Common use of Items Excluded from Operating Expenses Clause in Contracts

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph 1 above to the contrary, “Operating Expenses” will not include: (a) Landlord’s federal or state income, franchise, inheritance or estate taxes; (b) any ground lease rental; (c) costs incurred by Landlord for the repair of damage to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; (d) depreciation, amortization and interest payments, except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s services, all as determined in accordance with standard accounting practices; (e) brokerage commissions, finders’ fees, attorneys’ fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; (f) interest, principal, points and, fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development (g) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development (including the original Landlord Work for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the Development, including space planning and interior design costs and fees; (h) attorneys’ fees, costs and disbursements and other expenses incurred in connection with negotiations or disputes with tenants or occupants, and leasing commissions, attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs and other costs and expenses incurred in connection with leasing space to, or negotiating with, prospective tenants or other occupants; (i) except for the administrative/management fees described in Subparagraph 1(g) above, costs of Landlord’s general corporate overhead; (j) all items and services for which Tenant or any other tenant in the Development reimburses Landlord (other than through operating expense pass-through provisions); (k) utility or service costs for which any tenant directly contracts with the local public service company; (l) costs arising from Landlord’s charitable or political contributions; (m) any costs relating to the initial development and construction of the Development, the Shell or the Landlord Work; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph 1 Subparagraphs (i) and (ii) above to the contrary, “Operating Expenses” will not include: (a) LandlordLessor’s federal or state income, franchisefranchisee, inheritance or estate taxes; (b) any ground lease rental; (c) costs incurred by Landlord Lessor for the repair of damage to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third personsBuilding; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord Lessor to enable Landlord Lessor to supply services Landlord Lessor might otherwise contract for with a third party, where such depreciation, amortization and interest Interest payments would otherwise have been included in the charge for such third party’s services, all as determined in accordance with standard accounting practices; (e) brokerage commissions, finders’ fees, attorneys’ fees, space planning costs and other costs incurred by Landlord Lessor in leasing or attempting to lease space in the DevelopmentBuilding; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph (i)(n) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Project; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development (including the original Landlord Work for the Premises)Building, or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; (hi) attorneys’ fees, fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Building; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Building, and such other occupantsmatters relating to the maintenance of standards required of Lessor under the Lease; (ij) except for the administrative/management fees described in Subparagraph 1(g(i) above, costs of LandlordLessor’s general corporate overhead; , (jk) all items and services for which Tenant Lessee or any other tenant in the Development Building reimburses Landlord Lessor (other others than through operating expense expenses pass-through provisions); (kl) utility or service electric power costs for which any tenant directly contracts with the local public service company; (lm) costs arising from LandlordLessor’s charitable or political contributions; (m) any costs relating to the initial development and construction of the Development, the Shell or the Landlord Work; (n) subject to reimbursement any Increases in Real Property Taxes and Assessments resulting from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement a reassessment of the structural portions Project following a change of ownership if the change of ownership occurs prior to January 1, 2006, and 50% of any increases in Real Property Taxes and Assessments resulting from a reassessment of the Development or Project following a change of ownership if the Premiseschange of ownership occurs after December 31, including the structural roof2005 but prior to January 1, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents 2008. Increases in Real Property Taxes and Assessments resulting from a reassessment of the terms and conditions Project following a change of any lease or applicable law (includingownership that occurs after December 31, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do 2007 shall not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in be excluded from Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third partiesExpenses.

Items Excluded from Operating Expenses. Notwithstanding (1) The cost of correcting defects in the provisions construction of Paragraph 1 above the Building or in the Building equipment, except that conditions (not occasioned by construction defects) resulting from ordinary wear and tear shall not be deemed defects for the purpose of this category; (2) Cost of any repair made by Landlord to remedy damage caused by or resulting from the negligence of Landlord, its agents, servants or employees; (3) Labor costs in respect to executives of Landlord not assigned to the contraryBuilding as part of the normal Building operation staff; (4) Taxes and Real Estate Taxes as defined below; (5) Legal, “Operating Expenses” will not include: accounting or other professional fees (aincluding without limitation, brokerage, and finder’s and advertising fees) Landlord’s federal incurred to attract, lease to, or state incomeprocure new tenants; (6) Any insurance premium, franchise, inheritance or estate taxes; except as provided in I. above; (b7) Interest for late payments of water and sewer rents; (8) The cost of any ground lease rental; (c) costs incurred by Landlord for the repair of damage items to the extent that Landlord is reimbursed by insurance or condemnation proceeds which are reimbursable by insurance; (9) The cost of extraordinary services provided for other tenants within the premises respectively demised to such tenants; (10) The costs attributable to the correction or by tenants, warrantors remedying of any act or other third persons; (d) depreciation, amortization and interest payments, except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, omission of any tenant in the Building where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s services, all as determined in accordance with standard accounting practices; (e) brokerage commissions, finders’ fees, attorneys’ fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; (f) interest, principal, points and, fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development (g) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development (including the original Landlord Work is liable for the Premises), correction or incurred in renovating remedying of any such act or otherwise improving, decorating, painting or redecorating space for tenants or other occupants omission under its lease with Landlord; (11) Any cost (of the Development, including space planning and interior design costs and fees; (h) attorneys’ fees, costs and disbursements and other expenses incurred in connection with negotiations or disputes with tenants or occupants, and leasing commissions, attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs and other costs and expenses incurred in connection with leasing space to, or negotiating with, prospective tenants or other occupants; (i) except for the administrative/management fees described in Subparagraph 1(g) above, costs of Landlord’s general corporate overhead; (j) all items and services for which Tenant electricity or any other tenant in the Development reimburses Landlord (other than through operating expense pass-through provisions); (kitem) utility or service costs for which Landlord is reimbursed by any tenant directly contracts with the local public service company; (l) costs arising from Landlord’s charitable or political contributions; (m) any costs relating to the initial development and construction of the DevelopmentBuilding; (12) The cost of repair or rebuilding caused by fire or other casualty or condemnation; (13) The cost of any alterations, additions, changes, replacements and other items which under generally accepted accounting principles consistently applied are properly classified as capital expenditures, excepting only such capital expenditures which shall be made for replacements of Building equipment and property during the Operating Expense Base Year, the Shell or the Landlord Work; repair cost of which would exceed fifty percent (n50%) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, of the cost of replacement and accordingly, the Landlord reasonably determined the cost of repair warrants replacement thereof in lieu of repair, and such allowable expenditures shall be included on a straight line basis, as are set forth in subsection A.1.(I)(6) above. Landlord shall furnish Tenant with reasonable evidence confirming both the repairs and the replacement cost referred to herein; (14) The cost of any alterations to prepare space for occupancy of any tenant in the Building; (15) Expenses resulting from any violations by Landlord of the structural portions terms of this Lease or any other lease in the Building; (16) Refinancing costs and mortgage interest and amortization payments; (17) Any item otherwise indicated in this Lease to be performed at Landlord’s sole cost and expense; and (18) Any item otherwise indicated in this Lease to be performed by Landlord but paid for by Tenant as additional rent or otherwise, other than as part of Operating Expenses. Subject to Tenant’s right of audit hereinafter set forth, the parties agree that the Base Year Operating Expenses constitute the amount of $792,684,00. For purposes of such audit, the intent of the Development parties is that Tenant shall pay its proportionate share of increases in Base Year Operating Expenses (i.e. Operating Expense Escalations) based on the Building being fully occupied. Accordingly, in determining the amount of Base Year Operating Expenses, if less than one hundred percent (100%) of the Building rentable area was occupied by tenant(s) at any time during any such Operating Expense Base Year, Base Year Operating Expenses shall be an amount equal to expenses which would have been incurred in the Building under an operating clause such as this one had such occupancy been one hundred percent (100%) throughout such Operating Expense Base Year. The above amount includes such an adjustment. Landlord has furnished to Tenant a schedule of Operating Expenses for said Operating Expense Base Year, which has been adjusted for 100% occupancy of the Building and is annexed hereto as Exhibit “B”. Such schedule of Base Year Operating Expenses includes a statement signed by Landlord’s CPA. To the best of Landlord’s knowledge, there is complete and accurate documentation in Landlord’s managing agent’s files to support each and every charge included in Base Year Operating Expenses. Landlord must have supporting documents for each and every Base Year Operating Expense or it will be disallowed. Such schedule of Base Year Operating Expenses has been accompanied by a report of Landlord’s Certified Public Accountant, which report must be based upon an audit conducted in accordance with generally accepted auditing standards and state whether the Premisesschedules of Base Year Operating Expenses present fairly the Base Year Operating Expenses of Landlord, as defined in the Lease. If Landlord fails to furnish any Statements under this Article relating to Operating Expense Escalations under A.2. below, Tenant may, upon thirty (30) days’ written notice and Landlord’s failure to furnish such statement within such thirty (30) day period, withhold all Additional Rent due and owing to Landlord, including but not limited to Real Estate Tax Escalations and Operating Expense Escalations under A.2. below, until Landlord furnishes the structural roofforegoing statements. Tenant’s liability for Operating Expense Escalations due pursuant to this Article and/or Landlord’s liability for refunding any overpayment shall survive the expiration of the term hereof. Pending any audit by the Tenant or Comptroller of Base Year Operating Expenses for the Operating Expense Base Year, subjectTenant shall pay Operating Expense Escalations pursuant to the foregoing provisions hereof for any Lease Year, defined below, as billed by Landlord, provided, however, that Tenant shall have the right to clause (9) withhold a reasonably disputed amount on account of Paragraph 1 aboveOperating Expense Escalations until the dispute in question is resolved; (o) costs incurred due and upon completion of such audit Tenant shall be allowed to violations by Landlord deduct immediately overcharges detected upon audit from any installment of rent then becoming due, or its agents if at the end of the terms and conditions of any lease or applicable law (including, without limitation, any costs Lease term Tenant shall be entitled to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of a payment from Landlord for services on such amounts within seven (7) days of Lease termination or expiration. Tenant shall have the right to the Developmentcopy, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising examine and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in audit Landlord’s Base Year Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third partiesStatement.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph 1 Subparagraphs 6(a) and 6(b) above to the contrary, “"Operating Expenses” " will not include: (a) Landlord’s 's federal or state State income, franchise, inheritance or estate taxes; (b) any ground lease rental; (c) costs incurred by Landlord for the repair of damage to the Building to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; (d) depreciation, amortization and interest payments, except as specifically provided above, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the DevelopmentBuilding; costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices (fprovided, however, the capital expenditures described in SUBPARAGRAPH 6(a) interest, principal, points and, fees on debt or amortization on above will in any mortgage, event be included in the definition of Operating Expenses); payments for any deed of trust or other debt encumbering the Building or the Development (g) Development; costs, including permit, license and inspection costs, incurred occurred with respect to the installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; (h) attorneys’ fees, attorneys fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Building (provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Building, and such other occupants; (i) except for the administrative/management fees described in Subparagraph 1(g) above, costs of Landlord’s general corporate overhead; (j) all items and services for which Tenant or any other tenant in the Development reimburses Landlord (other than through operating expense pass-through provisions); (k) utility or service costs for which any tenant directly contracts with the local public service company; (l) costs arising from Landlord’s charitable or political contributions; (m) any costs [illegible] relating to the initial development and construction maintenance of the Development, the Shell or the Landlord Work; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation standards required of Landlord as an entity to under the extent they do not relate solely to the operation ownership and maintenance of the DevelopmentLease); (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord except for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties.the

