirty Tenant’s Proportionate Share(s) of the total dollar increase, if any, in Operating Expenses (30as defined below) days after written demand by Landlord with supporting documentationattributable to each Computation Year (as defined below) over Base Operating Expenses (as defined below), (ii) Tenant’s Proportionate Share(s) of the total dollar increase, if any, in Insurance Expenses (as defined below) attributable to each Computation Year over Base Insurance Expenses (as defined below), (iii) Tenant’s Proportionate Share(s) of the total dollar increase, if any, in Utility Expenses (as defined below) attributable to each Computation Year over Base Utility Expenses (as defined below), and (iv) Tenant’s Proportionate Share(s) of the total dollar increase, if any, in Taxes (as defined below) attributable to each Computation Year over Base Taxes (as defined below). Notwithstanding anything to the contrary contained in this Lease, annual average cumulative increases in Tenant’s Proportionate Share of the foregoing increases, with regard to Controllable Expenses (as defined below), beginning with the first Computation Year following the Base Year shall not exceed five percent (5%) (“Controllable Cap”), subject to the following clarifications: (i) “Controllable Expenses” for purposes hereof shall exclude Utility Expenses, Taxes and any Operating Expenses imposed or established by governmental or regulatory authorities, (ii) if Controllable Expenses increase by more than the Controllable Cap in any given year, Landlord shall have may carry over the same remedies for failure difference to pay another year, so long as Controllable Expenses billed to Tenant never increase by more than the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in Controllable Cap on an annual average cumulative basis over the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlordthen applicable Term, and shall be paid without (iii) if Controllable Expenses increase by less than the Controllable Cap in any abatementgiven year, reductionLandlord may carry over the unused portion of the Controllable Cap to another year, setoff, counterclaim or deduction for any reason whatsoever. so long as Controllable Expenses billed to Tenant shall timely pay all items of Additional Rent. In never increase more than the event Tenant has any reasonable objections or inquiries as to Controllable Cap on an annual average cumulative basis over the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05Term.

Additional Rent. Unless another time 3.3.1 In addition to Rent, commencing eighteen (18) months after the Effective Date, or, upon commencement of Commercial Operations (as defined in Section 4.2 hereafter) whichever occurs earliest, LESSEE shall be herein expressly providedpay to LESSOR, throughout the remaining Term of this Lease and any Renewal Term as additional rent, charges either, an amount equal to $*** per gallon on all biofuels or sums payable other commercial bulk liquid products except for glycerin (which is addressed in Section 3.3.6 hereafter) (“Products”) produced by Tenant under this Lease LESSEE within the Leased Premises in quantities up to 60 million gallons per year and $*** per gallon on all Products in quantities in excess of 60 million gallons per year (collectively, “Additional Rent”) ), or, the amount of $*** per quarter regardless of any production of Products (“Minimum Additional Rent’), whichever amount is greater. 3.3.2 The Additional Rent or Minimum Additional Rent due by LESSEE to LESSOR shall be due calculated and payable paid on a quarterly basis. At the end of each quarter, LESSEE shall within thirty ten (3010) days after written demand by Landlord with supporting documentationcalculate the amount of Additional Rent or Minimum Additional Rent due to LESSOR and remit payment thereof to LESSOR. Additional Rent, Minimum Additional Rent and Landlord rent for glycerin under Section 3.3.6 shall be subject to the Rent Adjustment provisions of Section 3.2; provided, however, the Minimum Additional Rent shall not be adjusted to an amount less than $*** per quarter. 3.3.3 With reasonable notice, the LESSOR shall have the same remedies for failure right to pay inspect during normal working hours and audit the books of LESSEE to verify the data utilized in calculating the Additional Rent or Minimum Additional Rent or any other rent payable in connection with bulk solids or glycerin as for a provided in Sections 3.3.4, 3.3.5 or 3.3.6 herein below. 3.3.4 LESSEE may or may not produce commercially saleable bulk solids from its refining processes. However, should LESSEE produce any commercially saleable non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent by-product and/or non-waste product bulk solids on the Leased Premises then there shall be paid additional rent applicable thereto. In such case, LESSOR and LESSEE shall negotiate in the same currency and, at the same place as is the Fixed Rent required good faith to mutually agree upon an acceptable additional rent that will be paid hereunder, or by wire transfer if requested by Landlord, applicable to all such bulk solids and this Lease shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rentamended to include such additional rent. In the event Tenant has any reasonable objections or inquiries LESSOR and LESSEE cannot reach agreement on an acceptable additional rent, then LESSEE shall not be permitted to manufacture and/or produce such bulk solid(s) on the Leased Premises. 3.3.5 Additional commodities other than bulk liquids and bulk solids, such as to steam and power, may be generated and/or produced by LESSEE on the supporting documentationLeased Premises. To the extent such commodities are produced for commercial sale and/or distribution, Tenant may withhold payment as to the disputed amountthen there shall be additional rent applicable thereto. In the event Landlord elects not such case, LESSOR and LESSEE shall negotiate in good faith to pay the disputed amountmutually agree upon an acceptable additional rent fee that will be applicable to all such additional commodities, and it is this Lease shall be amended to include such additional rent. 3.3.6 LESSEE shall pay to LESSOR additional rent on all commercially saleable glycerin produced by the Facility equal to that amount per gallon determined that Tenant’s objection was unfoundedby multiplying $*** times a fraction, Tenant will the numerator of which shall be liable for all interest the then current market price per pound of glycerin and penalties arising from such non-payment by Tenant, however, Tenant will not the denominator of which shall be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date then current market price per pound of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05biodiesel.

Additional Rent. Unless another Tenant covenants and agrees to pay to Landlord, from time to time as provided in this Lease, (a) interest (herein referred to as "Interest" which for all purposes of this Lease shall equal two percent (2%) plus the "prime rate" [as used herein, "prime rate" shall mean the rate of interest per annum announced from time to time by SunTrust Bank, Atlanta, Georgia, or its successor organization, as its prime commercial lending rate]) on all installments of Minimum Rent not paid by the fifth (5th) day of the month for which such amount is due, from the due date through the date of payment (provided, however, such five [5] day grace period shall be applicable only two [2] times in any twelve [12] month period, and with respect to any installment of Minimum Rent thereafter coming due within said twelve [12] month period, Interest shall accrue from the due date of such Minimum Rent through the date of payment regardless of whether same is paid by the fifth [5th] day of the month for which such amount is due), (b) all amounts, other than Minimum Rent which Tenant herein expressly agrees to assume and pay to Landlord, (c) all other amounts which Tenant herein agrees to assume and pay to a third party or third parties, including, without limitation, taxes, assessments and charges specified in Article IV hereof, in those circumstances where Tenant shall fail or refuse to pay to such third party or parties and Landlord elects to pay such amounts as herein provided, any additional rent, charges or sums payable by Tenant under this Lease and (collectively, “Additional Rent”d) shall be due Interest on amounts referred to in Subsections 3.03(b) and payable 3.03(c) not paid within thirty five (305) days after written such amounts are due, from the due date through the date paid or, if demand is required therefor by Landlord with supporting documentationthe terms of this Lease, and from the date which is ten (10) days after the date of demand through the date paid (all or any one of the aforementioned items being herein included in "Additional Rent"). If Tenant fails to pay any Additional Rent, Landlord shall have the same rights, powers and remedies for such failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid are provided in the same currency andthis Lease, at the same place as is the Fixed Rent required to be paid hereunderlaw, in equity or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord otherwise for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date nonpayment of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05Rent.

Additional Rent. Unless another time shall be herein expressly provided, any additional rent, charges or sums payable by Tenant under Notwithstanding anything in this Lease (collectively, “Additional Rent”) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentation, and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as Sublease to the supporting documentationcontrary, Tenant may withhold payment as in addition to the disputed amount. In the event Landlord elects not to pay the disputed amountBase Rent, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not Subtenant shall be responsible for late payment amounts under Tenant's Share of (i) Expenses (pursuant to Section 3.04. In 4(B) of the event Landlord elects Lease); (ii) Taxes (pursuant to pay such disputed amount, Section 4(B) of the Lease); (iii) utilities (pursuant to Section 4(B) of the Lease); and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord (iv) for the amount paid by Landlordpayment of the use of the Spaces located in the Garage (pursuant to Section 33(M) of the Lease) as additional rent (subparts (i), plus late charges under Section 3.04 (ii), (iii) and (iv) shall collectively be referred to herein as "Additional Rent"). Prior to such amounts commencing from the date of Landlord’s paymentBasement/Garden Level Commencement Date, Tenant's Share shall be calculated based on 17,598 rentable square feet. Following the Basement/Garden Level Commencement Date, Tenant's share shall be calculated based on 32,625 rentable square feet. Following the Suite 100 Commencement Date, Tenant's share shall be calculated based on 42,191 rentable square feet. Base Rent and Additional Rent are referred to collectively as "Rent". Notwithstanding the foregoing, any potential civil or criminal liability prior to Landlord each of the Basement/Garden Level Commencement Date and the Suite 100 Commencement Date, respectively, Sublandlord shall notpay all Additional Rent and all other fees and perform all obligations under the Lease within the times provided under the Lease in connection with the Basement/Garden Level and Suite 100, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05as applicable."

