Common use of Annual Rent Clause in Contracts

Annual Rent. (a) The Tenant shall pay to the Landlord Annual Rent during the Term without set-off, abatement or deduction, Annual Rent of ● ($●) Dollars per annum plus the Management Expense Recovery. (b) The Annual Rent shall be automatically increased on each annual anniversary of the Lease Commencement Date (excluding during any extension of the Term) by an amount equal to 2.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (c) During any extension term, if exercised, annual rent for the first year of such extension term shall be the then current fair market rental for similar premises in similar vicinities at the commencement of the extension term in question as agreed upon between the parties by no later than six (6) months prior to what would have been the expiry of the Term but for such extension, and failing agreement by that date then the Annual Rent for the extension term in question will be determined by arbitration in accordance with the Arbitration Act (British Columbia) and the provisions of this Lease. Notwithstanding the foregoing, in no event will the sum of the Annual Rent plus the Management Expense Recovery for the first year of any extension term be greater than 110% of, or less than 90% of, the sum of the Annual Rent plus the Management Expense Recovery charged in the final year of the Term prior to such extension. Each year after the first year of any extended Term, the Annual Rent shall be automatically increased by an amount equal to 1.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (d) The parties agree that Annual Rent is not now, nor will it in the future be, calculated or determined based upon the leaseable area of the Buildings, and for the purposes of calculating fair market rental for the purposes of Section 3.1(c) at no time shall any Tenant Amenity Development (constructed pursuant to Section 2.3) be considered or included. (e) The Annual Rent and the Management Expense Recovery shall be paid in twelve (12) equal monthly installments, in advance, on the first day of each month of each Lease Year, pro-rated for any part of a month in which the Term commences or expires. (f) The Tenant shall pay to the Landlord the Additional Rent and Sales Taxes due under this Lease when due pursuant to the terms of this Lease. (g) If requested by the Landlord, Tenant shall pay Rent and Sales Taxes by automated clearing house or wire transfer as directed by Landlord or its Mortgage lenders.

Annual Rent. (a) The Tenant TDI-NE shall pay to the Landlord Annual Rent during the Term without set-off, abatement or deduction, Annual Rent of ● ($●) Dollars per annum plus the Management Expense Recovery. (b) The Annual Rent shall be automatically increased on each annual anniversary of the Lease Commencement Date (excluding during any extension of the Term) by an amount equal to 2.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (c) During any extension term, if exercised, State annual rent for in advance. During the first year of such extension term this Lease and for the first ten (10) years of the Initial Term, annual rent shall be $4 million per year. The parties agree that the then current rent provided for hereunder is fair market rental for similar premises value ("FMV") rent in similar vicinities at accordance with 19 V.S.A. §26a(a). Commencing in the commencement eleventh (11th) year of the extension term Initial Term, the State and TDI-NE shall adjust the annual rent to be payable annually for the duration of the Initial Term by 1.5% for each remaining year in question the Initial Term, as agreed upon between shown in the parties by no later than six (6) months attached table. Thereafter, the rent shall again be adjusted, and paid, in the same fashion for each successive Extension Term including any period of holdover, unless the Lease is sooner terminated. Annual rent payments shall be due and payable on or before each anniversary date of the Commencement Date of the Initial Term and any of the Extension Terms. The initial rent payment shall be due and payable prior to what would have been execution of this Lease by the expiry State. All rent payments made by TDI-NE hereunder shall be less any rents paid by TDI-NE under the Master License Agreement for use of the Term but for railroad segment. TDI-NE shall make its annual rent payable to "Treasurer, State of Vermont” and each said payment shall be mailed to the State at: Vermont Agency of Transportation Financial Operations One National Life Drive Montpelier, VT 05633-5001 or as otherwise directed in writing by State. In the event of past due rent, if such extensionfailure is continuing ten (10) business days after written notice of such failure, and failing agreement by that date then the Annual Rent for State may assess interest on the extension term in question will be determined by arbitration overdue amount in accordance with the Arbitration Act (British Columbia) and maximum legal rate of interest under the provisions Vermont statutes. In further consideration for this Lease, TDI-NE shall pay any Vermont Transfer Tax that may be due upon account of this Lease. Notwithstanding The Parties shall cooperate in the foregoing, in no event will the sum preparation and execution of the Annual Rent plus the Management Expense Recovery for the first year a Memorandum of Lease (including a memorandum of any extension term amendments hereto) to be greater than 110% of, or less than 90% of, the sum of the Annual Rent plus the Management Expense Recovery charged recorded in the final year of the Term prior to such extensionland records, together with any transfer tax return that may be required. Each year after the first year of any extended Term, the Annual Rent shall be automatically increased by an amount equal to 1.