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph Paragraphs 1 and 2 above to the contrary, “"Operating Expenses” " will not include: : (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; ; (b) any ground lease rental; ; (c) costs incurred by Landlord for the repair of damage to the Building to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; ; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; ; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; Building; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(m) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; ; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Building; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Building, and such other occupants; matters relating to the maintenance of standards required of Landlord under the Lease; (ij) except for the administrative/management fees described in Subparagraph 1(g1(h) above, costs of Landlord’s 's general corporate overhead; ; (jk) all items and services for which Tenant or any other tenant in the Development Building reimburses Landlord (other than through operating expense pass-pass- through provisions); ; (kl) utility or service electric power costs for which any tenant directly contracts with the local public service company; and (lm) costs arising from Landlord’s 's charitable or political contributions; (m) any costs relating . EXHIBIT F STANDARDS FOR UTILITIES AND SERVICES The following standards for utilities and services are in effect. Landlord reserves the right to the initial development adopt nondiscriminatory modifications and construction of the Development, the Shell or the Landlord Work; (n) subject additions hereto. Subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease the Lease and provided Tenant remains in occupancy of the Premises, Landlord will provide or applicable law make available the following utilities and services: 1. Provide non-attended automatic elevator facilities Monday through Friday, except holidays, from 8 a.m. to 6 p.m., and have one elevator available for Tenant's use at all other times. 2. On Monday through Friday, except holidays, from 7 a.m. to 6 p.m. (including, without limitation, any costs and other times for a reasonable additional charge to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunderbe fixed by Landlord), ventilate the Premises and furnish air conditioning or by another tenant or tenants heating on such days and hours, when in the reasonable judgment of Landlord it may be required for the comfortable occupancy of the terms Premises. Landlord's after-hours charge for HVAC as of the date of the Lease is set forth in Subparagraph 1(s) of the Lease. Such charge is subject to change at any time and conditions of any lease; (p) expenses related from time to time by Landlord. The air conditioning system achieves maximum cooling when the window coverings are extended to the management full length of the window opening and operation of adjusted to a 45 degree angle upwards. Landlord as an entity will not be responsible for room temperatures if Tenant does not keep all window coverings in the Premises extended to the extent they do full length of the window opening and adjusted to a 45 degree angle upwards whenever the system is in operation. Tenant agrees to cooperate fully at all times with Landlord, and to abide by all reasonable regulations and requirements which Landlord may prescribe for the proper function and protection of said air conditioning system. Tenant agrees not relate solely to connect any apparatus, device, conduit or pipe to the operation ownership chilled and maintenance hot water air conditioning supply lines of the Development; (q) intentionally omitted; (r) Building. Tenant further agrees that neither Tenant nor its servants, employees, agents, visitors, licensees or contractors shall at any coststime enter the mechanical installations or facilities of the Building or the Development or adjust, fines tamper with, touch or penalties due otherwise in any manner affect said installations or facilities. The cost of maintenance and service calls to any adjust and regulate the air conditioning system will be charged to Tenant if the need for maintenance work results from either Tenant's adjustment of room thermostats or Tenant's failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or comply with its obligations under this Exhibit, including keeping window coverings extended to the Development, full length of the window opening and adjusted to a 45 degree angle upwards. Such work will be charged at hourly rates equal to then-current journeyman's wages for air conditioning mechanics. 3. Landlord will make available to the extent only that Premises, 24 hours per day, seven days a week, electric current as required by the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising Building standard office lighting and promotional expenditures; (u) items fractional horsepower office business machines including copiers, personal computers and services which Landlord provides to other tenants but word processing equipment in an amount not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; exceed six (v6) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; xxxxx per square foot per normal business day (w) costs excluding ceiling lights and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which HVAC). If Landlord reasonably intended Operating Expenses determines that Tenant is using electricity in excess of Tenant's pro rata share to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made supplied by Landlord pursuant to the foregoing sentence, Landlord may require Tenant to pay an increased share of the electricity costs, as equitably determined by Landlord, or to install, at Tenant's sole cost and expense, a separate meter for the electricity supplied to the Premises. If a separate meter is not installed at Tenant's cost, such excess cost will be established by an estimate agreed upon by Landlord and Tenant, and if the parties fail to agree, such cost will be established by an independent licensed engineer selected in Landlord's reasonable discretion, whose fee shall be shared equally by Landlord and Tenant. Tenant agrees not to use any apparatus or device in, upon or about the Premises (other than standard office business machines, personal computers and word processing equipment) which may in any way increase the amount of such services usually furnished or supplied to said Premises, and Tenant further agrees not to connect any apparatus or device with wires, conduits or pipes, or other means by which such services are supplied, for the purpose of using additional or unusual amounts of such services without the written consent of Landlord. Should Tenant use the same to excess, the refusal on the part of Tenant to pay upon demand of Landlord the amount established by Landlord for such excess charge will constitute a breach of the obligation to pay rent under this Lease and will entitle Landlord to the rights therein granted for such breach. Tenant's use of electric current will never exceed the capacity of the feeders to the Building, or arising from the gross negligence risers or willful misconduct wiring installation and Tenants will not install or use or permit the installation or use of Landlord any computer or its employeeselectronic data processing equipment in the Premises (except standard office business machines, agents or contractors or third partiespersonal computers and word processing equipment) without the prior written consent of Landlord.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph Paragraphs 1 and 2 above to the contrary, “"Operating Expenses” " will not include: : (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; ; (b) any ground lease rental; ; (c) costs incurred by Landlord for the repair of damage to the Building to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; ; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; ; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; Building; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(m) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; ; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Building; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants enforcement of rules and regulations of the Building, and such other matters relating to the maintenance of standards required of Landlord under the Lease; provided, however, that to the extent that Landlord has a contractual or other occupants; legal right to collect such costs and expenses from a particular tenant or occupant of the Building, Landlord agrees to make commercially reasonable efforts to collect such costs and expenses from such tenant or occupant and to include such costs and expenses in Operating Expenses only to the extent that Landlord's efforts are unsuccessful; (ij) except for the administrative/management fees described in Subparagraph 1(g1(h) above, costs of Landlord’s 's general corporate overhead; ; (jk) all items and services for which Tenant or any other tenant in the Development Building reimburses Landlord (other than through operating expense pass-through provisions); ; (kl) utility or service electric power costs for which any tenant directly contracts with the local public service company; ; (lm) costs arising from Landlord’s 's charitable or political contributions; (m) any costs relating to the initial development and construction of the Development, the Shell or the Landlord Work; ; (n) subject to reimbursement from Tenant for damage caused costs occasioned by Tenant or its subtenants, agents, employees or contractors, the cost of replacement exercise of the structural portions power of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; eminent domain; (o) costs incurred due to violations by Landlord or its agents correct any construction defect in the base building shell of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties.Building;

Items Excluded from Operating Expenses. Notwithstanding the provisions -------------------------------------- of Paragraph Paragraphs 1 and 2 above to the contrary, “"Operating Expenses” " will not include: : (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; ; (b) any ground lease rental; ; (c) costs incurred by Landlord for the repair of damage to the Building to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; ; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; ; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; Building; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(m) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants Tenants or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; ; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Building; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Building, and such other occupantsmatters relating to the maintenance of standards required of Landlord under the Lease; EXHIBIT "E" ----------- - 4 - (ij) except for the administrative/management fees described in Subparagraph 1(g1(h) above, costs of Landlord’s 's general corporate overhead; ; (jk) all items and services for which Tenant or any other tenant in the Development Building reimburses Landlord (other than through operating expense pass-through provisions); ; (kl) utility or service electronic power costs for which any tenant directly contracts with the local public service company; and (lm) costs arising from Landlord’s 's charitable or political contributions; (m) any costs relating . EXHIBIT "E" ----------- - 5 - STANDARDS FOR UTILITIES AND SERVICES ------------------------------------ The following standards for utilities and services are in effect. Landlord reserves the right to the initial development adopt nondiscriminatory modifications and construction of the Development, the Shell or the Landlord Work; (n) subject additions hereto. Subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of the Lease and provided Tenant remains in occupancy of the Premises, Landlord will provide or make available the following utilities and services: 1. Provide non-attended automatic elevator facilities Monday through Friday, except holidays, from 8 a.m. to 6 p.m., and have one elevator available for Tenant's use at all other times. 2. On Monday through Friday, except holidays, from 8 a.m. to 6 p.m. and on Saturday from 8 a.m. to 12 Noon (and at other times for a reasonable additional charge to be fixed by Landlord), ventilate the Premises and furnish air conditioning and heating on such days and hours, when in the reasonable judgment of Landlord it may be required for the comfortable occupancy of the Premises. The air conditioning system achieves maximum cooling when the window coverings are extended to the full length of the window opening and adjusted to a 45 angle upwards. Landlord will not be responsible for room temperatures if Tenant does not keep all window coverings in the Premises extended to the full length of the window opening and adjusted to a 45 angle upwards whenever the system is in operation. Tenant agrees to cooperate fully at all times with Landlord, and to abide by all reasonable regulations and requirements which Landlord may prescribe for the proper function and protection of said air conditioning system. Tenant agrees not to connect any lease apparatus, device, conduit or applicable law pipe to the chilled and hot water air conditioning supply lines of the Building. Tenant further agrees that neither Tenant nor its servants, employees, agents, visitors, licensees or contractors shall at any time enter the mechanical installations or facilities of the Building or the Development or adjust, tamper with, touch or otherwise in any manner affect said installations or facilities. The cost of maintenance and service calls to adjust and regulate the air conditioning system will be charged to Tenant if the need for maintenance work results from either Tenant's adjustment of room thermostats or Tenant's failure to comply with its obligations under this Exhibit, including keeping window coverings extended to the full length of the window opening and adjusted to a 45 angle upwards. Such work will be charged at hourly rates equal to the then-current journeyman's wages for air conditioning mechanics. 