Additional Rent. Unless another time In addition to the minimum rent stated above, TENANT shall be herein expressly provided, any pay as additional rent ("additional rent"), charges or sums payable by Tenant under this Lease (collectively, “Additional Rent”) shall be due and payable within thirty (30) days after written demand LANDLORD gives to TENANT notice of the amount of such additional rent (including invoices or other reasonable evidence thereof), the following: 1. All damages and costs, including reasonable attorneys' fees and expenses which LANDLORD may suffer or incur and all amounts which may become due from TENANT to LANDLORD by Landlord with supporting documentation, and Landlord shall have the same remedies for failure to pay the Additional Rent reason of any default (as for a non-payment of Fixed Rent. Unless otherwise specifically instructed hereinafter defined) by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by TenantTENANT under this Lease (provided, however, Tenant will not be responsible for late payment amounts under Section 3.04that TENANT has the right to mitigate or to avoid such damages by, curing the default); 2. In All damages to the event Landlord elects leased property caused by any improper act or neglect of TENANT (provided, however, that TENANT has the right to mitigate or to avoid such damages by curing or repairing); 3. All taxes, assessments and insurance premiums (as hereinafter defined), water rent, sewer rent, fuel and heating costs, gas charges and/or electricity charges which TENANT hereinafter agrees to pay but which are paid by LANDLORD after default and upon such disputed amountnotice to TENANT as may be reasonable under the circumstances, with an opportunity for TENANT to cure such default if the circumstances permit; and 4. All costs associated with TENANT's occupancy and it is determined that Tenant’s objection was unfoundeduse of the premises (not otherwise provided), Tenant will promptly reimburse Landlord including but not limited to administrative and professional fees, additional insurance costs to LANDLORD, incremental additional overhead; 5. Interest on each of the aforesaid items at the rate of the highest interest rate then being charged to LANDLORD on any portion of the funds borrowed by LANDLORD for TENANT for the amount paid by Landlordpurpose of construction of this Lease, plus late charges under Section 3.04 as to such amounts commencing two (2%) percent per annum from the date of Landlord’s payment. Notwithstanding such item becomes due (i.e., the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.0531st day after notice).

Additional Rent. Unless another time Notwithstanding anything to the contrary contained in this Sublease, for the first two months of the Term, Subtenant shall pay an amount equal to $16,321.50 ($.65 per rentable square foot) per month for its share of Operating Expenses and $16,321.50 ($.65 per rentable square foot) per month for its share of Utilities (defined below). Thereafter during the Sublease Term, if Sublandlord shall be charged for additional rent or other sums pursuant to any of the provisions of the Master Lease, including, without limitation, “Operating Expenses”, as defined in Section 7.2 of the Master Lease, and taxes, as set forth in Section 6 of the Master Lease, as each is incorporated herein expressly providedby reference, any additional rentto the extent such Operating Expenses and/or taxes are in excess of the same charged to Sublandlord in Calendar Year 2011 (the “Base Year”), charges or but excepting those sums payable incurred by Tenant under this Lease (collectivelySublandlord as a result of Sublandlord’s breach of the Master Lease, Subtenant shall pay, as “Additional Rent,” 100% of such additional rent or sums that relate to the Subleased Premises during the Sublease Term, and if the same cannot be so allocated then thirty-six percent (36%) of those charges that relate generally to Building 170 (excluding the vivarium located on the first floor) or 21.1% of those charges that relate generally to the Master Premises (as applicable, “Subtenant’s Share”) ). Subtenant’s Share of the foregoing increase in Operating Expenses or taxes shall be due and payable paid within thirty (30) days after written delivery to Subtenant of a copy of Master Landlord’s final accounting of the same for the applicable Lease Year, as set forth in Section 7.4 of the Master Lease. If Subtenant shall procure any additional services from Master Landlord, or if additional rent or other sums are incurred for Subtenant’s sole benefit, Subtenant shall pay 100% of the cost thereof and shall, within thirty (30) days of demand by Landlord with supporting documentationtherefor, make such payment to Sublandlord or Master Landlord, as Sublandlord shall direct, and Landlord such charges shall not be pro rated between Sublandlord and Subtenant. Any other rent or other sums payable by Subtenant under this Sublease shall constitute and be due as Additional Rent. All Additional Rent that is payable to Sublandlord shall be paid at the time and place that Base Rent is paid, except as otherwise provided in this Sublease or instructed by Sublandlord in writing. Sublandlord will have the same remedies for failure to pay a default in the payment of any Additional Rent as for a non-default in the payment of Fixed Base Rent. Unless otherwise specifically instructed by LandlordTogether, all Base Rent, Additional Rent and any other sums due hereunder from Subtenant are sometimes referred to in this Sublease as “Rent”. Subtenant shall be paid in entitled to all credits, if any, given by Master Landlord to Sublandlord for Sublandlord’s overpayment of such amounts. To the same currency andextent that the Master Lease, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding this Sublease, requires the foregoingMaster Landlord to xxxxx Rent at any time during the Master Lease, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts Rent under this Section 3.05Sublease shall xxxxx proportionally.

Additional Rent. Unless another time Tenant shall pay as additional rent the costs associated with real property taxes, casualty and liability insurance policies, and the services provided by Landlord pursuant to Section 2.03 for the Premises (the "Additional Rent"). The Additional Rent shall be herein expressly providedpro rated based on Tenant's percentage occupancy of the Premises. Tenant acknowledges that for the purposes of this Lease, Tenant shall be deemed to occupy 74% of the Premises for so long as a portion of the Premises is subleased pursuant to that certain sublease between Tenant (as Sublessor) and Sanders, a Lockheed Martin Company ("Sanders") and a division of Lanxxxxx (as Sublessee) xxxxx of even daxx xxxxwith (the "Sublease"). If at any additional rent, charges or sums payable by Tenant under time during the term of this Lease (collectivelySanders ceases to occupy a portion of the Premises pursuant to the Sxxxxxxx, “then Tenant shall be deemed to occupy 100% of the Premises for the purposes of calculating the Additional Rent”) Rent pursuant to this Section 3.02. Notwithstanding any provision of this Section 3.02 to the contrary, Tenant shall also pay as Additional Rent 89% of the cost of electric power for the Premises during the term of this Lease on the condition that Sanders occupies a portion of the Premises under the Sublease. In thx xxxxx Sanders does not occupy a portion of the Premises, pursuant to the Sxxxxxxx, at any time during the term of this Lease, then Tenant shall pay 100% of the cost of electric power for the Premises. The provisions of the preceding sentence shall be altered by agreement of the parties, if accomplishing the foregoing presents unreasonable difficulties under, or is otherwise required by, applicable State of New Hampshire utilities laws. Any such Additional Rent shall be due and payable within thirty (30) 10 days after of receipt by Tenant of a written demand by Landlord with supporting documentation, request for payment thereof and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of reasonable documentation regarding such Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05.

