Common use of Operating Cost Escalation Clause in Contracts

Operating Cost Escalation. With respect to the First Fiscal Year for Tenant's Paying Operating Cost Escalation, or fraction thereof, and any Fiscal Year or fraction thereafter during the Term, Tenant shall pay to Landlord, as additional rent, Operating Cost Escalation (as defined below), if any, on or before the thirtieth day following receipt by Tenant of Landlord's Statement (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, consistently applied, certified by Landlord, and showing for the preceding Fiscal Year or fraction thereof, as the case may be, "Landlord's Operating Costs," EXCLUDING the interest and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost of special services rendered to tenants (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance required to be maintained by Landlord pursuant to this Lease; compensation and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord of electricity furnished for lighting, electrical facilities, equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit D; costs of building and cleaning supplies and equipment (including rental); cost of maintenance, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of the Building and Lot, or either, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating Costs, the costs thereof as reasonably amortized by Landlord over the useful life in years of the capital item so installed in accordance with generally accepted accounting principles ("GAAP"), consistently

Operating Cost Escalation. With respect to the First Fiscal Year for Tenant's Paying Operating Cost Escalation, or fraction thereof, and any Fiscal Year (as such term shall refer to the successive twelve (12) month periods commencing on January 1st and ending on December 31st included within the Term) or fraction thereafter during the Termthereafter, Tenant shall pay to Landlord, as additional rent, Operating Cost Escalation (as defined below), if any, on or before the thirtieth (30th) day following receipt by Tenant of Landlord's Statement (as defined below). ) As soon as practicable after the end of each Fiscal Year ending during the Term and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, consistently applied, usual accounting. practices certified by Landlord, Landlord and showing for the preceding Fiscal Year or fraction thereof, as the case may be, "Landlord's Operating Costs,", and specifying Tenant's "Pro Rata Share" (which such term shall refer to the fraction, the numerator of which is the Rentable Floor Area of Tenant's Space, and the denominator of which is the Total Rentable Floor Area of the Building) for such Fiscal Year, EXCLUDING the interest and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost of special services rendered to tenants (including Tenant) for which a special charge is made, depreciation of buildings and other improvements, improvements, repairs or alterations to spaces leased to other tenants, costs of any items to the extent Landlord receives reimbursement from insurance proceeds or from a third party, and expenses for capital items other than those permitted for purposes of reducing Landlord's Operating Costs pursuant to the following paragraph, BUT INCLUDING, without limitation: limitation real estate taxes on the BuildingBuilding and Lot, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; , expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; , provided, however, that any tax refunds shall be applied to reduce Landlord's Operating Costs, premiums for insurance required to be maintained by Landlord pursuant to this Lease; insurance, compensation and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the operating, maintaining, or cleaning of the Building and Lot; , steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord of electricity furnished for lighting, electrical facilities, equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit "D; ", costs of building and cleaning supplies and equipment (including rental); , cost of maintenance, cleaning and repairs; , cost of snow plowing or removal, or both, and care of landscaping; , payments to independent contractors under service contracts for cleaning, operating, managingmanaging (not to exceed five percent (5%) of collected gross rents of the Building), maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same are at reasonable rates consistent with similar contracts with unaffiliated third partiesthe type of occupancy and the services rendered); the Building's pro rata share (as hereinafter defined) of , the cost of operatingproviding amenities to the Building, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of the Building and Lot, or either, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating Costs, the annual costs thereof as reasonably amortized by Landlord over the useful life in years of the capital item so installed in accordance with generally accepted accounting principles principles, with legal interests on the unamortized amount, shall be included in Landlord's Operating Costs. In case of services which are not rendered to all areas on a comparable basis or in case service consumption vanes among tenants in the Building, the proportion allocable to the Premises shall be the same proportion which the Rentable Floor Area of Tenant's Space bears to the total rentable floor area to which such service is so rendered, or to which such disproportionate service or use is rendered ("GAAP"such latter area to be determined in the same manner as the Total Rentable Floor Area of the Building). Notwithstanding anything contained herein to the contrary, consistentlyTenant is not obligated to pay its Pro Rata Share of Landlord's Operating Costs which is included in Fixed Rent at such amount equal to the actual Landlord's Operating Costs for CY 2003 (approximately $7.25 per RSF, but shall only be obligated to pay the increase above such amount (i.e Operating Cost Escalation) as herein provided.