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (d) The parties Parties expressly agree that Annual Rent is not now, nor will it a Memorandum of Lease in proper statutory form may be recorded by either the future be, calculated State or determined based upon the leaseable area of the Buildings, and for the purposes of calculating fair market rental for the purposes of Section 3.1(c) at no time shall any Tenant Amenity Development (constructed pursuant to Section 2.3) be considered or included. (e) The Annual Rent and the Management Expense Recovery shall be paid in twelve (12) equal monthly installments, in advance, on the first day of each month of each Lease Year, proTDI-rated for any part of a month in which the Term commences or expires. (f) The Tenant shall pay to the Landlord the Additional Rent and Sales Taxes due under this Lease when due pursuant to the terms of this Lease. (g) If requested by the Landlord, Tenant shall pay Rent and Sales Taxes by automated clearing house or wire transfer as directed by Landlord or its Mortgage lenders.NE. INITIAL LEASE TERM 1 $4,000,000 2 $4,000,000 3 $4,000,000 4 $4,000,000 5 $4,000,000 6 $4,000,000 7 $4,000,000 8 $4,000,000 9 $4,000,000 10 $4,000,000 11 $4,060,000 12 $4,120,900 13 $4,182,714 14 $4,245,454 15 $4,309,136 16 $4,373,773 17 $4,439,380 18 $4,505,970 19 $4,573,560 20 $4,642,163 21 $4,711,796 22 $4,782,473 23 $4,854,210 24 $4,927,023 25 $5,000,928 26 $5,075,942 27 $5,152,081 28 $5,229,363 29 $5,307,803 30 $5,387,420 31 $5,468,231 32 $5,550,255 33 $5,633,509 34 $5,718,011 35 $5,803,781 36 $5,890,838 37 $5,979,201 38 $6,068,889 39 $6,159,922 40 $6,252,321 41 $6,346,106 42 $6,441,297 43 $6,537,917 44 $6,635,985 46 $6,836,558 47 $6,939,107 48 $7,043,193 49 $7,148,841 ATTACHMENT C: STANDARD STATE PROVISIONS FOR

Annual Rent. (ai) The Tenant In addition to the Quarterly Rent provided for in subsection 2.1(a) above, Lessee shall pay to the Landlord Annual Rent during the Term without set-offLessors in arrears, abatement or deduction, Annual Rent of ● ($●) Dollars per annum plus the Management Expense Recovery. (b) The Annual Rent shall be automatically increased on each annual anniversary of the Lease Commencement Date (excluding during any extension of the Term) by an amount equal to 2.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (c) During any extension term, if exercised, annual rent for the first year of such extension term shall be the then current fair market rental for similar premises in similar vicinities at the commencement of the extension term in question as agreed upon between the parties by no later than six (6) months prior to what would have been the expiry of the Term but for such extensioncommencing January 1. 1992, and failing agreement by that date then the Annual Rent for the extension term in question will be determined by arbitration in accordance with the Arbitration Act (British Columbia) and the provisions of this Lease. Notwithstanding the foregoing, in no event will the sum of the Annual Rent plus the Management Expense Recovery for the first year of any extension term be greater than 110% of, or less than 90% of, the sum of the Annual Rent plus the Management Expense Recovery charged in the final year of the Term prior to such extension. Each year after the first year of any extended Term, the Annual Rent shall be automatically increased by an amount equal to 1.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (d) The parties agree that Annual Rent is not now, nor will it in the future be, calculated or determined based upon the leaseable area of the Buildings, and for the purposes of calculating fair market rental for the purposes of Section 3.1(c) at no time shall any Tenant Amenity Development (constructed pursuant to Section 2.3) be considered or included. (e) The Annual Rent and the Management Expense Recovery shall be paid in twelve (12) equal monthly installments, in advance, continuing on the first day of each month Lease Year thereafter during the Initial Lease Term, an installment of each Lease Yearre, pro-rated for any part (the "Annual Rent") in an amount equal to $1,192,366,00 less 5.71% of a month in the amount, if any, by which the Term commences or expiresAdjusted Base Value exceeds the Base Value; provided, however, that the Annual Rent Payment for the First Lease Year shall be equal to $1,192,366,00 less 5,71% of the amount, if any, by which the Adjusted Base Value exceeds the Base Value times eleven twelfths (11/12ths). (fii) The Tenant shall pay to Notwithstanding the Landlord foregoing, in the Additional Rent event any portion of the Property is sold by Lessor free and Sales Taxes due under this Lease when due pursuant to the terms clear of this Lease, is the subject of a Taking or is otherwise released from this Lease prior to the end of the Lease Term, for the Lease Year in which such sale, Taking or release takes place, the Annual Rent for such year shall be reduced by an amount equal to the product of (A) the difference between the Daily Annual Rent prior to and the Daily Annual Rent after such sale, Taking or release and (B) the actual number of days from and including the date of such sale, Taking or release to but not including the first day of the next Lease Year. The installments of Annual Rent required to be paid by Lessee pursuant to subsection 2.1(b)(i) above for Lease Years beginning subsequent to the Lease Year in which such sale, Taking or release took place shall be adjusted and thereafter paid in an amount equal to (X) the Annual Rent payment which would have otherwise been payable had no such sales, Takings or releases occurred minus (Y) the product obtained by multiplying the Cumulative Allocation Ratio after such sale, Taking or release times the Annual Rent payment which would have otherwise been payable had no such sales, Takings or releases occurred. (g) If requested by the Landlord, Tenant shall pay Rent and Sales Taxes by automated clearing house or wire transfer as directed by Landlord or its Mortgage lenders.