3. Landlord will make available to the Premises, 24 hours per day, seven days a week, electric current as required by the Building standard office lighting and fractional horsepower office business machines including copiers, personal computers and word processing equipment in an amount not to exceed six (including6) watts per square foot per normal busxxxxx day. Tenant agrees, should its electrical installation or electrical consumption be in excess of the aforesaid quantity or extend beyond normal business hours, to reimburse Landlord monthly for the measured consumption at the average cost per kilowatt-hour charged to the Building during the period. If a separate meter is not installed at Tenant's cost, such excess cost will be established by an estimate agreed upon by Landlord and Tenant, and if the parties fail to agree, such cost will be established by an independent licensed engineer selected in Landlord's reasonable discretion, whose fee shall be shared equally by Landlord and Tenant. Tenant agrees not to use any EXHIBIT "F" ----------- - 1 - apparatus or device in, upon or about the Premises (other than standard office business machines, personal computers and word processing equipment) which may in any way increase the amount of such services usually furnished or supplied to said Premises, and Tenant further agrees not to connect any apparatus or device with wires, conduits or pipes, or other means by which such services are supplied, for the purpose of using additional or unusual amounts of such services without limitationthe written consent of Landlord. Should Tenant use the same to excess, the refusal on the part of Tenant to pay upon demand of Landlord the amount established by Landlord for such excess charge will constitute a breach of the obligation to pay rent under this Lease and will entitle Landlord to the rights therein granted for such breach. Tenant's use of electric current will never exceed the capacity of the feeders to the Building, or the risers or wiring installation and Tenants will not install or use or permit the installation or use of any computer or electronic data processing equipment in the Premises (except standard office business machines, personal computers and word processing equipment) without the prior written consent of Landlord. 4. Water will be available in public areas for drinking and lavatory purposes only, but if Tenant requires, uses or consumes water for any purpose in addition to ordinary drinking and lavatory purposes, of which fact Tenant constitutes Landlord to be the sole judge, Landlord may install a water meter and thereby measure Tenant's water consumption for all purposes. Tenant agrees to pay Landlord for the cost of the meter and the cost of the installation thereof and throughout the duration of Tenant's occupancy Tenant will keep said meter and installation equipment in good working order and repair at Tenant's own cost and expense, in default of which Landlord may cause such meter and equipment to be replaced or repaired and collect the cost thereof from Tenant. Tenant agrees to pay for water consumed, as shown on such meter, as and when the bills are rendered, and on default in making such payment, Landlord may pay such charges and collect the same from Tenant. Any such costs or expenses incurred, or payments made by Landlord for any of the reasons or purposes hereinabove stated will be deemed to remedy violations be additional rent payable by Tenant and collectable by Landlord as such. 5. Landlord will provide janitor service to the Premises, provided the same are used exclusively as offices, and are kept reasonably in order by Tenant, and unless otherwise agreed to by Landlord and Tenant no other than persons approved by Landlord shall be permitted to enter the Premises for such purposes. If the Premises are not used exclusively as offices, they will be kept clean and in order by Tenant, at Tenant's expense, and to the satisfaction of applicable lawLandlord, excepting and by persons approved by Landlord. Tenant agrees to pay to Landlord the cost of removal of any of Tenant’s specific compliance obligations hereunder)'s refuse and rubbish to the extent that the same exceeds the refuse and rubbish usually attendant upon the use of the Premises as offices. 6. Landlord reserves the right to stop service of the elevator, plumbing, ventilation, air conditioning and electrical systems, when necessary, by reason of accident or emergency or for repairs, alterations or improvements, when in the judgment of Landlord such actions are desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed, and Landlord will have no responsibility or liability for failure to supply elevator facilities, plumbing, ventilating, air conditioning or electric service, when prevented from so doing by strike or accident or by any cause beyond Landlord's reasonable control, or by another tenant laws, rules, orders, ordinances, directions, regulations or tenants by reason of the terms and conditions requirements of any lease; (p) expenses related federal, state, county or municipal authority or failure of gas, oil or other suitable fuel supply or inability EXHIBIT "F" ----------- - 2 - by exercise of reasonable diligence to the management obtain gas, oil or other suitable fuel supply. It is expressly understood and operation of Landlord as an entity agreed that any covenants on Landlord's part to the extent they do not relate solely furnish any services pursuant to the operation ownership and maintenance any of the Development; (q) intentionally omitted; (r) any coststerms, fines covenants, conditions, provisions or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord agreements of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on this Lease, or to perform any act or thing fro the Development, to the extent only that the costs benefit of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, will not be deemed breached if Landlord is unable to furnish or items perform the same by virtue of a strike or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant labor trouble or any other tenant cause whatsoever beyond Landlord's control. EXHIBIT "F" ----------- - 3 - ESTOPPEL CERTIFICATE -------------------- The undersigned, ("Tenant"), hereby -------------------------------------------- certifies to , as follows: ---------------------------------------- 1. Attached hereto is a true, correct and complete copy of that certain lease dated , between , a ------------------- ----------------------------- ("Landlord") and Tenant (the "Lease"), regarding the -------------------- premises located at (the "Premises"). ------------------------------------- The Lease is now in full force and effect and has not been amended, modified or supplemented, except as set forth in Paragraph 4 below. 2. The Term of the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceedsLease commenced on , condemnation proceeds or otherwise; ------------------------------ -------. 3. The Term of the Lease will expire on , ----------------------------- -------. 4. The Lease has (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties.initial one)

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph 1 Paragraphs 6(f) and 6(g) above to the contrary, “"Operating Expenses” " will not include: : (ai) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; ; (bii) any ground lease rental; ; (ciii) costs incurred by Landlord for the repair of damage to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; ; (div) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; ; (ev) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; ; (fvi) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (gvii) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development (including the original Landlord Work for the Premises)Development, or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the Development, including space planning and interior design costs and fees; ; (hviii) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Development; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations or disputes with third parties (who are not tenants of the Development) or claims relating to items of Operating Expenses, enforcement of rules and regulations of the Development, and such other matters relating to the maintenance of standards required of Landlord under the Lease and where such claims or negotiating with, prospective costs are incurred because of acts or omissions of third parties who are not tenants or other occupants; of the Development; (iix) except for the administrative/management fees described in Subparagraph 1(g6(f) above, any fees or salaries of principals or employees of Landlord and any other costs of Landlord’s general corporate 's overhead; ; (jx) all items and services for which Tenant or any other tenant in the Development reimburses Landlord (other than through operating expense pass-through provisions); ; (kxi) utility or service electric power costs for which any tenant directly contracts with the local public service company; ; (lxii) costs arising from Landlord’s 's charitable or political contributions; ; (mxiii) any costs relating to incurred for the initial development and construction of Project Work; (xiv) costs incurred for the Developmentrepair, the Shell maintenance or the Landlord Work; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions components of the Development or footings, foundation, ground floor slab, and load bearing walls of the Premises, including Premises caused by defects in the structural roof, subject, however, to clause construction thereon (9) but excluding painting and ordinary maintenance and repair of Paragraph 1 above; exterior surfaces); (oxv) costs incurred on account of any soils contamination existing prior to the Commencement Date, on account of any soils subsidence or slippage, or to maintain, repair or replace any retaining walls in the Development caused by such soils subsidence or slippage; (xvi) costs incurred to correct any defects in design, materials or construction of the Project Work, or to comply with Landlord's agreement in Subparagraph 4(a) to furnish all of the material, labor and equipment for the construction of the Project Work in a good and workmanlike manner in conformance with the Project Plans and in compliance with all Applicable Laws; (xvii) costs, expenses and penalties (including without limitation attorneys fees) incurred as a result of the use, storage, removal or remediation of any toxic or hazardous substances or other environmental contamination; (xviii) costs incurred in connection with the financing, sale or acquisition of the Premises or any portion thereof; (xix) costs, expenses, and penalties (including without limitation attorneys' fees) incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule underlying deed of trust or authority mortgage affecting the Premises or any portion thereof; (xx) costs incurred as a result of Landlord's violation of any statute, ordinance or other source of applicable law, or breach of contract or tort liability to any other party, including without limitation, any unrelated third party, or Landlord's employees, contractors, agents or representatives; (xxi) advertising, marketing, media and promotional expenditures regarding the Development and costs of the initial construction of any signs in or on the Development identifying the owner, lender or any contractor thereof; (xxii) to the extent the useful life of repairs or replacements (other than repairs or replacements to Tenant Improvements) which, under generally accepted accounting principles consistently applied, would be considered a capital cost in excess of $12,000 per item, exceeds the remainder of the term of the Lease (as such useful life is determined under generally accepted accounting principals), the pro rata portion of the cost thereof attributable to the period following the expiration of the Term; provided, however, if Tenant thereafter extends the Term of the Lease, Landlord may recover the portion of the cost not previously recovered to the extent it falls within the period of the extended Term; (sxxiii) profit increment paid the amounts of any payments to Landlord or to subsidiaries or affiliates of Landlord for goods or services in the Building in excess of the cost of such goods or services if they were provided by unaffiliated third parties on or to the Development, to the extent only that the a competitive basis; (xxiv) costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, insured losses to the extent of such discrepancy; insurance proceeds provided to Landlord, except payable by Tenant pursuant to Paragraph 20 of this Lease; (vxxv) any compensation paid to clerksbad debt loss, attendants rent loss, or other persons in commercial concessions operated by Landlord reserves for bad debts or its subsidiaries or affiliates; rent loss; (wxxvi) costs associated solely with the operating of the business of the entity which constitutes the Landlord, as the same are distinguished from the costs of operation of the Development by the Landlord (which shall specifically include, but not be limited to, accounting costs associated with the operation of the Development, costs of entity accounting and expenses legal matters, costs of defending any lawsuits with any mortgagee, costs of selling, syndicating, financing, mortgaging or hypothecating any of the Landlord's interest in the Premises, and costs incurred in connection with the remediation of Hazardous Materials inany disputes between Landlord and its employees, onor between Landlord and other tenants or occupants), under or about the Development; and Landlord's general corporate overhead and general and administrative expenses; (xxxvii) costs arising from Landlord's charitable and political contributions; (xxviii) any gifts provided to any entity whatsoever, including but not limited to, Tenant, other tenants, employees, vendors, contractors, prospective tenants and agents; (xxix) any costs covered by any warranty, rebate, guarantee or service contract which are actually collected by Landlord (which shall not prohibit Landlord for passing through the costs of capital improvements made-to reduce operating expenses to the extent the portion of any such costs service contract if otherwise includable included in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; Expenses); (yxxx) all items and services for which that Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; for; (zxxxi) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising expense resulting from the active or gross negligence or willful misconduct of Landlord Landlord, its agents, contractors or its employees, agents to the extent Landlord is actually reimbursed for such costs, to remedy damage caused by or resulting from the negligence or willful misconduct of any licensees in the Project, including their agents, contractors or third partiesand employees; (xxxii) reserves for anticipated future expenses; and (xxxiii) insurance deductibles for damage caused by earthquake, and underinsured portions of losses on account of damage to the Building Shell, Site Improvements and Core Improvements.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph Paragraphs 1 and 2 above to the contrary, “"Operating Expenses” " will not include: : (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; ; (b) any ground lease rental; ; (c) costs incurred by Landlord for the repair of damage to the Building to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; ; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as (determined in accordance with standard accounting practices; ; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; time Building; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(m) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (gh) costs, including permit, license and inspection costs, incurred with respect to the time installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; ; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or Prospective tenants or occupantsother occupants of the Building; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Building, and such other occupants; matters relating to the maintenance of standards required of Land lord under the Lease; (ij) except for the administrative/management fees described in Subparagraph 1(g1(h) above, costs of Landlord’s 's general corporate overhead; ; (jk) all items and services for which Tenant or any other tenant in the Development time Building reimburses Landlord (other than through operating expense pass-through provisions); ; (kl) utility or service electric power costs for which any tenant directly contracts with the time local public service company; and (lm) costs arising from Landlord’s 's charitable or political contributions; (m) any costs relating to the initial development and construction of the Development, the Shell or the Landlord Work; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties.