Additional Rent. Unless another time shall This Lease is intended to be herein expressly provideda triple-net Lease with respect to Landlord; and subject to Paragraph 13(b) below, any additional rent, charges or sums payable the Base Rent owing hereunder is (1) to be paid by Tenant under net of all costs and expenses relating to Landlord's ownership and operation of the Project and the Building, and (2) not to be reduced, offset or diminished, directly or indirectly, by any cost, charge or expense payable hereunder by Tenant or by others in connection with the Premises, the Building and/or the Project or any part thereof. The provisions of this Lease Paragraph 4(b) for the payment of Tenant's Proportionate Share(s) of Expenses (as hereinafter defined) are intended to pass on to Tenant its share of all such costs and expenses. In addition to the Base Rent, Tenant shall pay to Landlord, in accordance with this Paragraph 4, Tenant's Proportionate Share(s) of all costs and expenses paid or incurred in connection with the operation, maintenance, management and repair of the Premises, the Building and/or the Project or any part thereof (collectively, “the "Expenses"), including, without limitation, all the following items (Tenant's Proportionate Share(s) of the Expenses is hereinafter referred to as "Additional Rent”"): (1) All supplies, materials and rental equipment used in the operation and maintenance of the Project. (2) Utilities, that are not separately metered to Tenant, including, without limitation, water, power, gas, sewer, waste disposal, communication and cable T.V. facilities, heating, cooling, lighting and ventilation of the Project. (3) A management fee equal to three percent (3%) of the annual Base Rent derived from the Building; and all wages, salaries and other compensation for any employees who provide service to the Building and/or the Project; provided such wages, salaries and other compensation shall be due not exceed Thirty-Six Thousand Dollars ($36,000) in any given year (the "Wage Ceiling") (such Wage Ceiling to increase each year by four percent (4%) of the Wage Ceiling for the preceding year). (4) Legal and payable within thirty accounting services for the Project, including, but not limited to, the costs of audits by certified public accountants of Basic Operating Cost records; provided, however, that legal expense shall not include the cost of (30i) days after written demand by Landlord negotiating lease terms for prospective tenants; (ii) negotiating termination or extension of leases with supporting documentationexisting tenants, and Landlord shall have the same remedies for (iii) proceedings against any other specific tenant relating to such tenant's breach of its lease, including without limitation failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required rent or other sums due to be paid hereunderLandlord from such tenant, or by wire transfer if requested by Landlord(iv) legal costs incurred in connection with development and/or construction of the Project. (5) All insurance premiums and costs, including but not limited to, the premiums and shall be paid without any abatementcosts of fire, reductioncasualty, setoffliability, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as rental abatement and earthquake insurance applicable to the supporting documentation, Tenant may withhold payment Project and Landlord's personal property used in connection therewith (and all amounts paid as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined a result of loss sustained that Tenant’s objection was unfounded, Tenant will would be liable covered by such policies but for all interest and penalties arising from such non"deductible" or self-payment by Tenantinsurance provisions); provided, however, Tenant will that Landlord may, but shall not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amountobligated to, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s paymentcarry earthquake insurance. Notwithstanding the foregoing, if Landlord elects to carry earthquake insurance, Tenant shall only be obligated to pay the following amounts on account of such earthquake insurance during any potential civil calendar year: (i) if the premiums and costs associated with the earthquake insurance for the Building carried by Landlord for any given year are equal to or criminal liability less than the Break Point defined below, Tenant shall pay 100% of such premiums and costs as Additional Rent; or (ii) if the premiums and costs associated with the earthquake insurance for the Building carried by Landlord for any given year exceed the Break Point, Tenant shall only pay 30% of such premiums and costs as Additional Rent. For purposes of this provision, "Break Point" shall equal $15,000 (such amount to increase each year by four percent (4%) of the Break Point for the preceding year). By way of example, if the premium and costs for earthquake insurance carried by Landlord in a calendar year are $14,500, Tenant shall be responsible for payment of $14,500 as Additional Rent; however, if the premiums and costs for earthquake insurance carried by Landlord in a calendar year are $20,000, Tenant shall be responsible for paying $6,000 as Additional Rent. If for any reason the earthquake insurance carried by Landlord is part of an umbrella or overall insurance policy covering the Building, the Project and other buildings, the determination of premiums and costs shall be based on the allocated portion of the premium and costs with respect to the Building, as reasonably determined by Landlord. (6) Repairs, replacements and general maintenance (except for repairs and replacements (i) paid for from the proceeds of insurance, (ii) paid for directly by Tenant, other tenants or any third party, or (iii) for the benefit solely of tenants of the Project other than Tenant to the extent that Tenant could not obtain similar services from Landlord without an obligation to reimburse Landlord for the entire cost thereof under the provisions of this Lease). (7) All real estate or personal property taxes, possessory interest taxes, business or license taxes or fees, service payments in lieu of such taxes or fees, annual or periodic license or use fees ("Real Property Taxes"), including, but not limited to, all of the following: (i) all real estate taxes and assessments, and all other taxes relating to, or levied, assessed or imposed on, the Project, or any portion thereof, or interest therein; (ii) all taxes, assessments, charges, levies, fees, excises or penalties, general and special, ordinary and extraordinary, unforeseen as well as foreseen, of any kind and nature imposed, levied upon, measured by or attributable to Landlord's equipment, furniture, fixtures and other property located in, or used in connection with, the Project, or levied upon, measured by or reasonably attributable to the cost or value of any of the foregoing; (iii) all other taxes, assessments, charges, levies, fees, or penalties, general and special, ordinary and extraordinary, unforeseen as well as foreseen, of any kind and nature imposed, levied, assessed, charged or collected by any governmental authority or other entity either directly or indirectly (A) for public improvements, user, maintenance or development fees, transit, housing, employment, police, fire, open space, streets, sidewalks, utilities, job training, child care or other governmental services or benefits, (B) upon or with respect to the development, possession, leasing, operation, management, maintenance, alteration, repair, use or occupancy of, or business operations in, the Project (C) upon, against, or measured by the area of the Project, or uses made thereof, or leases made to tenants thereof, or all or any part of the rents collected or collectible from tenants thereof, and (D) for environmental matters or as a result of the imposition of mitigation measures, including parking taxes, employer parking regulations, or fees, charges or assessments as a result of the treatment of the Project, or any portion thereof or interest therein, as a source of pollution or storm water runoff; (iv) any tax or excise, however, described imposed in addition to, or in substitution partially or totally of, any or all of the foregoing taxes, assessments, charges or fees; and (v) any and all costs, expenses and attorneys' fees paid or incurred by Landlord in connection with any proceeding or action to contest in whole or in part, formally or informally, the imposition, collection or validity of any of the foregoing taxes, assessments, charges or fees. If by law any Real Property Taxes may be paid in installments at the option of the taxpayer, then Landlord shall notinclude within Real Property Taxes only those installments (including interest, if any) which would become due by exercise of such option. Real estate taxes shall not include (i) inheritance or estate taxes imposed upon or assessed against the Project, or any part thereof or interest therein, or (ii) taxes computed upon the basis of the net income derived from the Project by Landlord or the owner of any interest therein. (8) Amortization (together with reasonable financing charges) of capital improvements made to the Premises, the Building or the Project subsequent to the Commencement Date that (i) are or will be required to comply with applicable law, ordinance rule or regulation, enacted or enforced after the Commencement Date, (ii) are replacements of items which Landlord is obligated to maintain; or (iii) are designed to improve the operating efficiency of the Project ("Limited Capital Improvements"); provided, however, that in and the case of itselfLimited Capital Improvements made solely for efficiency purposes, require Tenant the amount chargeable as an Expense in any year shall not exceed Landlord's reasonable determination of the efficiency achieved either in direct cost savings, avoidance of cost increases anticipated to pay any disputed amounts under be realized during the Term, or a combination of both. As used in this Section 3.05Paragraph 4(b)(8), "amortization" shall mean allocation of the cost equally to each year of useful life of the items being amortized or a shorter period equal to the number of years required to recover the cost of said item of capital improvement out of the savings in operating efficiency derived therefrom.