Annual Rent. (a) The Subject to the terms and conditions of this Lease, Tenant shall pay to the Landlord Annual Rent during for the Term without set-offPremises in monthly installments as described below, abatement or deduction, Annual Rent and each installment of ● ($●) Dollars per annum plus the Management Expense Recovery. (b) The Annual Rent shall be automatically increased on each annual anniversary of the Lease Commencement Date (excluding during any extension of the Term) by an amount equal to 2.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (c) During any extension term, if exercised, annual rent for the first year of such extension term shall be the then current fair market rental for similar premises in similar vicinities at the commencement of the extension term in question as agreed upon between the parties by no later than six (6) months prior to what would have been the expiry of the Term but for such extension, and failing agreement by that date then the Annual Rent for the extension term in question will be determined by arbitration in accordance with the Arbitration Act (British Columbia) and the provisions of this Lease. Notwithstanding the foregoing, in no event will the sum of the Annual Rent plus the Management Expense Recovery for the first year of any extension term be greater than 110% of, or less than 90% of, the sum of the Annual Rent plus the Management Expense Recovery charged in the final year of the Term prior to such extension. Each year after the first year of any extended Term, the Annual Rent shall be automatically increased by an amount equal to 1.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (d) The parties agree that Annual Rent is not now, nor will it in the future be, calculated or determined based upon the leaseable area of the Buildings, and for the purposes of calculating fair market rental for the purposes of Section 3.1(c) at no time shall any Tenant Amenity Development (constructed pursuant to Section 2.3) be considered or included. (e) The Annual Rent and the Management Expense Recovery shall be paid in twelve (12) equal monthly installments, in advance, due on the first day of each calendar month without notice or setoff as follows: *Commencing month 19 through the remainder of each Lease Yearthe Term based on 37,710 rsf. Notwithstanding the Rent Concession Period, proXxxxxx agrees that its obligation to pay the Annual Rent and Occupancy Costs (as described hereafter) payments abated hereunder during the Rent Concession Period, and on the abated Annual Rent and Occupancy Costs during months 8 through 18 of the Term for the partial Premises shall continue throughout the Term of the Lease; provided, however, that such amounts shall only become due and payable if Tenant commits an Event of Default and Landlord commences an action to recover Rent and/or possession of the Premises. If an Event of Default exists hereunder pursuant to Article 19.00, after any cure period and Landlord commences an action to recover Rent and/or possession of the Premises, then the unamortized portion (amortized on a straight line basis commencing from the expiration of the Rent Concession Period over the remaining Term of the Lease; i.e. 84 months) of abated Annual Rent and Occupancy Costs payments not collected by Landlord during the Rent Concession Period shall, as of the date of such Event of Default, become immediately due and payable with interest on such sums at the lesser of one and one-rated half percent (1.5%) per month or the maximum rate permitted by law from the date of the Event of Default. Annual Rent during the Rent Concession Period shall be calculated at $21.00 per rentable square foot of space in the Premises. Occupancy Costs during the Rent Concession Period shall be calculated in accordance with the Lease. Tenant’s obligation for payment of abated Annual Rent and Occupancy Costs not collected during the Rent Concession Period (which shall only apply if Tenant commits an Event of Default beyond any part applicable notice and cure period and Landlord commences an action to recover Rent and/or possession of the Premises) shall be independent of and in addition to Landlord’s other damages pursuant to Article 19.00 of the Lease. If the Commencement Date is other than the first day of a calendar month, the monthly installment of Annual Rent for the month in which the Term commences or expiresCommencement Date occurs shall be prorated on a daily basis in accordance with the procedure set forth in Section 4.05. (f) The Tenant shall pay to the Landlord the Additional Rent and Sales Taxes due under this Lease when due pursuant to the terms of this Lease. (g) If requested by the Landlord, Tenant shall pay Rent and Sales Taxes by automated clearing house or wire transfer as directed by Landlord or its Mortgage lenders.