Items Excluded from Operating Expenses. Notwithstanding the -------------------------------------- provisions of Paragraph Section 1 and Section 2 above to the contrary, “"Operating Expenses” will " shall not include: : (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; ; (b) any ground lease rental; ; (c) costs incurred by Landlord for the repair of damage to the Building to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; ; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; ; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; Building; (f) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Project; (g) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; ; (h) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Building; provided, and leasing commissionshowever, that Operating Expenses will include those reasonable attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants enforcement of rules and regulations of the Building, and such other matters relating to the maintenance of standards required of Landlord under the Lease, except to the extent Landlord recovers such fees directly from Tenant or other occupants; tenants pursuant to their lease or other agreement in question; (i) except for the administrative/management fees described in Subparagraph 1(g) Section 1 above, costs of Landlord’s 's general corporate overhead; ; (j) all items and services for which Tenant or any other tenant in the Development Building reimburses Landlord (other than through operating expense pass-through provisions); ; (k) utility or service electric power costs for which any tenant directly contracts with the local public service company; ; (l) costs arising from Landlord’s 's charitable or political contributions; ; (m) costs of any costs relating extraordinary services provided to the initial development and construction other tenants of the Development, the Shell or the Landlord Work; Project but not to Tenant; (n) subject to reimbursement from Tenant executive salaries of off-site personnel employed by Landlord, except for damage caused by Tenant the charge (or its subtenants, agents, employees or contractors, the cost of replacement pro rata share) of the Project manager or asset manager; (o) costs of reconstructing, modifying, altering or repairing any structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred Building due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; defective original construction; (p) expenses related to the management overhead and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries a subsidiary, affiliate or affiliates of other entity related to Landlord for services on or to the Development, (other than management services) to the extent only that the same exceed competitive costs (taking into account the quality of service provided in maintaining a Class-A office building) of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary subsidiary, affiliate or affiliateother Landlord-related entity; and (tq) any advertising and promotional expenditures; (u) items costs incurred by Landlord for replacements which are considered capital improvements under generally accepted accounting practices, except as expressly permitted in Section 1 above. EXHIBIT "F" STANDARDS FOR UTILITIES AND SERVICES ------------------------------------ The following standards for utilities and services which are in effect. Landlord provides reserves the right to other tenants but not adopt nondiscriminatory modifications and additions thereto. Tenant shall promptly notify Landlord, in writing, of any conflict between the Rules and Regulations and any laws, statutes or ordinances applicable to Tenant's particular use or manner of use or occupancy of the Premises or the Building and Landlord and Tenant shall reasonably cooperate in the lawful and timely resolution of such conflict. Provided Tenant remains in occupancy of the Premises, and is not in default beyond applicable notice and cure periods under any of the terms, covenants, conditions, provisions or items agreements of the Lease, Landlord will provide or services which Landlord provides make available the following utilities and services, subject to the other tenants more than to Tenantterms, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs conditions and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to limitations set forth herein and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties.Lease:

Items Excluded from Operating Expenses. Notwithstanding (1) The cost of correcting defects in the provisions construction of Paragraph 1 above the Building or in the Building equipment, except that conditions (not occasioned by construction defects) resulting from ordinary wear and tear shall not be deemed defects for the purpose of this category; (2) Cost of any repair made by Landlord to remedy damage caused by or resulting from the negligence of Landlord, its agents, servants or employees; (3) Labor costs in respect to executives of Landlord not assigned to the contraryBuilding as part of the normal Building operation staff; (4) Taxes and Real Estate Taxes as defined below; (5) Legal, “Operating Expenses” will not include: accounting or other professional fees (aincluding without limitation, brokerage, and finder's and advertising fees) Landlord’s federal incurred to attract, lease to, or state incomeprocure new tenants; (6) Any insurance premium, franchise, inheritance or estate taxes; except as provided in I. above; (b7) Interest for late payments of water and sewer rents; (8) The cost of any ground lease rental; (c) costs incurred by Landlord for the repair of damage items to the extent that Landlord is reimbursed by insurance or condemnation proceeds which are reimbursable by insurance; (9) The cost of extraordinary services provided for other tenants within the premises respectively demised to such tenants; (10) The costs attributable to the correction or by tenants, warrantors remedying of any act or other third persons; (d) depreciation, amortization and interest payments, except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, omission of any tenant in the Building where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s services, all as determined in accordance with standard accounting practices; (e) brokerage commissions, finders’ fees, attorneys’ fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; (f) interest, principal, points and, fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development (g) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development (including the original Landlord Work is liable for the Premises), correction or incurred in renovating remedying of any such act or otherwise improving, decorating, painting or redecorating space for tenants or other occupants omission under its lease with Landlord; (11) Any cost (of the Development, including space planning and interior design costs and fees; (h) attorneys’ fees, costs and disbursements and other expenses incurred in connection with negotiations or disputes with tenants or occupants, and leasing commissions, attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs and other costs and expenses incurred in connection with leasing space to, or negotiating with, prospective tenants or other occupants; (i) except for the administrative/management fees described in Subparagraph 1(g) above, costs of Landlord’s general corporate overhead; (j) all items and services for which Tenant electricity or any other tenant in the Development reimburses Landlord (other than through operating expense pass-through provisions); (kitem) utility or service costs for which Landlord is reimbursed by any tenant directly contracts with the local public service company; (l) costs arising from Landlord’s charitable or political contributions; (m) any costs relating to the initial development and construction of the DevelopmentBuilding; (12) The cost of repair or rebuilding caused by fire or other casualty or condemnation; (13) The cost of any alterations, additions, changes, replacements and other items which under generally accepted accounting principles consistently applied are properly classified as capital expenditures, excepting only such capital expenditures which shall be made for replacements of Building equipment and property during the Operating Expense Base Year, the Shell or the Landlord Work; repair cost of which would exceed fifty percent (n50%) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, of the cost of replacement and accordingly, the Landlord reasonably determined the cost of repair warrants replacement thereof in lieu of repair, and such allowable expenditures shall be included on a straight line basis, as are set forth in subsection A.1.(I)(6) above. Landlord shall furnish Tenant with reasonable evidence confirming both the repairs and the replacement cost referred to herein; (14) The cost of any alterations to prepare space for occupancy of any tenant in the Building; (15) Expenses resulting from any violations by Landlord of the structural portions terms of this Lease or any other lease in the Building; (16) Refinancing costs and mortgage interest and amortization payments; (17) Any item otherwise indicated in this Lease to be performed at Landlord's sole cost and expense; and (18) Any item otherwise indicated in this Lease to be performed by Landlord but paid for by Tenant as additional rent or otherwise, other than as part of Operating Expenses. Subject to Tenant’s right of audit hereinafter set forth, the parties agree that the Base Year Operating Expenses constitute the amount of $792,684.00. For purposes of such audit, the intent of the Development parties is that Tenant shall pay its proportionate share of increases in Base Year Operating Expenses (i.e. Operating Expense Escalations) based on the Building being fully occupied. Accordingly, in determining the amount of Base Year Operating Expenses, if less than one hundred percent (100%) of the Building rentable area was occupied by tenant(s) at any time during any such Operating Expense Base Year, Base Year Operating Expenses shall be an amount equal to expenses which would have been incurred in the Building under an operating clause such as this one had such occupancy been one hundred percent (100%) throughout such Operating Expense Base Year. The above amount includes such an adjustment. Landlord has furnished to Tenant a schedule of Operating Expenses for said Operating Expense Base Year, which has been adjusted for 100% occupancy of the Building and is annexed hereto as Exhibit “B”. Such schedule of Base Year Operating Expenses includes a statement signed by Landlord's CPA. To the best of Landlord's knowledge, there is complete and accurate documentation in Landlord’s managing agent's files to support each and every charge included in Base Year Operating Expenses. Landlord must have supporting documents for each and every Base Year Operating Expense or it will be disallowed. Such schedule of Base Year Operating Expenses has been accompanied by a report of Landlord's Certified Public Accountant, which report must be based upon an audit conducted in accordance with generally accepted auditing standards and state whether the Premisesschedules of Base Year Operating Expenses present fairly the Base Year Operating Expenses of Landlord, as defined in the Lease. If Landlord fails to furnish any Statements under this Article relating to Operating Expense Escalations under A.2. below, Tenant may, upon thirty (30) days’ written notice and Landlord’s failure to furnish such statement within such thirty (30) day period, withhold all Additional Rent due and owing to Landlord, including but not limited to Real Estate Tax Escalations and Operating Expense Escalations under A.2. below, until Landlord furnishes the structural roofforegoing statements. Tenant's liability for Operating Expense Escalations due pursuant to this Article and/or Landlord's liability for refunding any overpayment shall survive the expiration of the term hereof. Pending any audit by the Tenant or Comptroller of Base Year Operating Expenses for the Operating Expense Base Year, subjectTenant shall pay Operating Expense Escalations pursuant to the foregoing provisions hereof for any Lease Year, defined below, as billed by Landlord, provided, however, that Tenant shall have the right to clause (9) withhold a reasonably disputed amount on account of Paragraph 1 aboveOperating Expense Escalations until the dispute in question is resolved; (o) costs incurred due and upon completion of such audit Tenant shall be allowed to violations by Landlord deduct immediately overcharges detected upon audit from any installment of rent then becoming due, or its agents if at the end of the terms and conditions of any lease or applicable law (including, without limitation, any costs Lease term Tenant shall be entitled to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of a payment from Landlord for services on such amounts within seven (7) days of Lease termination or expiration. Tenant shall have the right to the Developmentcopy, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising examine and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in audit Landlord's Base Year Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third partiesStatement.