Operating Cost Escalation. With respect If during the Lease Term the Operating Costs incurred for the Building in which the Demised Premises are located, Complex and Parcel, for any Lease Year or proportionate part thereof if the Lease Term expires prior to the First Fiscal expiration of a Lease Year for Tenant's Paying (herein the “Comparison Period”) shall be greater than the Base Operating Cost EscalationCosts (adjusted proportionately if the Comparison Period is less than a Lease Year), or fraction thereof, and any Fiscal Year or fraction thereafter during the Term, Tenant then Lessee shall pay to LandlordLessor, as additional rentAdditional Rent, Lessee’s Percentage of all such excess Operating Cost Escalation (as defined below)Costs. Operating Costs shall include, if anyby way of illustration and not of limitation: personal property taxes; management fees; labor, on or before the thirtieth day following receipt by Tenant of Landlord's Statement (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term including all wages and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, consistently applied, certified by Landlordsalaries; social security taxes, and showing for other taxes which may be levied against Lessor upon such wages and salaries; employee benefits and payroll taxes; accounting and legal fees; any sales, use or service taxes incurred in connection with the preceding Fiscal Year operation of the Complex or fraction thereof, as the case may be, "Landlord's Operating Costs," EXCLUDING the interest Parcel; supplies; repairs and amortization on mortgages for the Building maintenance; maintenance and Lot or leasehold interests therein and service contracts; the cost of special services rendered to tenants security and alarm services; license permits and inspection fees; painting; wall and window washing; laundry and towel service; tools and equipment (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance are not required to be maintained by Landlord pursuant to this Leasecapitalized for Federal income tax purposes); compensation fire and other insurance; the cost of any loss which is the responsibility of Lessor because of the existence of commercially reasonable deductibles; trash removal; lawn care; snow removal and all fringe benefits, workmen's compensation, insurance premiums other items properly constituting direct operating costs according to standard accounting practices (hereinafter collectively referred to as the “Operating Costs”). Lessor shall be entitled to amortize and payroll taxes paid by Landlord to, for or with respect to all persons engaged include in the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord of electricity furnished for lighting, electrical facilities, equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit D; costs of building and cleaning supplies and equipment (including rental); cost of maintenance, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) Operating Costs an allocable portion of the cost of operatingcapital improvement items limited to those items, maintaining and repairing the Common Areas of the Park (such asincluding life safety systems, but which are reasonably calculated to reduce operating expenses or which are required under any governmental laws, regulations or ordinances which were not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of applicable to the Building and Lot, or either, and properly chargeable against income, Complex or Parcel at the time it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating Costs, the was constructed. All such costs thereof as reasonably shall be amortized by Landlord over the useful reasonable life of such improvements with interest at two (2%) percent over the prime lending rate announced as such by Chase Manhattan Bank to its most creditworthy borrowers on the unamortized amount in years of the capital item so installed accordance with such reasonable life and amortization schedules as shall be determined by Lessor in accordance with generally accepted accounting principles ("GAAP"principles. As used in this Subsection 25(A), consistentlythe Base Period Costs for Operating Costs shall be as defined on the Reference Page.

Operating Cost Escalation. With respect to the First Fiscal Year for Tenant's Paying Operating Cost Escalation, or fraction thereof, and any Fiscal Year or fraction thereafter during the Term, Tenant shall pay to Landlord, as additional rent, Operating Cost Escalation (as defined below), if any, on or before the thirtieth day following receipt by Tenant of Landlord's Statement (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, principles consistently applied, applied certified by Landlord, Landlord and showing for the preceding Fiscal Year or fraction thereof, as the case may be, "Landlord's Operating Costs," EXCLUDING the interest and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost of special services rendered to tenants (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance required to be maintained by Landlord pursuant to this Lease; compensation and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord of electricity furnished for lighting, electrical facilities, equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit D; costs of building and cleaning supplies and equipment (including rental); cost of maintenance, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management security and sewer treatment plant maintenancemanagement); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of the Building and Lot, or either, and properly chargeable against income, it being agreed . Landlord agrees that if Landlord installs a new or replacement capital item for the purpose all of reducing such services to be included in Landlord's Operating Costs shall be obtained by Landlord at commercially reasonable, competitive market rates consistent with the operation and management of comparable office buildings in the suburban Boston area. Notwithstanding anything to the contrary contained herein, in no event shall Landlord's Operating Costs include (nor shall Tenant have any obligation to pay any Operating Costs Escalation on account of) the following: a. Costs, expenses and fees relating to solicitation of, advertising for and entering into leases and other occupancy arrangements for space in the Park, including but not limited to legal fees, space planners' fees, real estate brokers' leasing commissions and advertising