Annual Rent. (a) During the Term, the Bills shall pay in each Lease Year, as annual rent (the “Annual Rent”) to the ECSC the greater of (i) $800,000.00 (the “Initial Base Annual Rent”), as adjusted pursuant to Section 3.1(b) hereof (referred to herein as “Base Annual Rent”), and (ii) fifty-percent (50%) of the amount by which Net Ticket Revenue exceeds NFL Average Net Ticket Revenue for the NFL Season concluded on or about February 1st of the immediately preceding Lease Year, as such amount may be adjusted from time to time in accordance with Section 3.2 hereof (referred to herein as “NTR Annual Rent”). The Tenant Bills shall pay to the Landlord ECSC the Annual Rent during for the Term first Lease Year (which shall be the Base Annual Rent, regardless of whether the NTR Annual Rent amount is greater than the Base Annual Rent amount for such Lease Year) no later than five (5) Business Days following the Commencement Date. The Bills shall pay to the ECSC the Annual Rent for each Lease Year thereafter no later than five (5) Business Days following each Anniversary Date (commencing with the first Anniversary Date). All Annual Rent paid by the Bills to the ECSC shall be contributed by the ECSC to the Capital Improvement Allowance, as more particularly set forth in Section 10.3 of this 2013 Stadium Lease. Annual Rent shall be paid to the ECSC without notice or demand and without abatement, deduction or set-offoff in lawful money of the United States of America at the ECSC’s Address and, abatement or deduction, if the Annual Rent of ● ($●) Dollars per annum plus to be paid is NTR Annual Rent, shall be accompanied by a certification, in form and content satisfactory to the Management Expense RecoveryECSC, from an independent, nationally recognized, certified public accounting firm reasonably acceptable to the ECSC, setting forth the calculations used by the Bills in determining such NTR Annual Rent amount. (b) The Base Annual Rent for the first Lease Year shall be the Initial Base Annual Rent. On each Anniversary Date, the Base Annual Rent for the upcoming Lease Year shall be adjusted as follows: If, on such Anniversary Date, the Price Index for the most recently available month is greater or less than the Price Index as of the Commencement Date, then the Initial Base Annual Rent shall be automatically increased on each annual anniversary multiplied by the percentage difference between the Price Index for such most recently available month and the Price Index as of the Lease Commencement Date (excluding during any extension Date, and the product will be added to or subtracted from, as the case may be, the amount of the Term) by an amount equal to 2.25% of the Initial Base Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (c) During any extension termRent, if exercised, annual rent for the first year of such extension term which result shall be the then current fair market rental for similar premises in similar vicinities at the commencement of the extension term in question as agreed upon between the parties by no later than six (6) months prior to what would have been the expiry of the Term but for such extension, and failing agreement by that date then the Base Annual Rent for the extension term in question will be determined by arbitration in accordance with ensuing Lease Year. Within three (3) Business Days of each adjustment to the Arbitration Act (British Columbia) and the provisions of this Lease. Notwithstanding the foregoing, in no event will the sum of the Base Annual Rent plus the Management Expense Recovery for the first year of any extension term be greater than 110% of, or less than 90% ofpursuant to this Section 3.1(b), the sum of the Annual Rent plus the Management Expense Recovery charged in the final year of the Term prior ECSC shall cause a written statement to such extension. Each year after the first year of any extended Term, the Annual Rent shall be automatically increased by an amount equal to 1.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (d) The parties agree that Annual Rent is not now, nor will it in the future be, calculated or determined based upon the leaseable area of the Buildings, and for the purposes of calculating fair market rental for the purposes of Section 3.1(c) at no time shall any Tenant Amenity Development (constructed pursuant to Section 2.3) be considered or included. (e) The Annual Rent and the Management Expense Recovery shall be paid in twelve (12) equal monthly installments, in advance, on the first day of each month of each Lease Year, pro-rated for any part of a month in which the Term commences or expires. (f) The Tenant shall pay delivered to the Landlord the Additional Rent and Sales Taxes due under this Lease when due pursuant to the terms of this LeaseBills setting forth such adjustment. (g) If requested by the Landlord, Tenant shall pay Rent and Sales Taxes by automated clearing house or wire transfer as directed by Landlord or its Mortgage lenders.