Additional Rent. Unless another time On and after the Full Delivery Date, Subtenant shall be herein expressly providedcontinue to pay to Sublandlord, any as additional rent, charges or sums an amount equal to (i) all amounts payable by Tenant Sublandlord pursuant to the Prime Lease with respect to (a) that certain Declaration of Covenants, Easements and Restrictions (Protective Covenants) dated September 24, 1997, and recorded among the Land Records of Mxxxxxxxxx County, Maryland in Liber 15181 at folio 74 (the “Protective Covenants”) a copy of which is attached hereto and made a part hereof as Exhibit E, (b) that certain Declaration of Covenants, Conditions, Easement and Restrictions for The Jxxxx Hxxxxxx University Belward Research Campus dated September 24, 1997, and recorded among the Land Records of Mxxxxxxxxx County, Maryland in Liber 15181 at folio 84 (the “Declaration”) a copy of which is attached hereto and made a part hereof as Exhibit F, and (c) that certain Easement Agreement dated February 28, 2001, and recorded among the Land Records of Mxxxxxxxxx County, Maryland in Liber 18918 at folio 448 (the “Easement Agreement”), a copy of which is attached hereto and made a part hereof as Exhibit G, and (ii) all amounts (other than base annual rental due under this Lease the Prime Lease) payable by Sublandlord (collectivelyas tenant) pursuant to the Prime Lease, including, but not limited to, Taxes (as defined in Section 6 of the Prime Lease) (individually and collectively “Additional Rent”) ). If any such amounts are payable by Sublandlord on a monthly basis, Subtenant shall likewise pay to Sublandlord such Additional Rent (upon presentation of an invoice for same or delivery of notice of such recurring charges), on a monthly basis, in addition to and on the same dates as the monthly installments of Base Rent. Any Additional Rent not paid monthly shall be due and payable by Subtenant to Sublandlord within thirty ten (3010) days after written demand by receipt of a bxxx therefor from Sublandlord. Sublandlord shall furnish Subtenant with copies of statements received from the Prime Landlord together with supporting documentation, and Landlord shall have a calculation showing the same remedies amount due from Subtenant. To the extent that Subtenant has in fact paid to or for failure to pay the Additional Rent as for a non-payment benefit of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all Sublandlord those items of Additional Rent. In Rent which are due under the event Tenant has any reasonable objections or inquiries as to the supporting documentationPrime Lease, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will Subtenant shall not be responsible for late payment amounts under Section 3.04. In the event Landlord elects required to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for items of Additional Rent to the amount paid by Prime Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05.

Additional Rent. Unless another time shall be herein expressly providedIn addition to Base Rent, Tenant agrees to pay to Landlord as additional rent (“Additional Rent”): (i) commencing on the Commencement Date with respect to the Initial Premises and on the Subsequent Premises Commencement Date with respect to the Subsequent Premises, Tenant’s Share of “Operating Expenses” (as defined in Section 5), and (ii) any and all other amounts Tenant assumes or agrees to pay under the provisions of this Lease, including, without limitation, any additional rentand all other sums that may become due by reason of any default of Tenant or failure to comply with the agreements, charges or sums terms, covenants and conditions of this Lease to be performed by Tenant, after any applicable notice and cure period. If OAS Landlord (as defined in Section 41), in its sole and absolute discretion, elects to construct any OAS Amenities (as defined in Section 41), Landlord and Tenant acknowledge and agree that, any time after the OAS Amenities Commencement Date (as defined in Section 41), Landlord shall have right to increase the RSF of the Premises (which shall in turn result in a corresponding increase in the Base Rent payable by Tenant under this Lease Lease) by 0.1% for each 1,000 square feet of OAS Amenities constructed at One Alexandria Square up to a maximum of a 5% increase in the RSF of the Premises if 50,000 square feet or more of OAS Amenities are constructed. If Landlord elects to increase the RSF of the Premises pursuant to the immediately preceding sentence, then, commencing on the date that such increase in the RSF becomes effective, Tenant’s obligation to pay the Amenities Fee under Section 41(c) shall terminate. For example, if 40,000 square feet of OAS Amenities is constructed, then the RSF of the Premises (collectivelyincluding, “Additional without limitation, for the purposes of the calculation of the payment of Base Rent”) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentation122,954 rentable square feet. For the avoidance of doubt, and Landlord shall have if the same remedies for failure RSF of the Premises is increased pursuant to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlordthis paragraph, all Additional Rent Exhibit H shall be paid in amended to reflect the same currency and, at the same place as is the Fixed Base Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord due for the amount paid by Landlord, plus late charges under Section 3.04 as to remaining balance of the Base Term based on such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05increased RSF.

Additional Rent. Unless another time 4.1. For the period from the Commencement Date through and including December 31, 1999, Subtenant shall be herein expressly providedpay Sublandlord, any additional rentwithout demand, charges abatement, offset, counterclaim or sums payable by Tenant under this Lease setoff, in equal monthly installments on the first day of each calendar month, 'Pass-through Rent' at the rate of TWO HUNDRED SIXTY TWO THOUSAND EIGHT HUNDRED SIXTY SEVEN DOLLARS (collectively$262,867.00) per year or TWENTY ONE THOUSAND NINE HUNDRED FIVE DOLLARS AND 58/100 ($21,905.58)) per month. Thereafter, “Additional Rent”) shall be due and payable within thirty for each Operating Year (30) days after written demand by Landlord with supporting documentationas hereinafter defined), and Landlord shall have the same remedies for failure to pay the Additional Rent as for or a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlordportion thereof, all Additional Rent or a portion of which occurs after December 31, 1999, Subtenant shall be paid pay, as Escalation Rent, within the applicable time periods set forth for the relevant additional rent and escalation rent payments in the same currency andPrime Lease, at an amount equal to Subtenant's Proportionate Share (as hereinafter defined) of all of the same place additional and escalation rents as is the Fixed Rent are required to be paid by Sublandlord, as Tenant, with respect to such Operating Year, under each and every one of the provisions of the Prime Lease, including, without limitation, Articles 4 and 5 of the Prime Lease (such amount(s) as Sublandlord is required to pay to Prime Landlord under the Prime Lease being hereinafter referred to as 'Additional Rent(s)' and Subtenant's Proportionate Share of Additional Rent(s), or any other charge(s) required to be paid by Subtenant hereunder, or by wire transfer if requested by Landlordexcept Fixed Rent, being hereinafter referred to as 'Escalation Rent(s)'), it being the intention and agreement of the parties hereto that Sublandlord's payment obligation with respect to the same shall pass to Subtenant, and Subtenant shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not obligated to pay to Sublandlord so much of all of the disputed amountAdditional Rent and charges required to be paid under the Prime Lease as is equivalent to Subtenant's Proportionate Share thereof, and it is determined except that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will Subtenant shall not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant obligated to pay any disputed amounts portion of any Additional Rent or charges arising out of special services furnished by Prime Landlord directly to Sublandlord but not to Subtenant or arising out of any default by Sublandlord under the Prime Lease not caused by a default by Subtenant (or by any parties holding by or under Subtenant) hereunder. 4.2. From and after January 1, 2000, Sublandlord shall furnish to Subtenant, on a monthly basis or otherwise during each Operating Year, a written statement, based upon a comparable statement received by Sublandlord from Prime Landlord (together with a copy of such Prime Landlord's statement, with any non-relevant items, which Sublandlord determines to be confidential, redacted) setting forth Sublandlord's determination of the Escalation Rents for that month (any one or more of which Sublandlord-issued statements being hereinafter called the 'Operating Statement(s)'), which Operating Statements shall constitute a final determination as between Sublandlord and Subtenant of Escalation Rent for the period represented thereby, except that if Sublandlord receives a refund from Prime Landlord, or there shall be a deficiency in the payment of Additional Rent pursuant to the provisions of the Prime Lease, in the case of a refund, Sublandlord shall pay to Subtenant an amount equal to the amount which represents Subtenant's Proportionate Share of such refund for any period for which Subtenant has paid Escalation Rent (including any interest on such sum received by Sublandlord pursuant to the Prime Lease), and in the case of a deficiency, Subtenant shall pay to Sublandlord, on demand, an amount equal to the amount which represents Subtenant's Proportionate Share of such deficiency. Sublandlord agrees, upon the request of Subtenant, to furnish to Subtenant a copy of the statement from Prime Landord upon which any Operating Statement was based, provided Sublandlord may delete therefrom any information which is not relevant to the determination of the amount of Escalation Rents payable hereunder. 4.3. Sublandlord's failure during the Term to prepare and/or deliver, or any error made by Sublandlord in the preparation of, any Operating Statements or bills, or Sublandlord's failure to make a demand, under this Section 3.05.Article 4 or any other provision of this Sublease, shall not in any way be deemed to be a waiver of, or cause Sublandlord to forfeit or surrender, its rights to collect any portion of Escalation Rent which may have become