expenses. b. Costs of defending any lawsuits with any mortgagee (except as the actions of Tenant may be in issue), costs thereof of selling, syndicating, financing, mortgaging or hypothecating any of Landlord's interest in the Park (or any part thereof), costs of any disputes between Landlord and its employees, disputes of Landlord with building management, or outside fees paid in connection with disputes with other tenants or adjacent property owners. c. Costs of correcting defects in the Building or the Building equipment or replacing defective equipment to the extent such costs may relate to items covered by warranties of manufacturers, suppliers or contractors or are otherwise borne by parties other than Landlord and for which Landlord receives reimbursement. d. Costs of installations paid by or constructed for specific tenants or other occupants. e. Costs, including, without limitation, permit, license and inspection costs, incurred with respect to the installation of tenant improvements made for new tenants in the Building or the Park or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant rentable space for tenants or other occupants of the Building or the Park. f. Interest, points, other finance charges and principal payments on mortgages, and other costs of indebtedness, if any. g. All amounts which are specifically charged to or otherwise paid by any other tenant or other occupant of the Building or the Park, or for items or services which Landlord provides selectively to one or more tenants (other than Tenant) without reimbursement. h. Any bad debt loss, rent loss or reserves for bad debts or rent loss. i. Costs, expenses or judgments occasioned by casualty, injury or damage, to the extent that such costs, expenses or judgments are or are required to be covered by insurance to be maintained by Landlord under this Lease, provided that all such costs, expenses or judgments not covered under such insurance as a result of any deductible amount shall be included in Landlord's Operating Costs and costs for which Landlord is reimbursed by any tenant's (including, without limitation, Tenant's) insurance carrier. j. The salary and indirect compensation (including, without limitation, all fringe benefits, workmen's compensation, insurance premiums and payroll taxes) of any employee above the trade of building manager, and the wages and indirect compensation of any employee to the extent such employee devotes his or her time to property other than the Building. k. Amounts, if any, paid as ground rental by Landlord. l. Expenses related to third-party landlord-tenant disputes. m. Imputed cost equal to the loss of rent by Landlord for making available to the managing agent space for a Building office on the ground floor or above (which such management agent space shall not exceed three hundred (300) square feet). n. Costs of a capital nature, as reasonably amortized by Landlord over the useful life in years of the capital item so installed in accordance with generally accepted accounting principles principles, consistently applied, with legal interest on the unamortized amounts, exceeding twenty thousand dollars ("GAAP"$20,000.00) per item (expressly excluding costs resulting from Tenant's excessive use, misuse or negligence and all routine maintenance and repair costs, which costs shall be included in Landlord's Operating Costs and shall be chargeable to Tenant in accordance with and subject to the provisions of this Section 4.2); provided, however, that the amortization of such costs incurred after the first three (3) calendar years of the Term, shall be included in Landlord's Operating Costs, subject to the provisions of this Section 4.2, and not excluded therefrom if such costs are incurred as a result of (i) the replacement of any major system or component of the Building reasonably made by Landlord in lieu of the repair thereof, (ii) any improvement reasonably made by Landlord for the purpose of reducing Landlord's Operating Costs and (iii) any improvement that Landlord is required to make to comply with any law or regulation applicable to the Premises first enacted after the date of this Lease. Notwithstanding any language to the contrary contained herein, Landlord's Operating Costs shall be reduced by reimbursements, credits, discounts, reductions or other allowances received or receivable by Landlord for items of cost included in Landlord's Operating Costs (except for reimbursements to Landlord by tenants under the additional rent provisions of their respective leases), consistentlyincluding any tax refunds realized as a result of any abatement proceeding or otherwise. In case of services which are not rendered to all areas of the Building on a comparable basis, the proportion allocable to the Premises shall be the same proportion which the Rentable Floor Area of Tenant's Space bears to the total rentable floor area to which such service is so rendered (such latter to be determined in the same manner as the Total Rentable Floor Area of the Building), or shall be re-allocated by Landlord on a reasonable basis taking into consideration such factors as usage of a particular tenant in the Park and/or such other pertinent factors as reasonably determined by Landlord. Tenant shall be responsible to pay its share of Landlord's Operating Costs for the Building based upon the proportion that the Rentable Floor Area of Tenant's Space bears to the Total Rentable Floor Area of the Building as the same may be expanded pursuant to the terms of Exhibit R hereto. Tenant shall also be responsible to pay its pro rata share of Park-related costs, which shall be allocated by Landlord in a commercially reasonable manner based upon the following: (i) during phase I of the Park, as shown on the interim site plan attached hereto as Exhibit A, Tenant shall be responsible for one hundred percent (100%) of the Landlord's Operating Costs relating to or associated with the Lot, or the Building and such other improvements located thereon, including without limitation the Building Parking Area, and none of such costs relating to or associated with the balance of the Park; provided, however, that if the Building is expanded pursuant to Exhibit R and Tenant is not the sole tenant of the entire Building after such expansion, then Tenant shall pay its pro rata share of such costs relating to the Lot, or the Building and such other improvements located thereon, including without limitation the Building Parking Area; and (ii) during future phases of the Park, in the event of an all office use Park, upon the ratio of the square footage of the Premises to the aggregate square footage of all completed buildings in the Park, as such buildings are completed from time to time, and in the event of a mixed use, office and retail, Park, upon the number of parking spaces allocated to Tenant to the aggregate number of developed parking spaces in the Park.. Landlord and Tenant hereby agree that prior to the completion of such buildings, Park-related costs shall be allocated by Landlord in a commercially reasonable manner. Tenant's share of Landlord's Operating Costs shall also include (i) real estate taxes attributable to the Lot and the Building and such other improvements located thereon, and, during future phases of the Park, (ii) Tenant's pro rata share (as hereinabove determined) of real estate taxes attributable to the Common Areas of the Park.