Annual Rent. (a) The Tenant shall pay to the Landlord Annual Rent during the Term without set-off, abatement or deduction, Annual Rent of ● ($●) Dollars per annum plus the Management Expense Recovery. (b) The Annual Rent shall be automatically increased on each annual anniversary of the Lease Commencement Date (excluding during any extension of the Term) by an amount equal to 2.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (c) During any extension term, if exercised, annual rent for the first year of such extension term shall be the then current fair market rental for similar premises in similar vicinities at the commencement of the extension term in question as agreed upon between the parties by no later than six (6) months prior to what would have been the expiry of the Term but for such extension, and failing agreement by that date then the Annual Rent for the extension term in question will be determined by arbitration in accordance with Premises the Arbitration Act following: (British Columbiaa) and the provisions of this Lease. Notwithstanding the foregoing, in no event will the sum of the Annual Rent plus the Management Expense Recovery for the first year of any extension term be greater than 110% of, or less than 90% ofArea A Premises, the sum of the Annual Rent $137,292.00 plus the Management Expense Recovery charged GST per annum in the final year respect of the Term prior to such extension. Each year after payable in advance and without notice or demand in monthly installments of $11,441.00 plus GST each on the first year of any extended Term, the Annual Rent shall be automatically increased by an amount equal to 1.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (d) The parties agree that Annual Rent is not now, nor will it in the future be, calculated or determined based upon the leaseable area of the Buildings, Area A Premises Commencement Date and for the purposes of calculating fair market rental for the purposes of Section 3.1(c) at no time shall any Tenant Amenity Development (constructed pursuant to Section 2.3) be considered or included. (e) The Annual Rent and the Management Expense Recovery shall be paid in twelve (12) equal monthly installments, in advance, on the first day of each calendar month thereafter during the period, based on a net charge of $17.00 plus GST per square foot of the Rentable Area of the Area A Premises; (b) for the Area B Premises, the sum of $124,387.50 plus GST per annum in respect of the Term payable in advance and without notice or demand in monthly installments of $10,365.63 plus GST each on the Area B Premises Commencement Date and on the first day of each Lease Yearcalendar month thereafter during the period, probased on a net charge of $15.50 plus GST per square foot of the Rentable Area of the Area B Premises; and (c) for the Area C Premises, the sum of $62,000.00 plus GST per annum in respect of the Term payable in advance and without notice or demand in monthly installments of $5,166.67 plus GST each on the Area C Premises Commencement Date and on the first day of each calendar month thereafter during the period, based on a net charge of $15.50 plus GST per square foot of the Rentable Area of the Area C Premises. Notwithstanding the foregoing and so long as the Tenant is not in default of its obligations under this Lease, for the months of April, May and June, 2005, the Tenant will not be liable for Annual Rent for the Premises but the Tenant shall remain liable for Occupancy Costs during this period. In the event that the Tenant shall fail to pay any one installment strictly on the due date, the Landlord may, without prejudice to the Landlord's rights, require the Tenant to furnish the Landlord with a series of post-rated for dated cheques covering the next 12 installments of Annual Rent and payable on due dates of such installments and the Tenant shall forthwith, upon request, deliver such cheques to the Landlord. The Premises shall be measured by a licensed interior designer, surveyor or Architect in accordance with the BOMA Standard within a reasonable time after occupancy by the Tenant, at the Landlord's discretion, and the licensed interior designer's, surveyor's or Architect's certificate, as to the Rentable Area of the Premises, shall be conclusive. The Landlord shall deliver a copy of the licensed interior designer's, surveyor's or Architect's certificate to the Tenant forthwith upon receipt of same and the above rentals shall be appropriately adjusted, if necessary, retroactively to the Commencement Date of the Term of the Lease. If at any time or times during the Term of this Lease, the Landlord changes, modifies or alters the Common Areas or any part of them, which change, modification or alteration results in a month in which the Term commences reduction or expires. (f) The Tenant shall pay increase to the Rentable Area of the Premises, the Landlord shall, upon remeasurement by a licensed interior designer, surveyor or the Additional Rent and Sales Taxes due under this Lease when due pursuant Architect in accordance with the BOMA Standard, deliver a copy of the licensed interior designer's, surveyor's or Architect's certificate to the terms Tenant as to the Rentable Area of this Leasethe Premises, which licensed interior designer's, surveyor's or Architect's certificate shall be conclusive and the above rentals shall be appropriately adjusted, retroactively to the date of completion of such change, modification or alteration to the Common Areas or part thereof. (g) If requested by the Landlord, Tenant shall pay Rent and Sales Taxes by automated clearing house or wire transfer as directed by Landlord or its Mortgage lenders.