Additional Rent. Unless another time (a) In addition to the Base Rent set forth above, commencing on the Commencement Date, Subtenant shall be herein expressly providedpay to Sublandlord as additional rent ("Additional Rent"), any the following: (i) additional rent, charges or sums rent equal to one hundred percent (100%) ("Subtenant's Proportionate Share") of all amounts payable by Tenant under Sublandlord, if any, pursuant to the Master Lease for Operating Expenses (defined in the Master Lease), except that for purposes of this Lease Sublease the Base Operating Year (collectively, “Additional Rent”as defined in the Master Lease) shall be due and the calendar year ended December 31, 2005; (ii) additional rent equal to Subtenant's Proportionate Share of all amounts payable within thirty (30) days after written demand by Landlord with supporting documentationSublandlord on account of electricity, as set forth in Article 13 of the Master Lease, which is currently $1,438.41 per month as indicated on the escalation statement attached hereto as Schedule 1, and which is subject to adjustment as provided in the Master Lease; (iii) additional rent equal to Subtenant's Proportionate Share of any Taxes (as defined in the Master Lease) as set forth in Section 27.01 of the Master Lease, except that for purposes of this Sublease, Subtenant's Base Taxes shall be deemed to be actual Taxes for the period July 1, 2004 to June 30, 2005; (iv) additional rent equal to Subtenant's Proportionate Share of any and all additional rent payable by Sublandlord under any other provisions of the Master Lease during the term of this Sublease (other than amounts payable as a result of Sublandlord's breach of the Master Lease, which breach is not caused by or attributable to a breach by Subtenant of this Sublease); (v) the cost of any additional services or materials requested of Landlord shall have by or on behalf or at the same remedies for failure request of Subtenant; and (vi) any other amounts payable by Subtenant pursuant to pay the Additional Rent as for a non-payment provisions of Fixed Rent. Unless otherwise specifically instructed by Landlord, all this Sublease. (b) The aforesaid Additional Rent shall be paid in payable by Subtenant to Sublandlord upon the same currency andlater of (i) five (5) days prior to the date Sublandlord, at as tenant under the same place as Master Lease, is the Fixed Rent required to be paid hereundermake a corresponding payment, or by wire transfer if requested by Landlordany, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items each item of Additional Rent. In the event Tenant has any reasonable objections or inquiries as , to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 or (ii) twenty (20) days after presentation by Sublandlord to Subtenant of the bills therefor, whether issued during or after the term of this Sublease. This paragraph 3 shall survive the expiration or earlier termination of this Sublease. (c) Base Rent and Additional Rent is referred to in this Sublease collectively as to such amounts commencing "Rent". (d) Attached hereto and made a part hereof as Schedule 1 are copies of Sublandlord's most recent bills received from the date of Landlord’s payment. Notwithstanding Landlord reflecting the foregoingcurrent amounts charged under the Master Lease to Sublandlord for Operating Expense, any potential civil or criminal liability to Landlord shall not, in Taxes and of itself, require Tenant to pay any disputed amounts under this Section 3.05electricity charges.

Additional Rent. Unless another time All sums due from Tenant to Landlord (other than the Base Rent) or to any third party under the terms of this Lease shall be herein expressly provided, any additional rent, charges or sums payable by Tenant under this Lease rent (collectively, “Additional Rent”), including, without limitation the charges for Operating Expenses (described in Article 5) and all sums incurred by Landlord due to Tenant’s failure to perform its obligations under this Lease. In accordance with Section 5.1, so long as Tenant leases 100% of the Building, (a) Tenant shall pay directly to the person entitled thereto all Operating Expenses identified in clauses (iii), (vii) and (viii) of Section 5.1(b), and (b) Landlord shall pay directly Operating Expenses identified in Section 5.1(b) (other than in clauses (iii), (vii) and (viii)), for which Tenant shall reimburse Landlord as Additional Rent payable in monthly installments in advance equal to one-twelfth (1/12) of Tenant’s Share of the annual amount thereof. All Additional Rent which is payable to Landlord shall be due paid at the time and payable within thirty (30) days after written demand by place that Base Rent is paid. For the avoidance of doubt, Landlord with supporting documentationwill draw upon the Letter of Credit each month on the same day that Base Rent is drawn in an amount equal to the Additional Rent then due, and provided that if Landlord delivers the notice described in Section 4.2, Tenant shall pay the Additional Rent to Landlord in the same manner as Base Rent. Landlord will have the same remedies for failure to pay a default in the payment of any Additional Rent as for a non-default in the payment of Fixed Base Rent. Unless otherwise specifically instructed by LandlordTogether, all Base Rent and Additional Rent are sometimes referred to in this Lease as “Rent”. There shall be paid in the same currency andno abatement of, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoffdeduction from, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries setoff against Rent except as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, otherwise specifically provided in and of itself, require Tenant to pay any disputed amounts under this Section 3.05Lease.

Additional Rent. Unless another time (a) Additional Rent is payable in Years 1, 2 , and 3 of the Term shall be herein expressly providedcapped as follows; (i) Year 1 $216.07 per month; (ii) Year 2 $416.07 per month; and (iii) Year 3 $616.07 per month; . Commencing the first day of Year 4 of the Lease, any additional rent, charges the Tenant will pay to the Landlord as Additional Rent: (i) the Tenant’s Proportionate Share of the Operating Costs; (ii) the Tenant’s allocated portion of Taxes as provided in clause 6.1; (iii) the HVAC Costs incurred in respect of the Premises or allocated by the Landlord to the Premises in accordance with clause 6.2; (iv) the costs of all utilities as provided in clause 10.1; and (v) all other sums payable by Tenant of money required under this Lease (collectively, “to be paid to the Landlord by the Tenant whether or not designated as Additional Rent”, other than Minimum Rent . (b) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentationIn each Lease Year, the Tenant will pay as Additional Rent, and discharge when they become payable, all taxes, rates, duties, and assessments and other charges that may be levied, rated, charged, or assessed against the Leasehold Improvements (including, without limitation, the trade fixtures), and furniture, equipment, or facilities of the Tenant on or comprising part of the Premises, and every tax and licence fee in respect of every business or activity conducted on or from the Premises. (c) If any of the amounts referred to in subclauses 4.3(a) or 4.3(b) is not paid at the time required under this Lease, it will be collectible as Additional Rent with the next instalment of Rent falling due, but nothing in this Lease suspends or delays the payment of any amount of money when it becomes payable, or limits any other remedy of the Landlord. (d) The Tenant will pay to the Landlord shall have applicable GST and/or HST either at the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid time and in the same currency andmanner as monthly payments of Rent are payable, or at the same place as is time the Fixed Rent required taxing authority in respect of GST and/or HST requires them to be paid hereunder, by the Landlord or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it whichever is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05earlier.

Additional Rent. Unless another time All sums due from Tenant to Landlord (other than the Base Rent) or to any third party under the terms of this Lease shall be herein expressly provided, any additional rent, charges or sums payable by Tenant under this Lease rent (collectively, “Additional Rent”), including, without limitation, the 2004 Payment and the 2005 Payment, the charges for Operating Expenses (described in Article 5) and all sums incurred by Landlord due to Tenant’s failure to perform its obligations under this Lease. In accordance with Section 5.1, (a) Tenant shall pay directly to the person entitled thereto all Operating Expenses identified in clauses (iii), (vii) and (viii) of Section 5.1(b), and (b) Landlord shall pay directly Operating Expenses identified in Section 5.1(b) (other than in clauses (iii), (vii) and (viii)), for which Tenant shall reimburse Landlord as Additional Rent payable in monthly installments in advance equal to one-twelfth (1/12) of Tenant’s Share of the annual amount thereof. All Additional Rent which is payable to Landlord shall be paid at the time and place that Base Rent is paid. For the avoidance of doubt, Landlord will draw upon the Letter of Credit each month on the same day that Base Rent is drawn in an amount equal to the Additional Rent then due (including, if applicable, the 2004 Payment and payable within thirty (30) days after written demand by the 2005 Payment), provided that if Landlord with supporting documentationdelivers the notice described in Section 4.2(a), and Tenant shall pay the Additional Rent to Landlord shall in the same manner as Base Rent. Landlord will have the same remedies for failure to pay a default in the payment of any Additional Rent as for a non-default in the payment of Fixed Base Rent. Unless otherwise specifically instructed by LandlordTogether, all Base Rent and Additional Rent are sometimes referred to in this Lease as “Rent”. There shall be paid in the same currency andno abatement of, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoffdeduction from, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries setoff against Rent except as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, otherwise specifically provided in and of itself, require Tenant to pay any disputed amounts under this Section 3.05Lease.