Operating Cost Escalation. With respect If the Operating Costs incurred for the Real Property for any Lease Year or Partial Lease Year during the Term will be greater than the Base Operating Costs (reduced proportionately to correspond to the First Fiscal Year for Tenant's Paying Operating Cost Escalationduration of periods less than a Lease Year), or fraction thereof, and any Fiscal Year or fraction thereafter during the Term, then Tenant shall will pay to Landlord, as additional rentAdditional Rent, Tenant’s Percentage of all such excess Operating Cost Escalation Costs. Operating Costs will include, by way of illustration and not of limitation: personal property taxes; management fees for the Building only; labor, including all wages and salaries for those employees working at the Building (as defined below), if any, on to the extent that employees work at the Building and other building(s) owned or before the thirtieth day following receipt managed by Tenant Landlord or an affiliate of Landlord's Statement , such wages and salaries shall be reasonably allocated by Landlord among such buildings); social security and other taxes which may be levied against Landlord upon such wages and salaries; supplies; repairs and maintenance; maintenance and service contracts; painting; wall and window washing; tools and equipment (which are not required to be capitalized for federal income tax purposes); trash removal; lawn care; snow removal and all other items properly constituting direct operating costs according to standard accounting practices (collectively referred to as defined belowthe “Operating Costs” in this Lease); but not including depreciation of Building or equipment; interest; income or excess profits taxes; costs of maintaining the Landlord’s corporate existence; franchise taxes; any expenditures required to be capitalized for federal income tax purposes, unless said expenditures are for the purpose of reducing Operating Costs at the Real Property, or those which under generally applied real estate practice are expensed or regarded as deferred expenses or are required under any Legal Requirement, in which event the costs thereof shall be included. As soon as practicable after Notwithstanding anything contained herein to the end of each Fiscal Year ending contrary, any additional costs incurred by Landlord during the Term Calendar Year by reason of Landlord or any of its vendors entering into new labor contracts or renewals or modifications of existing labor contracts will not be included in Base Operating Costs. In addition, Tenant will pay Landlord Tenant’s Percentage of all costs and after Lease terminationexpenses incurred by Landlord in connection with complying with any “homeland security” requirements and such costs and expenses will not be included in Operating Costs. If any repair, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to replacement or improvement within the definition of Operating Costs is capitalized under generally accepted accounting principles, consistently applied, certified by Landlord, and showing for the preceding Fiscal Year or fraction thereof, as the case may be, "Landlord's Operating Costs," EXCLUDING the interest and amortization on mortgages for the Building and Lot or leasehold interests therein and then (A) the cost of special services rendered any such repair, replacement or improvement shall only be included in Operating Costs if such repair, replacement or improvement (i) is necessary to tenants comply with any governmental or quasi-governmental law, statute, ordinance, rule, order, requirements or regulation, which is enacted or promulgated after the date hereof, (including Tenantii) for is reasonably intended to reduce Operating Costs or (iii) constitutes a replacement which a special charge in Lessor’s reasonable judgment is madeeconomically prudent to make in lieu of repairs, BUT INCLUDING, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance required to be maintained by Landlord pursuant to this Lease; compensation and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility, but not including B) the cost to Landlord thereof shall be amortized on a straight line basis over the lesser of electricity furnished for lighting, electrical facilities, equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space ten (other than Building heating, ventilating and air conditioning equipment10) as set forth in Paragraph VII of Exhibit D; costs of building and cleaning supplies and equipment (including rental); cost of maintenance, cleaning and repairs; cost of snow plowing years or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of the Building and Lot, or either, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating Costs, the costs thereof as reasonably amortized by Landlord over the useful life of such repair, (C) the amount so amortized attributable to such repair, replacement or improvement shall be included in years Operating Costs in each Lease Year for such portion of the capital item so installed amortization period which occurs during the Term, provided, however, that all amounts thereof included in accordance with generally accepted accounting principles Operating Costs in any Lease Year subsequent to the year paid shall have added thereto interest from the date Lessor incurred such cost. For amortization purposes, applicable interest shall be two ("GAAP")2) percentage points in excess of the prime rate charged by XX Xxxxxx Xxxxx Bank, consistentlyor its successor, at the time of expenditure.