Annual Rent. (a1) The Tenant From the Commencement Date and for the first through fifth Lease Years, YIDA shall pay or cause the Company to the Landlord pay Annual Rent during for each Lease Year in the Term without set-offamount of $114,000, abatement or deduction, Annual Rent of ● ($●) Dollars per annum plus payable annually in advance commencing on the Management Expense RecoveryCommencement Date. (b2) The For the sixth through tenth Lease Years, YIDA shall pay or cause the Company to pay Annual Rent shall be automatically increased on each annual anniversary in the amount of the Lease Commencement Date (excluding during any extension of the Term) by an amount equal to 2.25% of the Annual Rent $228,000 payable by the Tenant under this Lease immediately prior to such rental resetannually in advance. (c3) During any extension termFor the eleventh through forty-ninth Lease Years, if exercised, annual rent for YIDA shall pay or cause the Company to pay Annual Rent in the amount of $456,000 payable annually in advance; provided that on the first year of such extension term shall be the then current fair market rental for similar premises in similar vicinities at the commencement day of the extension term in question as agreed upon between the parties by no later than six (6) months prior to what would have been the expiry of the Term but for such extensiontwelfth Lease Year, and failing agreement by that date then the Annual Rent for the extension term in question will be determined by arbitration in accordance with the Arbitration Act (British Columbia) and the provisions of this Lease. Notwithstanding the foregoing, in no event will the sum of the Annual Rent plus the Management Expense Recovery for again on the first year day of any extension term be greater than 110% of, or less than 90% of, the sum of the Annual each Lease Year thereafter (each such date a “Rent plus the Management Expense Recovery charged in the final year of the Term prior to such extension. Each year after the first year of any extended TermAdjustment Date”), the Annual Rent shall be automatically increased by an in proportion to the amount equal to 1.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (d) The parties agree that Annual Rent is not nowincrease, nor will it if any, in the future be, calculated or determined based upon the leaseable area of the Buildings, and Consumer Price Index (as defined below) for the purposes of calculating fair market rental month preceding each such Rent Adjustment Date over the Consumer Price Index for the purposes of Section 3.1(c) at no time shall any Tenant Amenity Development (constructed pursuant to Section 2.3) be considered or included. (e) The Annual Rent and the Management Expense Recovery shall be paid in twelve (12) equal monthly installments, in advance, on the first day of each month of each Lease Year, pro-rated for any part of a month in which the Term commences Commencement Date occurs. As used herein, the term "Consumer Price Index" shall mean the Consumer Price Index for All Urban Consumers published by the Bureau of Labor Statistics of the United States Department of labor, New York, New York – Northeastern New Jersey Area, All Items, or expiresany successor index thereto appropriately adjusted. In the event that the Consumer Price Index is converted to a different standard reference base or otherwise revised, the determination of adjustments provided for herein shall be made with use of such conversion factor, formula or table for converting the Consumer Price Index as may be published by the Bureau of labor Statistics, or, if the Bureau of labor Statistics shall not publish the same, then with the use of such conversion factor, formula or table for converting the Consumer Price Index as may be published by any nationally recognized publisher of similar statistical information. In no event shall there be a decrease in Annual Rent as a result of such adjustments. (f4) The Tenant If at any time, at least sixty (60) days prior to Rent Adjustment Date, the parties hereto agree to establish a fair market rental value for the Premises, the Annual Rent shall pay to be redetermined based upon the Landlord then current appraised value, provided that, in no event shall the Additional Annual Rent and Sales Taxes due under this Lease when due pursuant to be decreased. For the terms purposes of this Lease. (g) If requested , the then current appraised value shall be determined as follows: Appraisals shall be made by three appraisers, of which one shall be selected by YIDA and one shall be selected by CDA. The two appraisers shall jointly select the third appraiser. The average of the two closest appraisals shall be the basis for determining the Annual Rent hereunder, which average appraisal shall be further adjusted to reflect the pro rata value of the Premises. Thereafter, the adjusted Annual Rent shall continue to be increased by the LandlordConsumer Price Index each Lease Year as aforesaid. YIDA, Tenant through the Company, and the CDA shall pay Rent and Sales Taxes by automated clearing house or wire transfer bear the cost of the appraisals as directed by Landlord or its Mortgage lendersa joint expense.