Additional Rent. Unless another time (a) Except as expressly set forth herein to the contrary, Tenant agrees to assume and be obligated to perform all obligations and to pay all charges, costs, expenses and taxes which are the obligation of Landlord under the Xxxxxxxxx, whether by way of direct payment by the Tenant or reimbursement to the Landlord under the Xxxxxxxxx, which are attributable to the sublease Premises. Except to the extent that any of such items are attributable solely to the Sublease Premises (in which event they shall be herein expressly providedsolely Tenant's cost and expense), any additional rent, charges or sums payable by Tenant under this Lease (collectively, “Additional Rent”) shall be due responsible for 35.72% of Landlord's total obligation for such charges, costs, expenses and payable within thirty taxes under the Xxxxxxxxx (30"Tenant's Proportionate Share"). These charges costs, expenses and taxes shall include, without limitation, the following: (i) days after written demand by Landlord Tenant's Proportionate Share of Utilities and Taxes as set forth in Sections 6 and 39 of the Xxxxxxxxx; and (ii) Compliance with supporting documentation, Laws as set forth in Section 7 of the Xxxxxxxxx; and Landlord shall have (iii) Repairs and Maintenance as set forth in Sections 2 and 3 of the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, Xxxxxxxxx and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Rider thereto (except that Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts maintenance or repair of the roof or structure at the premises, which shall be Landlord's sole responsibility unless any such repairs are caused by the actions of Tenant); (iv)Insurance as set forth in Section __; and (v) fire insurance, whether paid by Landlord or Overlandlord under Section 3.04the Xxxxxxxxx. The foregoing items (i) through (v) are not intended to limit Tenant's obligations, but are merely intended to enumerate articles containing certain of Tenant's obligations. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfoundedaddition, Tenant will promptly reimburse shall be liable for any interest or penalties charged to the Landlord for by the amount paid Overlandlord under the Xxxxxxxxx plus the costs and attorneys fees incurred by Landlord, plus late charges under Section 3.04 as to such amounts commencing from a result of the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant Tenant's failure to pay any disputed amounts or perform any obligations which are Tenant's obligation hereunder. (b) Tenant shall pay its Proportionate Share of all utility charges servicing the Premises, as Additional Rent. Specifically, Tenant's responsibility for its share of gas expenses shall be allocated by estimating Tenant's gas service usage and not by. the square footage occupied by Tenant. Tenant will be provided with copies of the gas bills for the Premises, and Tenant will have an opportunity to independently verify said bills with the utility provider. Electric service shall be separately sub-metered at Landlord's expense. (c) All of the foregoing obligations of Tenant described in (a) and (b) above shall be payable and/or performed by Tenant as required under the Xxxxxxxxx, and as to any obligations requiring notice or billing from the Overlandlord under the Xxxxxxxxx, within fifteen (15) days after receipt of a copy of the xxxx and written notice from Landlord to Tenant stating the amount due and the purpose for such obligation. (d) All taxes, charges, costs and expenses which Tenant assumes or agrees to pay under any provision of this Sublease, together with any and all other sums which may become due, by reason of any default of Tenant or failure on Tenant's part to comply with the provisions, covenants and conditions of this Sublease on Tenant's part to be performed, and each or any of them, shall be collectible and recoverable as Additional Rent, and, in the event of nonpayment thereof, Landlord shall have all the rights and remedies provided herein and in the Xxxxxxxxx as in the case of nonpayment of Basic Rent or Additional Rent beyond applicable notice and cure periods. (e) The applicable provisions of this Section 3.05shall survive the expiration or sooner termination of this Sublease.

Additional Rent. Unless another time Tenant shall pay as additional rent the costs associated with real property taxes, casualty and liability insurance policies, and the services provided by Landlord pursuant to Section 2.03 for the Premises (the "Additional Rent"). The Additional Rent shall be herein expressly providedpro rated based on Tenant's percentage occupancy of the Premises. Tenant acknowledges that for the purposes of this Lease, Tenant shall be deemed to occupy 74% of the Premises for so long as a portion of the Premises is subleased pursuant to that certain sublease between Tenant (as Sublessor) and Sanders, a Lockheed Martin Company ("Sanders") and a division of Landlorx (xx Xublessee) datxx xx even date hxxxxxxx (the "Sublease"). If at any additional rent, charges or sums payable by Tenant under time during the term of this Lease (collectivelySanders ceases to occupy a portion of the Premises pursuant to the Sublexxx, “xxen Tenant shall be deemed to occupy 100% of the Premises for the purposes of calculating the Additional Rent”) Rent pursuant to this Section 3.02. Notwithstanding any provision of this Section 3.02 to the contrary, Tenant shall also pay as Additional Rent 89% of the cost of electric power for the Premises during the term of this Lease on the condition that Sanders occupies a portion of the Premises under the Sublease. In the evxxx Xxxders does not occupy a portion of the Premises, pursuant to the Sublexxx, xx any time during the term of this Lease, then Tenant shall pay 100% of the cost of electric power for the Premises. The provisions of the preceding sentence shall be altered by agreement of the parties, if accomplishing the foregoing presents unreasonable difficulties under, or is otherwise required by, applicable State of New Hampshire utilities laws. Any such Additional Rent shall be due and payable within thirty (30) 10 days after of receipt by Tenant of a written demand by Landlord with supporting documentation, request for payment thereof and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of reasonable documentation regarding such Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05.

Additional Rent. Unless another time Tenant shall be herein expressly providedcontinue to pay all other Rent and all other amounts payable under the Lease including, any additional rentwithout limitation, charges Tenant’s Share of Common Area Operating Expenses; provided that commencing on the Expansion Premises Rent Commencement Date, Tenant’s Share of Common Area Operating Expenses shall take into account the Existing Premises and the Expansion Premises (and shall become 10.27%), and is based upon two buildings located at the Building Complex; however, to the extent an Operating Expense relates only to the building in which the Premises (or sums payable by Tenant portion of the Premises) is located (and not the other building and/or Common Areas), Landlord shall have the right to allocate such Operating Expense only to the building in which the Premises (or portion of the Premises) is located. By way of example only, if an Operating Expense relates only to the Expansion Premises Building, then Landlord shall have the right to allocate such Operating Expense to the Expansion Premises Building (and the Expansion Premises). In addition, with respect to all Rent and other amounts due under this the Lease (collectivelyand notwithstanding any other provision in this Lease), if Tenant fails to provide Landlord with written notice of a dispute with any statement of account (or any other bill or invoice for Rent or any other amounts due) (each, a “Additional RentBill”) shall be due and payable within prior to the date that is thirty (30) days after written demand by Landlord with supporting documentationdelivers the Bill, and Landlord shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent then Tenant shall be paid in the same currency and, at the same place as is the Fixed Rent required deemed to be paid hereunder, or by wire transfer if requested by Landlordhave approved such Bill, and shall be paid without barred from raising any abatementclaims regarding such Bill, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as right to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as review records pertaining to such amounts commencing from Bill, or the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability payments made by Tenant pursuant to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05such Bill.

Additional Rent. Unless another time (i) The Company agrees that, during the Lease Term, it shall pay directly to the Issuer, as Additional Rent, an amount sufficient to reimburse the Issuer for all reasonable expenses and advances incurred by the Issuer in connection with the Project subsequent to the execution of this Lease, including, but not limited to, the reasonable fees and expenses of counsel for the Issuer, provided that the same are incurred as a result of the failure of the Company to comply with the terms of this Lease or are subject to payment or indemnification by the Company under this Section 5.3(b)(i) or Sections 6.6, 8.4 or 10.4 hereof. All payments of Additional Rent described in this paragraph shall be herein expressly providedbilled to the Company by the Issuer from time to time, any additional rent, charges together with a statement ce1tifying that the amount for which reimbursement is sought for one or sums payable more of the above-described expenditures has been incurred or paid by Tenant under this Lease (collectively, “Additional Rent”) the Issuer. Amounts so billed shall be due and payable paid by the Company within thirty (30) days after written demand receipt of the xxxx, which shall contain reasonable detail, by Landlord with supporting documentation, and Landlord shall have the same remedies for failure Company; the right of the Issuer to pay payments under this paragraph is one of the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional RentUnassigned Rights. In the event Tenant has the Company shall fail to make any reasonable objections or inquiries of the payments required in this Section 5.3(b)(i), the unpaid amount shall continue as an obligation of the Company until fully paid, and shall accrue interest from such thirtieth day at the Default Interest Rate. (ii) The Company agrees that, during the Lease Term, it shall pay directly to the supporting documentationHolder, Tenant may withhold payment as Additional Rent, an amount sufficient to reimburse the Holder for all expenses and advances reasonably incurred by the Holder hereunder in connection with the Project subsequent to the disputed amountexecution of this Lease, including, but not limited to, the reasonable fees and expenses of counsel for the Issuer, provided that the same are incurred as a result of the failure of the Company to comply with the terms of this Lease or are subject to indemnification by the Company under this Section 5.3(b)(ii) or Sections 6.6, 8.4 or I 0.4 hereof. All payments of Additional Rent described in this paragraph shall be billed to the Company by the Holder from time to time, together with a statement. If the xxxx relates to a reimbursement, ce1tifying that the amount for which reimbursement is sought for one or more of the above-described expenditures has been incurred or paid by the Holder. Amounts so billed shall be paid by the Company within thirty (30) days after receipt of the xxxx by the Company. In the event Landlord elects not the Company shall fail to pay make any of the disputed amountpayments required by this Section 5.3(b)(ii), the unpaid amount shall continue as an obligation of the Company until fully paid, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all shall accrue interest and penalties arising from such nonthirtieth day at the Default Interest Rate. The Holder shall be a third-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date party beneficiary of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.055.3(b)(ii) and shall be entitled to enforce the same against the Company, subject to the provisions of this Lease.