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph PARAGRAPHS 1 AND 2 above to the contrary, “"Operating Expenses” " will not include: (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; (b) any ground lease rental; (c) costs incurred by Landlord for the repair of damage to the Building to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the DevelopmentBuilding; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph l(n) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants 19 or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Building; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Building, and such other occupantsmatters relating to the maintenance of standards required of Landlord under the Lease; (ij) except for the administrative/management fees described in Subparagraph 1(gSUBPARAGRAPH 1(i) above, costs of Landlord’s 's general corporate overhead; (jk) all items and services for which Tenant or any other tenant in the Development Building reimburses Landlord (other than through operating expense pass-through provisions); (kl) utility or service electric power costs for which any tenant directly contracts with the local public service company; and (lm) costs arising from Landlord’s 's charitable or political contributions; (m) any costs relating to the initial development and construction of the Development, the Shell or the Landlord Work; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph Paragraphs 1 and 2 above to the contrary, “"Operating Expenses” " will not include: : (a) Landlord’s federal 's federal, state or state local income, franchise, inheritance or estate taxes; ; (b) any ground lease rental; ; (c) costs incurred by Landlord for the repair of damage to the Building to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; ; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; ; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; Building; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(m) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; ; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Building; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Building, and such other occupants; matters relating to the maintenance of standards required of Landlord under the Lease; (ij) except for the administrative/management fees described in Subparagraph 1(g1(h) above, costs of Landlord’s 's general corporate overhead; ; (jk) all items and services for which Tenant or any other tenant in the Development reimburses Building is to reimburse Landlord (other than through operating expense pass-through provisions); ; (kl) utility or service electric power costs for which any tenant directly contracts with the local public service company; ; (lm) costs arising from Landlord’s 's charitable or political contributions; (m) any costs relating to the initial development and construction of the Development, the Shell or the Landlord Work; ; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement transfer tax in connection with a sale of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 aboveBuilding; and (o) costs incurred due arising from repair of defects in the original construction of the Building. STANDARDS FOR UTILITIES AND SERVICES The following standards for utilities and services are in effect. Landlord reserves the right to violations by Landlord or its agents of adopt nondiscriminatory modifications and additions hereto. Subject to the terms and conditions of any lease the Lease and provided Tenant remains in occupancy of the Premises, Landlord will provide or applicable law make available the following utilities and services: 1. Provide non-attended automatic elevator facilities Monday through Friday, except holidays, from 8 a.m. to 6 p.m., and have one elevator available for Tenant's use at all other times. 2. On Monday through Friday, except holidays, from 8 a.m. to 6 p.m. and on Saturday from 8 a.m. to 12 Noon (including, without limitation, any costs and other times for a reasonable additional charge to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunderbe fixed by Landlord), ventilate the Premises and furnish air conditioning or by another tenant or tenants heating on such days and hours, when in the reasonable judgment of Landlord it may be required for the comfortable occupancy of the terms and conditions of any lease; (p) expenses related Premises. The air conditioning system achieves maximum cooling when the window coverings are extended to the management full length of the window opening and operation of adjusted to a 45o angle upwards. Tenant acknowledges and agrees that Landlord as an entity will not be responsible for room temperatures if Tenant does not (i) keep all window coverings in the Premises extended to the extent they do full length of the window opening and adjusted to a 45o angle upwards whenever the system is in operation; and (ii) abide by all reasonable regulations and requirements which Landlord may prescribe for the proper function and protection of said air conditioning system. Tenant agrees not relate solely to connect any apparatus, device, conduit or pipe to the operation ownership chilled and maintenance hot water air conditioning supply lines of the Development; Building without Landlord's reasonable prior written approval. Tenant further agrees that neither Tenant nor its servants, employees, agents, visitors, licensees or contractors shall at any time enter the mechanical installations or facilities of the Building or the Development or adjust, tamper with, touch or otherwise in any manner affect said installations or facilities. The cost of maintenance and service calls to adjust and regulate the air conditioning system will be charged to Tenant if the need for maintenance work results from either Tenant's adjustment of room thermostats or Tenant's failure to comply with its obligations under this Exhibit, including keeping window coverings extended to the full length of the window opening and adjusted to a 45o angle upwards. Such work will be charged at hourly rates equal to then-current journeyman's wages for air conditioning mechanics. Landlord acknowledges that the HVAC system for the Building will allow for separate zone control based on separate 1,000 square foot zones. 3. Landlord will make available to the Premises, 24 hours per day, seven days a week, electric current as required by the Building standard office lighting and fractional horsepower office business machines including copiers, personal computers and word processing equipment in an amount not to exceed five (q5) intentionally omitted; wattx xxx square foot per normal business day (r) any costsexclusive of the lighting fixtures and HVAC unit). Tenant agrees, fines should its electrical installation or penalties due electrical consumption be in excess of the aforesaid quantity or extend beyond normal business hours, to any failure reimburse Landlord monthly for the measured consumption at the average cost per kilowatt hour charged to the Building during the period. If a separate meter is not installed at Tenant's cost, such excess cost will be established by an estimate agreed upon by Landlord and Tenant, and if the parties fail to remit timely payments and/or violation agree, such cost will be established by an independent licensed engineer selected in Landlord's reasonable discretion, whose fee shall be shared equally by Landlord of and Tenant. Tenant agrees not to use any governmental rule apparatus or authority device in, upon or applicable law; about the Premises (sother than standard office business machines, personal computers and word processing equipment) profit increment paid to subsidiaries or affiliates of Landlord for services on or to which may in any way increase the Development, to the extent only that the costs amount of such services exceed competitive costs usually furnished or supplied to said Premises, and Tenant further agrees not to connect any apparatus or device with wires, conduits or pipes, or other means by which such services are supplied, for the purpose of using additional or unusual amounts of such services without the written consent of Landlord. Should Tenant use the same to excess, the refusal on the part of Tenant to pay upon demand of Landlord the amount established by Landlord for similarly qualified entities were they not so rendered by such excess charge will constitute a subsidiary or affiliate; (t) any advertising breach of the obligation to pay rent under this Lease and promotional expenditures; (u) items and services which will entitle Landlord provides to other tenants but not the rights therein granted for such breach. Tenant's use of electric current will never exceed the capacity of the feeders to Tenantthe Building, or items the risers or services which Landlord provides to wiring installation and Tenants will not install or use or permit the other tenants more than to Tenant, to the extent installation or use of such discrepancy; (v) any compensation paid to clerks, attendants computer or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant electronic data processing equipment in the Development directly reimburses Landlord or third parties Premises (except standard office business machines, personal computers and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (zword processing equipment) repairs, other work, costs or charges occasioned by without the breach prior written consent of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third partiesLandlord.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph --------------------------------------- Paragraphs 1 and 2 above to the contrary, “"Operating Expenses” " will not include: : (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; ; (b) any ground lease rental; ; (c) costs incurred by Landlord for the repair of damage to the Building to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; ; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; ; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; Building; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(m) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; ; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Building; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Building, and such other occupants; matters relating to the maintenance of standards required of Landlord under the Lease; (ij) except for the administrative/management fees described in Subparagraph 1(gl(h) above, costs of Landlord’s 's general corporate overhead; ; (jk) all items and services for which Tenant or any other tenant in the Development Building reimburses Landlord (other than through operating expense pass-through provisions); ; (kl) utility or service electric power costs for which any tenant directly contracts with the local public service company; and (lm) costs arising from Landlord’s 's charitable or political contributions; (m) any costs relating to the initial development and construction of the Development, the Shell or the Landlord Work; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph Paragraphs 1 and 2 above to the contrary, “"Operating Expenses” " will not include: : (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; ; (b) any ground lease rental; ; (c) costs incurred by Landlord for the repair of damage to the Building to the extent that Landlord is reimbursed by insurance (or would be reimbursed had Landlord carried the insurance required under this Lease) or condemnation proceeds or by tenants, warrantors or other third persons; ; (d) depreciation, amortization and interest payments, except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s services, all as determined in accordance with standard accounting practices; ; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; Building; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; except for the capital expenditures set forth in Subparagraph 1(l)above; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Project; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; ; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with tenants present or occupants, and leasing commissions, attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs and other costs and expenses incurred in connection with leasing space to, or negotiating with, prospective tenants or other occupants; occupants of the Building; (ij) except for the administrative/management fees described in Subparagraph 1(g) above, costs of Landlord’s 's general corporate overhead; ; (jk) all items and services for which Tenant or any other tenant in the Development Building reimburses Landlord (other than through operating expense Operating Expense pass-through provisions); ; (kl) utility or service electric power costs for which any tenant directly contracts with the local public service company; ; (lm) costs arising from Landlord’s 's charitable or political contributions; ; (mn) any costs relating to incurred in connection with the initial development and original construction of the Development, the Shell or the Landlord Work; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; Building; (o) costs incurred due to violations by Landlord or its agents of expenses directly resulting from the terms and conditions breach of any tenant lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunderincluding this Lease), negligence and/or intentional misconduct of Landlord, its agents, contractors or by another tenant or tenants of the terms and conditions of any lease; employees; (p) expenses related any bad debt loss, rent loss, or reserves for bad debts, rent loss or any other purpose; (q) the wages of any employee who does not devote substantially all of his or her time to the management Building shall be equitably allocated to the Building and operation the wages of any executive or administrative employees; (r) fines, penalties and interest; (s) costs incurred by Landlord as an entity with respect to goods and services (including utilities sold and supplied to tenants and occupants of the Building) to the extent they do that Landlord is reimbursed such costs other than through operating expense payments; (t) rentals and other related expenses incurred in leasing air conditioning systems, elevators or other equipment ordinarily considered to be of a capital nature, except equipment not relate solely affixed to the operation ownership Building which is used while repairs are being undertaken or in providing janitorial or similar services; (u) except for the property management fee permitted under Paragraph 1(g) of this EXHIBIT C, overhead and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to Landlord or to subsidiaries or affiliates of Landlord for goods and/or services on in or to the Development, Project to the extent only that the same exceeds the costs of such goods and/or services exceed competitive costs of such services for similarly qualified entities were they not so rendered by unaffiliated third parties on a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; competitive basis; (v) any compensation paid to clerksadvertising expenses, attendants or promotional expenses, and other persons costs of a similar nature incurred in commercial concessions operated by Landlord or its subsidiaries or affiliates; the leasing of space at the Project; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses insurance that is not required to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made carried by Landlord pursuant to this Lease Lease, and is in excess of that which a prudent owner of a comparable building would carry in the ordinary course of business, provided that this exclusion shall not be deemed to cover earthquake insurance carried by Landlord as permitted in this Lease; (x) any costs incurred by Landlord for actions or services that are not necessary for Landlord to perform to satisfy Landlord's obligations pursuant to this Lease; (y) the costs to repair or replace any damage or destruction covered by Paragraph 20 in excess of insurance proceeds; and (z) costs arising from the gross negligence presence of any Hazardous Materials (not resulting from the acts or willful misconduct omissions of Tenant). EXHIBIT "C" Page 3 STANDARDS FOR UTILITIES AND SERVICES The following standards for utilities and services are in effect. Landlord reserves the right to adopt nondiscriminatory modifications and additions hereto. Subject to the terms and conditions of the Lease and provided Tenant remains in occupancy of the Premises, Landlord will provide or make available the following utilities and services: 1. Provide non-attended automatic elevator available for Tenant's nonexclusive use at all other times. 