Operating Cost Escalation. With (i) If during the Lease Term the Operating Costs incurred for the Building in which the Demised Premises are located and Xxxxxx Xxxxxxxx Xxxx for any calendar year or proportionate part thereof if the Lease Term expires prior to the expiration of a calendar year (herein the "Comparison Period") shall be greater than the Base Operating Costs (adjusted proportionately if the Comparison Period is less than a calendar year), then Lessee shall pay to Lessor, as Additional Rent, Lessee's Percentage of all such excess Operating Costs. Operating Costs shall include all reasonable costs and expenses of owning, operating, managing, maintaining, repairing, replacing and securing the Building and the Office Building Area including, by way of illustration and not by way of limitation: personal property taxes; asset and/or property management fees; labor, including all wages and salaries and benefits for those individuals rendering services to the Building and/or the Office Building Area, which are generally comparable to the wages, salaries and benefits paid to those providing services to other buildings of comparable quality in the general area of the Building but not including any employees above the rank of building or property manager; social security taxes, and other taxes (excluding late payment charges) which may be levied against Lessor upon such wages and salaries; supplies; repairs, maintenance and replacements; maintenance and service contracts; painting; wall and window washing; tools and equipment (which are not required to be capitalized under generally accepted accounting principles); fire, rent, liability and other insurance; trash removal; lawn care; snow removal; sums levied, assessed, imposed or required to be paid to any governmental authority on account of the parking of motor vehicles, including all sums required to be paid pursuant to transportation controls imposed by the Environmental Protection Agency under the Clean Air Act of 1970, or otherwise required to be paid by any governmental authority with respect to the First Fiscal Year for Tenant's Paying Operating Cost Escalationparking, use, or fraction thereoftransportation of motor vehicles, or reduction or control of motor vehicle traffic, or motor vehicle pollution; and any Fiscal Year or fraction thereafter during all other items properly constituting direct operating costs according to standard accounting practices (hereinafter collectively referred to as the Term, Tenant shall pay to Landlord, as additional rent, "Operating Cost Escalation Costs") but not including Real Estate Taxes (as defined belowhereinafter defined), if anyUtility and Energy Costs, on depreciation of Building or before the thirtieth day following receipt by Tenant equipment; principal or interest; income or excess profits taxes; costs of Landlordmaintaining Lessor's Statement corporate existence; franchise taxes; any expenditures required to be capitalized (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term and after Lease termination, Landlord shall render a statement (an "Landlord's StatementIncluded Capital Improvement") in reasonable detail and according to under generally accepted accounting principles, consistently applied, certified by Landlord, and showing for the preceding Fiscal Year or fraction thereof, as the case may be, "Landlord's Operating Costs," EXCLUDING the interest and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost of special services rendered to tenants (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance required to be maintained by Landlord pursuant to this Lease; compensation and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord of electricity furnished for lighting, electrical facilities, equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit D; costs of building and cleaning supplies and equipment (including rental); cost of maintenance, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same unless said expenditures are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of the Building and Lot, or either, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating CostsCosts within the Building and Office Building Area (and in such instance only to the extent of savings generated in connection therewith or the amortized amount as provided herein, if less) or are required under any mandatory governmental law, ordinance or regulation, in which event the costs thereof as reasonably amortized by Landlord shall be included, but only to the extent of the amortization of such Included Capital Improvement over the useful life thereof; leasing commissions; tenant work allowances (or work done for tenants); brokerage commissions,; origination fees, points, mortgage recording taxes, title charges and other costs or fees incurred in years connection with financing or refinancing or sale or transfer of the capital item so installed Building or any portion thereof or any interest therein; attorneys fees in accordance connection with generally accepted accounting principles leasing of space ("GAAP"or surrender, modification, termination, extension or enforcement of any lease); any expense paid to any related entity to the extent such payment exceeds competitive charges in a bona fide arms-length transaction; marketing, promotion and advertising expenses; ground rent. As used in this Subsection 22(A), consistentlythe Base Period Costs for Operating Costs shall be as defined in the Preamble.