Additional Rent. Unless another Lessee shall pay to Brazos from time shall be herein expressly providedto time, any on demand, as additional rentrent ("ADDITIONAL RENT") (i) amounts required to reimburse Brazos for its obligations, charges or sums costs and expenses (not previously included in Basic Rent) incurred in acquiring, financing and leasing the Property, including, without limitation, reasonable auditor's fees, if any, and all amounts payable by Tenant Brazos under this Lease Sections 2.3, 2.6, 2.8, 2.9, 2.11, 5.5, 9.4 and 9.7 of the Credit Agreement, in effect on the date hereof or modified with the prior written consent of Lessee or, at such time as no borrowing is outstanding under the Credit Agreement (collectively, “Additional Rent”) shall all such payments to be due and payable within thirty (30) days after written demand by Landlord with supporting documentation, and Landlord shall have made at the same remedies for failure to pay time specified in the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by LandlordCredit Agreement), all Additional Rent shall be paid in such amounts which are otherwise provided for under the same currency andCredit Agreement, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as (ii) to the supporting documentationextent legally enforceable, Tenant may withhold payment as to the disputed amount. In the event Landlord elects interest on each overdue amount not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 Lessee to Brazos as to such amounts commencing provided in this Ground Lease from the date such overdue amount was due until paid at the per annum rate of Landlord’s payment. Notwithstanding interest equal to the foregoingmost recent rate of interest calculated pursuant to the Credit Agreement or established by Agent in the absence of any borrowing under the Credit Agreement, plus two percent (2%), (iii) the amount of all Prepayment Premiums payable to the limited partner of Brazos under the Brazos Partnership Agreement, and (iv) all reasonable costs and expenses incurred by the limited partner of Brazos (1) in connection with the occurrence and during the continuance of a default under the Lease Documents or (2) in connection with the review and execution of any amendment requested by Lessee or Guarantor (whether or not such amendment is executed) to the Lease Documents (as defined in the Guaranty), the Guaranty, any potential civil security agreement entered into in connection with the Guaranty, or criminal liability any consent requested by or on behalf of Lessee in connection with the Lease Documents or the Brazos Partnership Agreement whether or not said request is granted. Lessee shall also pay to Landlord shall not, Brazos on demand an amount equal to any reasonable expenses and attorneys' fees incurred by Brazos in collecting such unpaid sums and of itself, require Tenant to pay any disputed amounts under this Section 3.05enforcing the obligations for such unpaid sums.

Additional Rent. Unless another time shall be herein expressly provided, any additional rent, charges or sums payable by Tenant under this Lease (collectively, “Additional Rent”) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentation, and Landlord shall have It is the same remedies for failure intention of the parties hereto that in addition to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent the Basic Monthly Rental there shall be paid on a quarterly basis Additional Rent so that the leasing of the Demised Premises shall be construed as a net lease to Landlord except for the obligations specifically assumed by Landlord. In addition, there are Optional Services which Landlord can offer to Tenant which, if accepted Tenant, will require payments to Landlord as Additional Rent. The services are those described in the same currency andSection 6.04 and any other services for which parties may contract. There are three categories of Additional Rent items as follows: Real Estate Taxes, at the same place Operating Expenses, and Utility Charges. Optional Services, although not categorized as is the Fixed Additional Rent, are covered in Section 6.04 below. Landlord agrees to provide Tenant with appropriate documentation as reasonably requested by Tenant to substantiate Additional Rent charges and Optional Services, except that Landlord shall not be required to substantiate (i) the rates set forth in Exhibit D hereto for Optional Services, as said rates may be paid hereunder, or by wire transfer if requested by Landlordchanged from time to time in accordance with Section 6.04, and (ii) the hourly labor rates for employees of Landlord in connection with Operating Expenses and Utility Charges. On the first day of the second month of each calendar quarter during the lease term, Landlord shall provide Tenant with a quarterly invoice setting forth Tenant's items of Additional Rent and Optional Services. Invoices will be paid without any abatement, reduction, setoff, counterclaim or deduction adjusted to account for any reason whatsoeverpartial calendar quarters. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, invoiced amount by the 21st day of that month. Quarterly payments (as well as adjusted payments and it is determined that Tenant’s objection was unfounded, Tenant will refunds) may be liable for all interest and penalties arising from such non-payment made by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05electronic wire transfer.

Additional Rent. Unless another time (i) The Company agrees that, during the Lease Term, it shall pay directly to the Issuer, as Additional Rent, an amount sufficient to reimburse the Issuer for all reasonable expenses and advances reasonably incurred by the Issuer hereunder in connection with the Project subsequent to the execution of this Lease, including, but not limited to, the reasonable fees and expenses of counsel for the Issuer, provided that the same are incurred as a result of the failure of the Company to comply with the terms of this Lease or are subject to payment or indemnification by the Company under this Section 5.3(b)(i) or Sections 6.6, 8.4 or 10.4 hereof. All payments of Additional Rent described in this paragraph shall be herein expressly providedbilled to the Company by the Issuer from time to time, any additional rent, charges together with a statement certifying that the amount for which reimbursement is sought for one or sums payable more of the above-described expenditures has been incurred or paid by Tenant under this Lease (collectively, “Additional Rent”) the Issuer. Amounts so billed shall be due and payable paid by the Company within thirty (30) days after written demand receipt of the xxxx by Landlord with supporting documentation, and Landlord shall have the same remedies for failure Company; the right of the Issuer to pay payments under this paragraph is one of the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional RentUnassigned Rights. In the event Tenant has the Company shall fail to make any reasonable objections or inquiries of the payments required in this Section 5.3(b)(i), the unpaid amount shall continue as an obligation of the Company until fully paid, and shall accrue interest from such thirtieth (30th) day at the Default Interest Rate. (ii) The Company agrees that, during the Lease Term, it shall pay directly to the supporting documentationHolder, Tenant may withhold payment as Additional Rent, an amount sufficient to reimburse the Holder for all expenses and advances reasonably incurred by the Holder hereunder in connection with the Project subsequent to the disputed amountexecution of this Lease, including, but not limited to, the reasonable fees and expenses of counsel for the Issuer, provided that the same are incurred as a result of the failure of the Company to comply with the terms of this Lease or are subject to indemnification by the Company under this Section 5.3(b)(ii) or Sections 6.6, 8.4 or 10.4 hereof. All payments of Additional Rent described in this paragraph shall be billed to the Company by the Holder from time to time, together with a statement: (1) if the xxxx relates to a reimbursement, certifying that the amount for which reimbursement is sought for one or more of the above described expenditures has been incurred or paid by the Holder, and (2) if the xxxx relates to an agreed annual or periodic administrative fee, certifying that the amount of the fee is in accordance with such agreement and with the foregoing provisions of this paragraph. Amounts so billed shall be paid by the Company within thirty (30) days after receipt of the xxxx by the Company. In the event Landlord elects not the Company shall fail to pay make any of the disputed amountpayments required in this Section 5.3(b)(ii), the unpaid amount shall continue as an obligation of the Company until fully paid, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all shall accrue interest and penalties arising from such non-payment by Tenant, however, Tenant will not thirtieth day at the Default Interest Rate. The Holder shall be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date a third party beneficiary of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.055.3(b)(ii) and shall be entitled to enforce the same against the Company.