2. On Monday through Friday, except holidays, from 7:30 a.m. to 6:00 p.m. (and other times for a reasonable additional charge to be fixed by Landlord), ventilate the Premises and furnish air conditioning or heating on such days and hours, when in the reasonable judgment of Landlord it may be required for the comfortable occupancy of the Premises. "Holidays" shall mean New Year's Day, President's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day and such other national holidays as are adopted by Landlord as holidays for the Building. The air conditioning system achieves maximum cooling when the window coverings are extended to the full length of the window opening and adjusted to a 45 DEG. angle upwards. Landlord will not be responsible for room temperatures if Tenant does not keep all window coverings in the Premises extended to the full length of the window opening and adjusted to a 45 DEG. angle upwards whenever the system is in operation. Tenant agrees to cooperate fully at all times with Landlord, and to abide by all reasonable regulations and requirements which Landlord may prescribe for the proper function and protection of said air conditioning system. Tenant agrees not to connect any apparatus, device, conduit or pipe to the chilled and hot water air conditioning supply lines of the Building. Tenant further agrees that neither Tenant nor its servants, employees, agents agents, visitors, licensees or contractors shall at any time enter the mechanical installations or third partiesfacilities of the Building or the Project or adjust, tamper with, touch or otherwise in any manner affect said installations or facilities. The reasonable cost of maintenance and service calls to adjust and regulate the air conditioning system will be charged to Tenant if the need for maintenance work results from either Tenant's adjustment of room thermostats or Tenant's failure to comply with its obligations under this Exhibit, including keeping window coverings extended to the full length of the window opening and adjusted to a 45 DEG. angle upwards. Initially, Tenant shall pay for after-hours HVAC services at the rate of Thirty-Five Dollars ($35.00) per hour, subject to reasonable adjustment at no profit to Landlord.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph Paragraphs 1 and 2 above to the contrary, “"Operating Expenses” " will not include: (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; (b) any ground lease rental; (c) costs incurred by Landlord for the repair of damage to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; (dc) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; (ed) brokerage commissionscosts of a capital nature, finders’ feesincluding, attorneys’ feeswithout limitation, space planning costs capital improvements, capital replacements, capital repairs, capital equipment and other costs incurred by Landlord capital tools, all as determined in leasing or attempting to lease space accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(n) above will in any event be included in the Developmentdefinition of Operating Expenses; (fe) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Premises; (gf) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the Development, including space planning and interior design costs and fees; (h) attorneys’ fees, costs and disbursements and other expenses incurred in connection with negotiations or disputes with tenants or occupants, and leasing commissions, attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs and other costs and expenses incurred in connection with leasing space to, or negotiating with, prospective tenants or other occupants; (ig) except for the administrative/management fees described in Subparagraph 1(g1(i) above, costs of Landlord’s 's general corporate overhead; (jh) all items and services for which Tenant or any other tenant in the Development reimburses Landlord (other than through operating expense pass-through provisions); and (k) utility or service costs for which any tenant directly contracts with the local public service company; (li) costs arising from Landlord’s 's charitable or political contributions; . EXHIBIT "F" ESTOPPEL CERTIFICATE The undersigned, ALTOX XXXXXX XXXTNERS, LLC, a California limited liability company (m) any costs relating to "Landlord"), with a mailing address c/o Acacia Properties, 250 Xxxxxxx Xxxxxx Xxxxx, Xxxxx 000, Xxxxxxx Xxxxx, Xxxxxxxxxx 00000, xxd RAINBOW TECHNOLOGIES, INC. a Delaware corporation ("Tenant"), hereby certify to_______________________________________________________, as follows: 1. Attached hereto is a true, correct and complete copy of that certain lease dated August 25, 2000, between Landlord and Tenant (the initial development "Lease"), regarding the premises located at 8 Huxxxx, Xxxxxx, Xxxxxxxxxx (xxe "Premises"). The Lease is now in full force and construction effect and has not been amended, modified or supplemented, except as set forth in Paragraph 4 below. 2. The Term of the Development, the Shell or the Landlord Work; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement Lease commenced on_________________________________. 3. The Term of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, Lease shall expire on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties_______________________________.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph 1 above to the contrary, “"Operating Expenses” " will not include: (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; (b) any ground lease rental; (c) costs incurred by Landlord for the repair of damage to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; (d) depreciation, amortization and interest payments, except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; (f) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (g) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the Development, including space planning and interior design costs and fees; (h) attorneys’ ' fees, costs and disbursements and other expenses incurred in connection with negotiations or disputes with tenants or occupants, and leasing commissions, attorneys’ ' fees, improvement costs, space planning costs, permit, license and inspection costs and other costs and expenses incurred in connection with leasing space to, or negotiating with, prospective tenants or other occupants; (i) except for the administrative/management fees described in Subparagraph 1(g1(i) above, costs of Landlord’s 's general corporate overhead; (j) all items and services for which Tenant or any other tenant in the Development reimburses Landlord (other than through operating expense pass-through provisions); (k) utility or service costs for which any tenant directly contracts with the local public service company; (l) costs arising from Landlord’s charitable or political contributions; (m) any costs relating to the initial development and construction of the Development, the Shell or the Landlord Work; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties.;

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph 1 above to the contrary, “"Operating Expenses” " will not include: (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; (b) any ground lease rental; (c) costs incurred by Landlord for the repair of damage to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard generally accepted accounting practices; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with generally accepted accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(n) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the Development, including space planning and interior design costs and fees; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Development; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Development, and such other occupantsmatters relating to the maintenance of standards required of Landlord under the Lease; (ij) except for the administrative/management fees described in Subparagraph 1(g1(i) above, costs of Landlord’s 's general corporate overhead; (jk) all items and services for which Tenant or any other tenant in the Development reimburses Landlord (other than through operating expense pass-through provisions); (kl) utility or service electric power costs for which any tenant directly contracts with the local public service company; (lm) costs arising from Landlord’s 's charitable or political contributions; and (mn) any costs relating to the initial development and construction of the Development. EXHIBIT "E" ESTOPPEL CERTIFICATE The undersigned, _______________________________________________________ _______________ ("Tenant"), hereby certifies to _______________________________ ___________________________________, as follows: 1. Attached hereto is a true, correct and complete copy of that certain lease dated _________________________, 19__, between _______________ ("Landlord") and Tenant (the Shell "Lease"), regarding the premises located at _______ ______________________________________________________________________ (the "Premises"). The Lease is now in full force and effect and has not been amended, modified or the Landlord Work; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenantssupplemented, agents, employees or contractors, the cost of replacement except as set forth in Paragraph 4 below. 2. The Term of the structural portions of the Development or the PremisesLease commenced on ___________________________, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties19______.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph PARAGRAPHS 1 AND 2 above to the contrary, “"Operating Expenses” " will not include: (a) Landlord’s Lessor's federal or state OR NET income, franchisefranchisee, inheritance TRANSFER, GIFT, or estate taxes; (b) any ground lease rental; (c) costs incurred by Landlord Lessor for the repair of damage to the Building to the extent that Landlord Lessor is reimbursed by insurance or condemnation proceeds or by tenantslessees, warrantors or other third persons; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord Lessor to enable Landlord Lessor to supply services Landlord Lessor might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord Lessor in leasing or attempting to lease space in the DevelopmentBuilding; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(n) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant lessee improvements for tenants lessees in the Development Building (including the original Landlord Work Lessee Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants lessees or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with tenants present or occupantsprospective lessees or other occupants of the Building; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Building, and such other occupantsmatters relating to the maintenance of standards required of Lessor under the Lease; (ij) except for the administrative/management fees described in Subparagraph 1(gSUBPARAGRAPH 1(i) above, costs of Landlord’s Lessor's general corporate overhead; , (jk) all items and services for which Tenant Lessee or any other tenant lessee in the Development Building reimburses Landlord Lessor (other others than through operating expense expenses pass-through provisions); (k1) utility or service electric power costs for which any tenant lessee directly contracts with the local public service company; and (lm) costs arising from Landlord’s Lessor's charitable or political contributions; (m) any costs relating . EXHIBIT "F" STANDARDS FOR UTILITIES AND SERVICES The following standard for utilities and services are in effect. Lessor reserves the right to the initial development adopt nondiscriminatory modifications and construction of the Development, the Shell or the Landlord Work; (n) subject additions hereto. Subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease the Lease and provided Lessee remains in occupancy of the Premises, Lessor will provide or applicable law make available the following utilities and services: 1. Provide non-attended automatic elevator facilities Monday through Friday, except holidays, from 6:00 a.m. to 10:00 p.m., and have one elevator available for Lessee's use at all other times. 2. On Monday through Friday, except holidays from 6:00 a.m. to 12:00 a.m. (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunderand other times at a reasonable hourly additional charge fixed by Lessor), ventilate the Premises and furnish air conditioning or by another tenant or tenants heating on such days and hours, when in the reasonable judgment of Lessor it may be required for the comfortable occupancy of the terms and conditions of any lease; (p) expenses related Premises. The air conditioning system achieves maximum cooling when the window coverings are extended to the management full length of the window opening and operation of Landlord as an entity adjusted to a 45 degree angle upwards. Lessor will not be responsible for room temperatures if Lessee does not keep all window coverings in the Premises extended to the extent they do full length of the window opening and - adjusted to a 45 degree angle upwards whenever the system is in operation. Lessee agrees to cooperate fully at all times with Lessor, and to abide by all reasonable regulations and requirements which Lessor may prescribe for the proper function and protection of said air conditioning system. Lessee agrees not relate solely to connect any apparatus, device, conduit or pipe to the operation ownership chilled and maintenance hot water air conditioning supply lines of the Development; (q) intentionally omitted; (r) Building. Lessee further agrees that neither Lessee nor its servants, employees, agents, visitors, licensees or contractors shall at any coststime enter the mechanical installations or facilities of the Building or the Development or adjust, fines tamper with, touch or penalties due otherwise in any manner affect said installations or facilities. The cost of maintenance and service calls to any adjust and regulate the air conditioning system will be charged to Lessee if the need for maintenance work results from either Lessee's adjustment of room thermostats or Lessee's failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or comply with its obligations under this Exhibit, including keeping window coverings extended to the Developmentfull length of the window opening and adjusted to a 45 degree angle upwards. Such work will be charged at hourly rates equal to then-current journeyman's wages for air conditioning mechanics. 