Operating Cost Escalation. With respect If during the Lease Term the Operating Costs incurred for the Building in which the Demised Premises are located and Office Building Area for any Lease Year or proportionate part thereof if the Lease Term expires prior to the First Fiscal expiration of a Lease Year for Tenant's Paying (herein the "Comparison Period") shall be greater than the Base Operating Cost EscalationCosts (adjusted proportionately if the Comparison Period is less than a Lease Year), or fraction thereof, and any Fiscal Year or fraction thereafter during the Term, then Tenant shall pay to LandlordLandlord as Additional Rent Tenant's Percentage, as additional renthereinafter defined, Operating Cost Escalation (as defined below), if any, on or before the thirtieth day following receipt by Tenant of Landlord's Statement (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, consistently applied, certified by Landlord, and showing for the preceding Fiscal Year or fraction thereof, as the case may be, "Landlord's all such excess Operating Costs," EXCLUDING the interest . Operating Costs shall include, by way of illustration and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost not of special services rendered to tenants (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance required to be maintained by Landlord pursuant to this Lease; compensation and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephoneincluding fuel surcharges or adjustments with respect thereto, water sewer, and other utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord of electricity furnished for lighting, electrical facilities, equipment, machinery, fixtures utilities and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipmentcosts for the Building to include all leased and leasable areas (not separately billed or separately metered within the Building) as set forth in Paragraph VII of Exhibit Dand Common Facilities electricity, lighting, water, sewer and other utilities for the Building and Office Building Area (herein "Utility and Energy Costs"); costs of building personal property taxes; management fees; labor, including all wages and cleaning supplies salaries; social security taxes, and other taxes which may be levied against Landlord upon such wages and salaries; supplies; repairs and maintenance; maintenance and service contracts; painting; wall and window washing; laundry and towel service; tools and equipment (including rentalwhich are not required to be capitalized for federal income tax purposes); cost fire, rent liability and other insurance; trash removal; lawn care; snow removal; sums levied, assessed, imposed or required to be paid to any governmental authority on account of maintenancethe parking of motor vehicles, cleaning and repairs; cost including all sums required to be paid pursuant to transportation controls imposed by the Environmental Protection Agency under the Clean Air Act of snow plowing or removal1970, or bothotherwise required to be paid by any governmental authority with respect to the parking, and care use, or transportation of landscaping; payments to independent contractors under service contracts for cleaningmotor vehicles, operatingor reduction or control of motor vehicle traffic, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance)or motor vehicle pollution; and all other reasonable items properly constituting direct operating costs according to standard accounting practices (hereinafter collectively referred to as the "Operating Costs"), but not including depreciation of Building or equipment; interest; income or excess profits taxes; costs of maintaining Landlord's corporate existence; franchise taxes; and necessary expenses paid in connection with the operationexpenditures required to be capitalized for federal income tax purposes, cleaning, maintenance, and repair of the Building and Lot, or either, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item unless aid expenditures are for the purpose of reducing Landlord's Operating CostsCosts within the Building and Office Building Area or are required under any governmental law, ordinance or regulation, in which event the costs thereof as reasonably amortized by Landlord over the useful life shall be included. As used in years of the capital item so installed in accordance with generally accepted accounting principles ("GAAP"this Subsection 22(A), consistentlythe Base Period Costs for Operating Costs shall be as defined in the Preamble.