Additional Rent. Unless another time Beginning on the Commencement Date and thereafter throughout the Term, Lessee shall be herein expressly provided, any pay to Lessor as additional rent, charges or sums payable by Tenant under this Lease rent (collectively, “Additional Rent”) shall be due equal monthly installments on account of (i) all of “Lessor’s Insurance Premiums” (as defined in Paragraph 7[b]) for insurance on the Premises and payable within thirty the 000-000 Xxxxxxxxxx Xxxxxx property, (30ii) days after written demand by Landlord with supporting documentationLessee’s Proportionate Share of the “Lessor’s Insurance Premises” for the 000 Xxxxxxxxx Xxxxxx property, (iii) all of the “Real Property Taxes” (as defined in Paragraph 8[a]) assessed against the Premises and the 000-000 Xxxxxxxxxx Xxxxxx property, and Landlord shall have (iv) Lessee’s Proportionate Share of the same remedies for failure “Real Property Taxes” assessed against the 000 Xxxxxxxxx Xxxxxx property, together with an administrative fee equal to pay ten percent (10%) of the Additional Rent as for a non-payment total of Fixed Rentsuch items. Unless otherwise specifically instructed by Landlord, all The amount of the Additional Rent shall be paid reasonably estimated by Lessor annually in a written statement given to Lessee by Lessor, and may be revised by Lessor from time to time by written notice given to Lessee. Additional Rent shall be payable monthly in advance at the time and at the place where Fixed Minimum Rent is payable. Lessee shall pay the first month’s estimated Additional Rent (in the same currency and, at amount set forth in the same place as is Lease Summary) to Lessor upon execution of this Lease by Lessee. Notwithstanding the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as foregoing to the supporting documentationcontrary, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the any amount paid by LandlordLessor (i) to cover the deductibles on the insurance to be maintained by Lessor pursuant to Paragraph 7(b), plus late charges under Section 3.04 and (ii) because the insurance to be maintained by Lessor pursuant to Paragraph 7(b) does not cover one hundred percent (100%) of the loss, shall, for the purposes of this Paragraph 4(d), be amortized, together with interest at the Interest Rate (as defined in Paragraph 4[g] below), over the useful life of the items paid for from such amounts, and only that portion of such amortization that is allocable to each year of the Term of this Lease shall be included in Additional Rent for that year. Within ninety (90) days after the end of each calendar year during the Term, or as soon thereafter as practicable, Lessor shall provide Lessee with a written reconciliation of the amount of Additional Rent paid by Lessee and the Additional Rent actually incurred by Lessor during the preceding calendar year. Within ten (10) days after receipt of such amounts commencing from statement, Lessee shall pay to Lessor any deficiency in the date amount of Landlord’s paymentAdditional Rent paid by Lessee as shown in such statement. Notwithstanding If such statement shows that Lessee paid more in Additional Rent than the foregoingAdditional Rent actually incurred by Lessor, any potential civil or criminal liability then Lessor shall apply the surplus payment to Landlord shall not, in and the next installment of itself, require Tenant to pay any disputed amounts under this Section 3.05Additional Rent payable by Lessee.

Additional Rent. Unless another time (1) This Lease is intended to be a triple-net lease with respect to Landlord and the Base Rent owing hereunder is (x) to be paid by Tenant absolutely net of all costs and expenses relating to Landlord’s ownership and operation of the Premises and the Building except as otherwise expressly set forth in this Lease, and (y) except as otherwise expressly set forth in this Lease, not to be reduced, offset or diminished, directly or indirectly, by any cost, charge or expense payable hereunder by Tenant or by others in connection with the Premises, or any part thereof. The provisions of this Paragraph 4(b) for the payment of Tenant’s Proportionate Share(s) of Operating Expenses, Insurance Expenses and, subject to the provisions of Paragraph 27 below, Taxes (as hereinafter defined) are, except as otherwise expressly set forth in this Lease, intended to pass on to Tenant, Tenant’s share of all costs and expenses relating to Landlord’s ownership and operation of the Building and/or the Premises. During the Term, in addition to the Base Rent, Tenant shall be herein expressly pay to Landlord as Additional Rent, in accordance with this Paragraph 4, (i) Tenant’s Proportionate Share(s) of Operating Expenses, (ii) Tenant’s Proportionate Share(s) of Insurance Expenses attributable to each Computation Year, and (iii) subject to the provisions of Paragraph 27 below, Tenant’s Proportionate Share(s) of Taxes attributable to each Computation Year; provided, however, that if at any additional renttime Tenant ceases to be the sole tenant of the Building, charges Landlord reserves the right to, in good faith, establish classifications for the equitable allocation of Operating Expenses, Insurance Expenses and Taxes that are incurred for the direct benefit of specific tenants (including, without limitation, Tenant) or sums payable by Tenant under users in the Building. (2) As used in this Lease (collectivelyLease, “Additional Rent”) shall be due and payable within thirty (30) days after written demand by Landlord with supporting documentation, and Landlord the following terms shall have the same remedies for failure to pay the Additional Rent as for a non-payment of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all items of Additional Rent. In the event Tenant has any reasonable objections or inquiries as to the supporting documentation, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will not be responsible for late payment amounts under Section 3.04. In the event Landlord elects to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for the amount paid by Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05.meanings specified:

Additional Rent. Unless another time On and after the Full Delivery Date, Subtenant shall be herein expressly providedcontinue to pay to Sublandlord, any as additional rent, charges or sums an amount equal to (i) all amounts payable by Tenant Sublandlord pursuant to the Prime Lease with respect to (a) that certain Declaration of Covenants, Easements and Restrictions (Protective Covenants) dated September 24, 1997, and recorded among the Land Records of Xxxxxxxxxx County, Maryland in Liber 15181 at folio 74 (the “Protective Covenants”) a copy of which is attached hereto and made a part hereof as Exhibit E, (b) that certain Declaration of Covenants, Conditions, Easement and Restrictions for The Xxxxx Xxxxxxx University Belward Research Campus dated September 24, 1997, and recorded among the Land Records of Xxxxxxxxxx County, Maryland in Liber 15181 at folio 84 (the “Declaration”) a copy of which is attached hereto and made a part hereof as Exhibit F, and (c) that certain Easement Agreement dated February 28, 2001, and recorded among the Land Records of Xxxxxxxxxx County, Maryland in Liber 18918 at folio 448 (the “Easement Agreement”), a copy of which is attached hereto and made a part hereof as Exhibit G, and (ii) all amounts (other than base annual rental due under this Lease the Prime Lease) payable by Sublandlord (collectivelyas tenant) pursuant to the Prime Lease, including, but not limited to, Taxes (as defined in Section 6 of the Prime Lease) (individually and collectively “Additional Rent”) ). If any such amounts are payable by Sublandlord on a monthly basis, Subtenant shall likewise pay to Sublandlord such Additional Rent (upon presentation of an invoice for same or delivery of notice of such recurring charges), on a monthly basis, in addition to and on the same dates as the monthly installments of Base Rent. Any Additional Rent not paid monthly shall be due and payable by Subtenant to Sublandlord within thirty ten (3010) days after written demand by receipt of a xxxx therefor from Sublandlord. Sublandlord shall furnish Subtenant with copies of statements received from the Prime Landlord together with supporting documentation, and Landlord shall have a calculation showing the same remedies amount due from Subtenant. To the extent that Subtenant has in fact paid to or for failure to pay the Additional Rent as for a non-payment benefit of Fixed Rent. Unless otherwise specifically instructed by Landlord, all Additional Rent shall be paid in the same currency and, at the same place as is the Fixed Rent required to be paid hereunder, or by wire transfer if requested by Landlord, and shall be paid without any abatement, reduction, setoff, counterclaim or deduction for any reason whatsoever. Tenant shall timely pay all Sublandlord those items of Additional Rent. In Rent which are due under the event Tenant has any reasonable objections or inquiries as to the supporting documentationPrime Lease, Tenant may withhold payment as to the disputed amount. In the event Landlord elects not to pay the disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will be liable for all interest and penalties arising from such non-payment by Tenant, however, Tenant will Subtenant shall not be responsible for late payment amounts under Section 3.04. In the event Landlord elects required to pay such disputed amount, and it is determined that Tenant’s objection was unfounded, Tenant will promptly reimburse Landlord for items of Additional Rent to the amount paid by Prime Landlord, plus late charges under Section 3.04 as to such amounts commencing from the date of Landlord’s payment. Notwithstanding the foregoing, any potential civil or criminal liability to Landlord shall not, in and of itself, require Tenant to pay any disputed amounts under this Section 3.05.E.