3. Lessor will make available to the Premises, 24 hours per day, seven days a week, electric current as required by the Building standard office lighting and fractional horsepower office business machines including copiers, personal computer and word processing equipment in an amount not to exceed six (6) wattx xxx square foot per normal business day. Lessee agrees, should its electrical installation or electrical consumption be in excess of the aforesaid quantity or extend beyond normal business hours, to reimburse Lessor monthly for the extent only that measured consumption at the costs average cost per kilowatt hour charged to the building during the period. If a separate meter is not installed at Lessee's cost, such excess cost will be established by an estimate agreed upon by Lessor and Lessee, and if the parties fail to agree, such cost will be established by an independent licensed engineer selected in Lessors reasonable discretion, whose fee shall be shared equally be Lessor and Tenex. Xxssee agrees not to use any apparatus or device in, upon or about the Premises (other than standard office business machines, personal computers and work processing equipment) which may in any way increase the amount of such services exceed competitive costs usually furnished or supplied to said Premises, and Lessee further agrees not to connect any apparatus or device with wires, conduits or pipes, or other means by which such services are supplied, for the purpose of using additional or unusual amounts of such services without the written consent of Lessor. Should Lessee use the same to excess, the refusal on part of Lessee to pay upon demand of Lessor the amount established by Lessor for similarly qualified entities were they not so rendered by such excess charge will constitute a subsidiary or affiliate; (t) any advertising breach of the obligation to pay rent under this Lease and promotional expenditures; (u) items and services which Landlord provides will entitle Lessor to other tenants but not the rights therein granted for such breach. Lessee's use of electric current will never exceed the capacity of the feeders to Tenantthe Building, or items the risers or services which Landlord provides to wiring installation and Lessees will not install or use or permit the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant use of any computer or any other tenant electronic data processing equipment in the Development directly reimburses Landlord or third parties Premises (except standard office business machines, personal computers and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (zword processing equipment) repairs, other work, costs or charges occasioned by without the breach prior written consent of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third partiesLessor.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph Paragraphs 1 and 2 above to the contrary, “Operating Expenses” will not include: : (a) Landlord’s federal or state or local income, franchise, inheritance or estate taxes and transfer taxes; ; (b) any ground lease rental; ; (c) costs incurred by Landlord for the repair of damage to the Building to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; ; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s services, all as determined in accordance with standard accounting practices; ; (e) brokerage commissions, finders’ fees, attorneys’ fees, space planning costs, marketing costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; Building; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; except for the capital expenditures set forth in Subparagraph 1(m) above; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Project; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; ; (hi) attorneys’ fees, fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Building; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Building, and such other occupants; matters relating to the maintenance of standards required of Landlord under the Lease; (ij) except for the administrative/management fees described in Subparagraph 1(g1(h) above, costs of Landlord’s general corporate overhead; ; (jk) all items and services for which Tenant or any other tenant in the Development Building reimburses Landlord (other than through operating expense pass-through provisions); ; (kl) utility or service electric power costs for which any tenant directly contracts with the local public service company; ; (lm) costs arising from Landlord’s charitable or political contributions; (m) any costs relating to the initial development and construction of the Development, the Shell or the Landlord Work; ; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation original construction of Hazardous Materials in, on, under or about the Development; Building; (xo) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising resulting from the gross negligence or willful and/or intentional misconduct of Landlord or Landlord, its employeesagents, agents or contractors or third partiesemployees; (p) any bad debt loss, rent loss, or reserves for bad debts or rent loss; (q) the wages of any employee who does not devote substantially all of his or her time to the Building shall be equitably allocated to the Building; (r) fines, penalties and interest; (s) costs incurred by Landlord with respect to goods and services (including utilities sold and supplied to tenants and occupants of the Building) to the extent that Landlord is reimbursed such costs other than through operating expense payments; and (t) rentals and other related expenses incurred in leasing air conditioning systems, elevators or other equipment ordinarily considered to be of a capital nature, except equipment not affixed to the Building which is used while repairs are being undertaken or in providing janitorial or similar services.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph -------------------------------------- Paragraphs 1 and 2 above to the contrary, “"Operating Expenses” " will not include: : (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; ; (b) any ground lease rental; ; (c) costs incurred by Landlord for the repair of damage to the Building to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; ; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; ; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; Building; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(m) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; ; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Building; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Building, and such other occupants; matters relating to the maintenance of standards required of Landlord under the Lease; (ij) except for the administrative/management fees described in Subparagraph 1(g1(h) above, costs of Landlord’s 's general corporate overhead; ; (jk) all items and services for which Tenant or any other tenant in the Development Building reimburses Landlord (other than through operating expense pass-through provisions); ; (kl) utility or service electric power costs for which any tenant directly contracts with the local public service company; and (lm) costs arising from Landlord’s 's charitable or political contributions; (m) any costs relating to the initial development and construction of the Development, the Shell or the Landlord Work; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph -------------------------------------- Paragraphs 1 and 2 above to the contrary, “"Operating Expenses” " will not include: : (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; ; (b) any ground lease rental; ; (c) costs incurred by Landlord for the repair of damage to the Building to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; ; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; ; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; Building; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(m) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; ; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Building; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Building, and such other occupants; matters relating to the maintenance of standards required of Landlord under the Lease; (ij) except for the administrative/management fees described in Subparagraph 1(g1(h) above, costs of Landlord’s 's general corporate overhead; ; (jk) all items and services for which Tenant or any other tenant in the Development Building reimburses Landlord (other than through operating expense pass-through provisions); ; (kl) utility or service electric power costs for which any tenant directly contracts with the local public service company; and (lm) costs arising from Landlord’s 's charitable or political contributions; (m) any costs relating . EXHIBIT "E" ----------- Page 2 EXHIBIT "E" ----------- Page 3 STANDARDS FOR UTILITIES AND SERVICES ------------------------------------ The following standards for utilities and services are in effect. Landlord reserves the right to the initial development adopt nondiscriminatory modifications and construction of the Development, the Shell or the Landlord Work; (n) subject additions hereto. Subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of the Lease and provided Tenant remains in occupancy of the Premises, Landlord will provide or make available the following utilities and services: 1. Provide non-attended automatic elevator facilities Monday through Friday, except holidays, from 8 a.m. to 6 p.m., and have one elevator available for Tenant's use at all other times. 2. On Monday through Friday, except holidays, from 8 a.m. to 6 p.m. and on Saturday from 8 a.m. to 12 Noon (and other times for a reasonable additional charge to be fixed by Landlord, which charge shall be $45.00 per hour per floor during the original Lease Term), ventilate the Premises and furnish air conditioning or heating on such days and hours, when in the reasonable judgment of Landlord it may be required for the comfortable occupancy of the Premises. The air conditioning system achieves maximum cooling when the window coverings are extended to the full length of the window opening and adjusted to a 45 degree angle upwards. Landlord will not be responsible for room temperatures if Tenant does not keep all window coverings in the Premises extended to the full length of the window opening and adjusted to a 45 degree angle upwards whenever the system is in operation. Tenant agrees to cooperate fully at all times with Landlord, and to abide by all reasonable regulations and requirements which Landlord may prescribe for the proper function and protection of said air conditioning system. Tenant agrees not to connect any lease apparatus, device, conduit or applicable law pipe to the chilled and hot water air conditioning supply lines of the Building. Tenant further agrees that neither Tenant nor its servants, employees, agents, visitors, licensees or contractors shall at any time enter the mechanical installations or facilities of the Building or the Development or adjust, tamper with, touch or otherwise in any manner affect said installations or facilities. The cost of maintenance and service calls to adjust and regulate the air conditioning system will be charged to Tenant if the need for maintenance work results from either Tenant's adjustment of room thermostats or Tenant's failure to comply with its obligations under this Exhibit, including keeping window coverings extended to the full length of the window opening and adjusted to a 45 degree angle upwards. Such work will be charged at hourly rates equal to then-current journeyman's wages for air conditioning mechanics. 3. Landlord will make available to the Premises, 24 hours per day, seven days a week, electric current as required by the Building standard office lighting and fractional horsepower office business machines including copiers, personal computers and word processing equipment in an amount not to exceed six (including6) xxxxx per square foot per normal business day. Tenant agrees, should its electrical installation or electrical consumption be in excess of the aforesaid quantity or extend beyond normal business hours, to reimburse Landlord monthly for the measured consumption at the average cost per kilowatt hour charged to the Building during the period. If a separate meter is not installed at Tenant's cost, such excess cost will be established by an estimate agreed upon by Landlord and Tenant, and if the parties fail to agree, such cost will be established by an independent licensed engineer selected in Landlord's reasonable discretion, whose fee shall be shared equally by Landlord and Tenant. Tenant agrees not to use any apparatus or device in, upon or about the Premises (other than standard office business machines, personal computers and word processing equipment) which may in any way increase the amount of such services usually furnished or supplied to said Premises, and Tenant further agrees not to connect any apparatus or device with wires, conduits or pipes, or other means by which such services are supplied, for the purpose of using additional or unusual amounts of such services without limitationthe written consent of Landlord. Should Tenant use the same to excess, the refusal on the part of Tenant to pay upon demand of Landlord the amount established by Landlord for such excess charge will constitute a breach of the obligation to pay rent under this Lease and will entitle Landlord to the rights therein granted for such breach. Tenant's use of electric current will never exceed the capacity of the feeders to the Building, or the risers or wiring installation and Tenants will not install or use or permit the installation or use of any computer or electronic data processing equipment in the Premises (except standard office business machines, personal computers and word processing equipment) without the prior written consent of Landlord. 