Operating Cost Escalation. With respect If the Operating Costs incurred for the Real Property for any Lease Year or Partial Lease Year during the Term will be greater than the Base Operating Costs (reduced proportionately to correspond to the First Fiscal Year for Tenant's Paying Operating Cost Escalationduration of periods less than a Lease Year), or fraction thereof, and any Fiscal Year or fraction thereafter during the Term, then Tenant shall will pay to Landlord, as additional rentAdditional Rent, Operating Cost Escalation (as defined below), if any, on or before the thirtieth day following receipt by Tenant Tenant’s Percentage of Landlord's Statement (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, consistently applied, certified by Landlord, and showing for the preceding Fiscal Year or fraction thereof, as the case may be, "Landlord's all such excess Operating Costs," EXCLUDING the interest . Operating Costs will include, by way of illustration and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost not of special services rendered to tenants (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate personal property taxes; management fees; labor, including all wages and salaries; social security and other taxes on the Building, the Lot which may be levied against Landlord upon such wages and the Common Areas of the Park salaries; supplies; repairs and maintenance; maintenance and service contracts; painting; wall and window washing; tools and equipment (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance which are not required to be maintained by Landlord pursuant capitalized for federal income tax purposes); trash removal; lawn care; snow removal and all other items properly constituting direct operating costs according to standard accounting practices (collectively referred to as the “Operating Costs” in this Lease); compensation and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord depreciation of electricity furnished for lighting, electrical facilities, Building or equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit D; interest; income or excess profits taxes; costs of building and cleaning supplies and equipment (including rental)maintaining the Landlord’s corporate existence; cost of maintenancefranchise taxes; any expenditures required to be capitalized for federal income tax purposes, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same unless said expenditures are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of the Building and Lot, or either, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating CostsCosts at the Real Property, or those which under generally applied real estate practice are expensed or regarded as deferred expenses or are required under any Legal Requirement, in which event the costs thereof as reasonably amortized shall be included. Notwithstanding anything contained herein to the contrary, any additional costs incurred by Landlord over during the useful life Calendar Year by reason of Landlord or any of its vendors entering into new labor contracts or renewals or modifications of existing labor contracts will not be included in years Base Operating Costs. In addition, Tenant will pay Landlord Tenant’s Percentage of the capital item so installed all costs and expenses incurred by Landlord in accordance connection with generally accepted accounting principles ("GAAP"), consistentlycomplying with any “homeland security” requirements and such costs and expenses will not be included in Operating Costs.

Operating Cost Escalation. With respect to If the First Fiscal Year Operating Costs incurred for Tenant's Paying Operating Cost Escalation, or fraction thereofthe Building in which the Demised Premises are located, and Office Building Area, for any Fiscal Year calendar year or fraction thereafter proportionate part thereof during the TermLease term, Tenant shall be greater than the Base Operating costs (adjusted proportionately for periods less than a lease year), then Lessee shall pay to Landlord, Lessor as additional rentrent its proportionate share of all such excess Operating Costs. Operating Costs shall include, Operating Cost Escalation by way of illustration and not of limitation, management fees, provided same do not exceed 4% of the gross rentals of the building, labor, including all wages and salaries, social security taxes, and other taxes which may be levied against Lessor upon wages and salaries (as defined belowexcept salaries for partners of the Landlord and/or management personnel of the Landlord), if anysupplies, on or before the thirtieth day following receipt by Tenant of Landlord's Statement repairs and maintenance, maintenance and service contracts, painting, wall and window washing, laundry and towel service, tools and equipment (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, consistently applied, certified by Landlord, and showing for the preceding Fiscal Year or fraction thereof, as the case may be, "Landlord's Operating Costs," EXCLUDING the interest and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost of special services rendered to tenants (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance are not required to be maintained by capitalized for federal income tax purposes), fire and other insurance (except for health, accident and group life insurance for partners of the Landlord pursuant to this Lease; compensation and/or management personnel of the Landlord), trash removal, lawn care, snow removal, and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect other items properly constituting direct operating costs according to all persons engaged in standard accounting practices (hereinafter collectively referred to as the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility"Operating Costs"), but not including the cost to Landlord depreciation of electricity furnished for lighting, electrical facilities, Building or equipment, machineryinterest, fixtures and appliances used amortization on any mortgage or other debt service not in the ordinary course of operating the facility, income or excess profit taxes, cost of maintaining the Lessor's corporate existence, franchise taxes, any expenditures required to be capitalized for federal income tax purposes or office expenses, manager fees or salaries of the Lessor's executive officers, providing that the good and services provided by Tenant in Tenant's Space (the Landlord to the building are of comparable costs to other than Building heatingsuppliers, ventilating and that the repairs to and the physical maintenance of the premises shall not include any capital improvements or replacement of the plant, parking lot, utility and air conditioning equipment) as set forth systems. As used in this Paragraph VII of Exhibit D; costs of building and cleaning supplies and equipment (including rental); cost of maintenance, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of the Building and Lot, or either, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating Costs34 "A", the costs thereof Base Operating Costs shall be the Operating Costs incurred during the first (1st) twelve (12) months of Lessee's occupancy, projected as reasonably amortized by Landlord over the useful life in years though said building was fully occupied, if same is not fully occupied during said first (1st) twelve (12) months of the capital item so installed in accordance with generally accepted accounting principles ("GAAP")Lessee's occupancy. NOTWITHSTANDING THE FOREGOING, consistentlyOPERATING COSTS SHALL EXCLUDE THE FOLLOWING: ALL CAPITAL EXPENDITURES OR IMPROVEMENTS, REAL ESTATE TAXES, WAGES AND BEFITS OF EMPLOYEES ABOVE THE LEVEL OF BUILDING MANAGER, ALL COSTS FOR WHICH LANDLORD IS REIMBURSED BY INSURANCE, OTHER TENANTS OR OTHERWISE, COSTS OF LEASING SPACE IN THE BUILDING AND COSTS TO CURE EXISTING VIOLATIONS OF LAW.