Annual Rent. During the term of this Lease, Tenant agrees and covenants to pay the Landlord Annual Rent as follows: *Tenant will pay first month's rent plus CAM as defined in the lease (aSection 3C, currently at $8.00 psf) and sales tax (currently at 6.5%) totaling $8,431.61, upon lease execution. Total Annual Rent per year is payable without demand, notice or offset in advance in equal monthly installments of one -twelfth of the Annual Rent due and payable on the first day of each and every calendar month of the term of the Lease, in the currency of the United States of America at the offices of Landlord or elsewhere as designated from time to time by Landlord's written notice to Tenant. The monthly installment of Annual rent shall be prorated in the case of partial months. In addition to the Annual Rent Tenant shall pay to the Landlord Annual Rent during the Term without set-off, abatement or deduction, Annual Rent of ● ($●) Dollars per annum plus the Management Expense Recovery. (b) The Annual Rent shall be automatically increased on each annual anniversary of the Lease Commencement Date (excluding during any extension of the Term) by an amount equal to 2.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (c) During any extension term, if exercised, annual rent for the first year of such extension term shall be the then current fair market rental for similar premises in similar vicinities at the commencement of the extension term in question as agreed upon between the parties by no later than six (6) months prior to what would have been the expiry of the Term but for such extension, and failing agreement by that date then the Annual Rent for the extension term in question will be determined by arbitration in accordance with the Arbitration Act (British Columbia) and the provisions of this Lease. Notwithstanding the foregoing, in no event will the sum of the Annual Rent plus the Management Expense Recovery for the first year of any extension term be greater than 110% of, or less than 90% of, the sum of the Annual Rent plus the Management Expense Recovery charged in the final year of the Term prior to such extension. Each year after the first year of any extended Term, the Annual Rent shall be automatically increased by an amount equal to 1.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (d) The parties agree that Annual Rent is not now, nor will it in the future be, calculated or determined based upon the leaseable area of the Buildings, and for the purposes of calculating fair market rental for the purposes of Section 3.1(c) at no time shall any Tenant Amenity Development (constructed pursuant to Section 2.3) be considered or included. (e) The Annual Rent and the Management Expense Recovery shall be paid in twelve (12) equal monthly installments, in advance, on the first day of each month a sum equation to any sales tax, tax on rentals, and any other charges, taxes or impositions, now in existence or hereafter imposed based upon the privilege of each Lease Yearrenting the Leased Premises or upon the amount of Annual Rent, pro-rated for pro rata expenses, and all other amounts owed by Tenant hereunder. Nothing herein shall, however, require Tenant to pay any part of a month in which the Term commences Federal or expires. (f) State taxes on income imposed upon Landlord. The Tenant will pay for the electric for the Leased Premises, which shall be separately metered. The Tenant will be responsible to maintain Its Leased Premises space (including all water connections, appliances and kitchens). LATE CHARGE, The parties agree that late payment by Tenant to Landlord of rent will cause Landlord to incur costs not contemplated by this lease, the amount of which is extremely difficult to ascertain. Therefore, the parties agree that if any installment of rent is not received by Landlord within 7 days after rent is due, Tenant will pay to the Land lord a sum equal to 15% of monthly rent as a late charge. INSUFFICIENT FUNDS, if any of Tenant's checks bounce, Landlord the Additional Rent and Sales Taxes due under this Lease when due pursuant to the terms will charge a fee of this Lease$100.00 for administrative cost plus all bank fees. (g) If requested by the Landlord, Tenant shall pay Rent and Sales Taxes by automated clearing house or wire transfer as directed by Landlord or its Mortgage lenders.