4. Water will be available in public areas for drinking and lavatory purposes only, but if Tenant requires, uses or consumes water for any purpose in addition to ordinary drinking and lavatory purposes, of which fact Tenant constitutes Landlord to be the sole judge, Landlord may install a water meter and thereby measure Tenant's water consumption for all purposes. Tenant agrees to pay Landlord for the cost of the meter and the cost of the installation thereof and throughout the duration of Tenant's occupancy Tenant will keep said meter and installation equipment in good working order and repair at Tenant's own cost and expense, in default of which Landlord may cause such meter and equipment to be replaced or repaired and collect the cost thereof from Tenant. Tenant agrees to pay for water consumed, as shown on such meter, as and when bills are rendered, and on default in making such payment, Landlord may pay such charges and collect the same from Tenant. Any such costs or expenses incurred, or payments made by Landlord for any of the reasons or purposes hereinabove stated will be deemed to remedy violations be additional rent payable by Tenant and collectible by Landlord as such. 5. Landlord will provide janitor service to the Premises, provided the same are used exclusively as offices, and are kept reasonably in order by Tenant, and unless otherwise agreed to by Landlord and Tenant no one other than persons approved by Landlord shall be permitted to enter the Premises for such purposes. If the Premises are not used exclusively as offices, they will be kept clean and in order by Tenant, at Tenant's expense, and to the satisfaction of applicable lawLandlord, excepting and by persons approved by Landlord. Tenant agrees to pay to Landlord the cost of removal of any of Tenant’s specific compliance obligations hereunder)'s refuse and rubbish to the extent that the same exceeds the refuse and rubbish usually attendant upon the use of the Premises as offices. 6. Landlord reserves the right to stop service of the elevator, plumbing, ventilation, air conditioning and electrical systems, when necessary, by reason of accident or emergency or for repairs, alterations or improvements, when in the judgment of Landlord such actions are desirable or necessary to be made, until said repairs, alterations or improvements shall have been completed, and Landlord will have no responsibility or liability for failure to supply elevator facilities, plumbing, ventilating, air conditioning or electric service, when prevented from so doing by strike or accident or by any cause beyond Landlord's reasonable control, or by another tenant laws, rules, orders, ordinances, directions, regulations or tenants by reason of the terms and conditions requirements of any lease; (p) expenses related federal, state, county or municipal authority or failure of gas, oil or other suitable fuel supply or inability by exercise of reasonable diligence to the management obtain gas, oil or other suitable fuel supply. It is expressly understood and operation of Landlord as an entity agreed that any covenants on Landlord's part to the extent they do not relate solely furnish any services pursuant to the operation ownership and maintenance any of the Development; (q) intentionally omitted; (r) any coststerms, fines covenants, conditions, provisions or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord agreements of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on this Lease, or to EXHIBIT "F" ----------- perform any act or thing for the Development, to the extent only that the costs benefit of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, will not be deemed breached if Landlord is unable to furnish or items perform the same by virtue of a strike or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant labor trouble or any other tenant cause whatsoever beyond Landlord's control. EXHIBIT "F" ----------- ESTOPPEL CERTIFICATE -------------------- The undersigned, ("Tenant"), -------------------------------------------------- hereby certifies to , as follows: --------------------------------------------- 1. Attached hereto is a true, correct and complete copy of that certain lease dated , 1993, between , a --------- ----------------------------------- ("Landlord") and Tenant (the "Lease"), regarding the premises located at (the "Premises"). The Lease is now in the Development directly reimburses Landlord full force and effect --------------- and has not been amended, modified or third parties and costs reimbursed by insurance proceedssupplemented, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third partiesexcept as set forth in Paragraph 4 below.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph Paragraphs 1 and 2 above to the contrary, “Operating Expenses” and/or “Real Property Taxes” will not include: (a) LandlordLessor’s federal or state income, franchisefranchisee, inheritance or estate taxes; (b) any ground lease rental; (c) costs incurred by Landlord Lessor for the repair of damage to the Building to the extent that Landlord Lessor is reimbursed by insurance or condemnation proceeds or by tenantslessees, warrantors or other third persons; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord Lessor to enable Landlord Lessor to supply services Landlord Lessor might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s services, all as determined in accordance with standard accounting practices; (e) brokerage commissions, finders’ fees, attorneys’ fees, space planning costs and other costs incurred by Landlord Lessor in leasing or attempting to lease space in the DevelopmentBuilding; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(n) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Building; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant lessee improvements for tenants lessees in the Development Building (including the original Landlord Work Lessee Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants lessees or other occupants of the DevelopmentBuilding, including space planning and interior design costs and fees; (hi) attorneys’ fees, fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with tenants present or occupantsprospective lessees or other occupants of the Building; provided, however, that Operating Expenses and leasing commissions, Real Property Taxes will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses and in Real Property Taxes, prospective tenants or enforcement of rules and regulations of the Building, and such other occupantsmatters relating to the maintenance of standards required of Lessor under the Lease; (ij) except for the administrative/management fees described in Subparagraph 1(g1 (i) above, costs of LandlordLessor’s general corporate overhead; , (jk) all items and services for which Tenant Lessee or any other tenant lessee in the Development Building reimburses Landlord Lessor (other others than through operating expense expenses pass-through provisions); (kl) utility or service electric power costs for which any tenant lessee directly contracts with the local public service company; and (lm) costs arising from LandlordLessor’s charitable or political contributions; (m) any costs relating to the initial development and construction of the Development, the Shell or the Landlord Work; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph 1 above to the contrary, “"Operating Expenses” " will not include: (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; (b) any ground lease rental; (c) costs incurred by Landlord for the repair of damage to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard generally accepted accounting practices; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with generally accepted accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(n) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Development; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the Development, including space planning and interior design costs and fees; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with present or prospective tenants or occupantsother occupants of the Development; provided, and leasing commissionshowever, that Operating Expenses will include those attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs ' fees and other costs and expenses incurred in connection with leasing space tonegotiations, disputes or negotiating withclaims relating to items of Operating Expenses, prospective tenants or enforcement of rules and regulations of the Development, and such other occupantsmatters relating to the maintenance of standards required of Landlord under the Lease; (ij) except for the administrative/management fees described in Subparagraph 1(g1(i) above, costs of Landlord’s 's general corporate overhead; (jk) all items and services for which Tenant or any other tenant in the Development reimburses Landlord (other than through operating expense pass-through provisions); (kl) utility or service electric power costs for which any tenant directly contracts with the local public service company; (lm) costs arising from Landlord’s 's charitable or political contributions; and (mn) any costs relating to the initial development and construction of the Development, the Shell or the Landlord Work; (n) subject to reimbursement from Tenant for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunder), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties.

Items Excluded from Operating Expenses. Notwithstanding the provisions of Paragraph Paragraphs 1 and 2 above to the contrary, “"Operating Expenses” " will not include: : (a) Landlord’s 's federal or state income, franchise, inheritance or estate taxes; ; (b) any ground lease rental; ; (c) costs incurred by Landlord for the repair of damage to the Premises to the extent that Landlord is reimbursed by insurance or condemnation proceeds or by tenants, warrantors or other third persons; ; (d) depreciation, amortization and interest payments, except as specifically provided herein, and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party, where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s 's services, all as determined in accordance with standard accounting practices; ; (e) brokerage commissions, finders’ ' fees, attorneys’ ' fees, space planning costs and other costs incurred by Landlord in leasing or attempting to lease space in the Development; Premises; (f) costs of a capital nature, including, without limitation, capital improvements, capital replacements, capital repairs, capital equipment and capital tools, all as determined in accordance with standard accounting practices; provided, however, the capital expenditures set forth in Subparagraph 1(f) above will in any event be included in the definition of Operating Expenses; (g) interest, principal, points and, and fees on debt or amortization on any mortgage, deed of trust or other debt encumbering the Building or the Development Premises; (gh) costs, including permit, license and inspection costs, incurred with respect to the installation of tenant improvements for tenants in the Development Building (including the original Landlord Work Tenant Improvements for the Premises), or incurred in renovating or otherwise improving, decorating, painting or redecorating space for tenants or other occupants of the Development, including space planning and interior design costs and fees; ; (hi) attorneys’ fees, ' fees and other costs and disbursements and other expenses incurred in connection with negotiations or disputes with tenants present or occupants, and leasing commissions, attorneys’ fees, improvement costs, space planning costs, permit, license and inspection costs and other costs and expenses incurred in connection with leasing space to, or negotiating with, prospective tenants or other occupants; occupants of the Building; (ij) except for the administrative/management fees described in Subparagraph 1(g1(c) above, costs of Landlord’s 's general corporate overhead; ; (jk) all items and services for which Tenant is required to reimburse Landlord pursuant to the Lease or any other tenant in the Development reimburses Landlord (other than through operating expense pass-through provisions); (k) utility or service costs for which any tenant directly contracts with Tenant is otherwise responsible pursuant to the local public service company; Lease; (l) costs arising from Landlord’s 's charitable or political contributions; ; (m) any costs relating to Costs of repairs or other work occasioned by fire, windstorm or other casualty, condemnation or eminent domain (other than the initial development and construction of the Development, the Shell or the Landlord Work; (n) subject to reimbursement from Tenant commercially reasonable deductible for damage caused by Tenant or its subtenants, agents, employees or contractors, the cost of replacement of the structural portions of the Development or the Premises, including the structural roof, subject, however, to clause (9) of Paragraph 1 above; (o) costs incurred due to violations by Landlord or its agents of the terms and conditions of any lease or applicable law (including, without limitation, any costs to remedy violations of applicable law, excepting Tenant’s specific compliance obligations hereunderinsurance), or by another tenant or tenants of the terms and conditions of any lease; (p) expenses related to the management and operation of Landlord as an entity to the extent they do not relate solely to the operation ownership and maintenance of the Development; (q) intentionally omitted; (r) any costs, fines or penalties due to any failure by Landlord to remit timely payments and/or violation by Landlord of any governmental rule or authority or applicable law; (s) profit increment paid to subsidiaries or affiliates of Landlord for services on or to the Development, to the extent only that the costs of such services exceed competitive costs of such services for similarly qualified entities were they not so rendered by a subsidiary or affiliate; (t) any advertising and promotional expenditures; (u) items and services which Landlord provides to other tenants but not to Tenant, or items or services which Landlord provides to the other tenants more than to Tenant, to the extent of such discrepancy; (v) any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord or its subsidiaries or affiliates; (w) costs and expenses incurred in connection with the remediation of Hazardous Materials in, on, under or about the Development; (x) costs of capital improvements made-to reduce operating expenses to the extent the portion of such costs otherwise includable in Operating Expenses exceeds the amount by which Landlord reasonably intended Operating Expenses to be reduced due to and at the time of installation of such improvements; (y) items and services for which Tenant or any other tenant in the Development directly reimburses Landlord or third parties and costs is reimbursed by insurance proceeds, condemnation proceeds or otherwise; (z) repairs, other work, costs or charges occasioned by the breach of any covenant, warranty or representation made by Landlord pursuant to this Lease or arising from the gross negligence or willful misconduct of Landlord or its employees, agents or contractors or third parties.therefor;