Annual Rent. The annual rent shall consist of: (ai) The Tenant shall pay to the Landlord Annual Rent during the Term without set-off, abatement or deduction, Annual Rent of ● TWO HUNDRED AND FIFTY THOUSAND and 00/100 ($●250,000.00) Dollars per annum plus the Management Expense Recovery. (b) The Annual Rent shall be automatically increased on each annual anniversary of the Lease Commencement Date (excluding during any extension of the Term) by an amount equal to 2.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (c) During any extension termcash, if exercised, annual rent for the first year of such extension term shall be the then current fair market rental for similar premises in similar vicinities at the commencement of the extension term in question as agreed upon between the parties by no later than six (6) months prior to what would have been the expiry of the Term but for such extension, and failing agreement by that date then the Annual Rent for the extension term in question will be determined by arbitration in accordance with the Arbitration Act (British Columbia) and the provisions of this Lease. Notwithstanding the foregoing, in no event will the sum of the Annual Rent plus the Management Expense Recovery for the first year of any extension term be greater than 110% of, or less than 90% of, the sum of the Annual Rent plus the Management Expense Recovery charged in the final year of the Term prior to such extension. Each year after the first year of any extended Term, the Annual Rent shall be automatically increased by an amount equal to 1.25% of the Annual Rent payable by the Tenant under this Lease immediately prior to such rental reset. (d) The parties agree that Annual Rent is not now, nor will it in the future be, calculated or determined based upon the leaseable area of the Buildings, and for the purposes of calculating fair market rental for the purposes of Section 3.1(c) at no time shall any Tenant Amenity Development (constructed pursuant to Section 2.3) be considered or included. (e) The Annual Rent and the Management Expense Recovery shall be paid in twelve (12) equal monthly installmentspayable, in advance, in annual installments to be received by Lessor on or before the first day Commencement Date of each month of each Lease Year, pro-rated for any part of a month in which the Term commences or expires. (f) The Tenant shall pay to the Landlord the Additional Rent and Sales Taxes due under this Lease when and each anniversary date (the "Annual Rent"). If any amount due pursuant to the terms of this LeaseLease is not paid by the due date, it will be subject to Lessor's standard late charge and will also accrue interest at nine percent (9%) per annum, unless limited by local law, and then at the highest rate so permitted. (gii) If requested The annual rent due shall be reduced by $45,000 as long as the retained trackage rights reserved in Section 25(a)(vii) are used to interchange unit grain trains at Haynes siding (the "Annual Rent Adjustmexx"). (iii) The net rental amount (Annual Rent less the Annual Rent Adjustment) shall be adjusted on an annual basis, by the Landlordsame percentage of increase reflected in the "Rail Cost Adjustment Factor - Unadjusted for Productivity" compiled by the Surface Transportation Board ("RCAF-U"). In no event, Tenant however, shall pay Rent and Sales Taxes the adjusted rental be less than the previous year's rental. The rental shall be increased in accordance with the following: Current Price Index* -------------------- X Rental = Adjusted Base Base Price Index** Rental * Effective RCAF-U in the fourth month prior to the anniversary date of the Lease ** Effective RCAF-U at the time of the effective date of the Lease Should the RCAF-U index be re-based, the re-based series will be used to calculate the annual adjustments. If the RCAF-U is discontinued, the parties will negotiate in good faith to agree upon a substitute provision. If no agreement is reached within thirty (30) days after negotiations start, Lessor or the Lessee may elect either (1) to seek arbitration of a substitute index that most closely reflects the factors considered by automated clearing house RCAF-U or wire transfer as directed (2) to substitute for the RCAF-U the Producer Price Index (Finished Goods) published by Landlord or its Mortgage lendersthe U.S. Department of Labor.