Operating Cost Escalation. With respect to the First Fiscal Year for Tenant's Paying Operating Cost Escalation, or fraction thereof, and any Fiscal Year or fraction thereafter during the Term, Tenant shall pay to Landlord, as additional rentAdditional Rent, Operating Cost Escalation (as defined below), if any, ) on or before the thirtieth 30th day following receipt by Tenant of Landlord's ’s Operating Cost Statement (as defined below). As soon as practicable after After the end of each Fiscal Year ending calendar year during the Term term and after Lease termination, Landlord shall render a statement ("“Landlord's ’s Operating Cost Statement"”) in reasonable detail and according to generally accepted usual accounting principles, consistently appliedpractices, certified by Landlord, and showing for the preceding Fiscal Year calendar year or fraction thereof, as the case may be, "Landlord's ’s Operating Costs," EXCLUDING the interest and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost of special services rendered to tenants Costs (including Tenant) for which a special charge is madeas defined below), BUT INCLUDINGLandlord’s Operating Costs shall include, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments premiums for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments insurance covered by Landlord with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance required to be maintained by Landlord pursuant to this Leasethe Property; compensation and all fringe benefits, workmen's worker’s compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the managing, operating, maintaining, maintaining or cleaning of the Building Property (if such persons are engaged with respect to more than one property, such costs shall be appropriately allocated among the Property and Lotsuch other properties); steam, water, sewer, electric, gas, telephone, water and other sewer use charges for the Property; all utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord of electricity furnished for lighting, electrical facilities, equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit D; costs of building and cleaning supplies and equipment (including rental); cost of maintenance, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors and management companies under service or management contracts (or other costs incurred directly by Landlord or its agents) for cleaning, operating, managing, cleaning, maintaining and repairing the Property, including, without limitation, management fees, Building cleaning, window cleaning, pest extermination, trash removal, landscaping, snow removal and Lot repair and maintenance to elevators, the HVAC, electric and plumbing systems and parking areas (which payments may be to affiliates of Landlord Landlord, provided the same are at reasonable rates consistent with similar contracts with unaffiliated third partiesrates); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenanceoperating, and repair managing, maintaining, replacing or repairing of the Building and Lotor any portion or component thereof and/or any portion of the Property including, without limitation, the operation or either, and properly chargeable against income, maintenance of a cafeteria/food service operation in the Building; it being agreed that if Landlord installs shall install a new or replacement capital item, the annual amortization (determined by Landlord) of the cost thereof, with interest thereon at an annual rate equal to two (2%) percent above the base rate (prime rate) of Bank of America, N.A. (or any other Bank having offices in Boston, Massachusetts chosen by Landlord) from time to time, shall be included in Landlord’s Operating Costs. Without limiting the generality of the foregoing, it is expressly understood and agreed that all costs and expenses allocated to the Property under the Park Covenants, as the same may be amended, restated, modified, changed, supplemented or substituted from time to time shall not be included in Operating Costs but shall be payable as provided in Section 5.3 hereof. If, during the Term of this Lease, Landlord shall incur capital expenses in connection with repairs or replacement of the roof, foundation or structure of the Building, there shall be included in Landlord’s Operating Costs for that and in each succeeding calendar year, the amount of the annual amortization (determined by Landlord) of the cost thereof, with interest thereon, at an annual rate equal to two (2%) percent above the base rate (prime rate) of the Bank of America, N.A. (or any other bank having offices in Boston, Massachusetts chosen by Landlord) from time to time in effect at the time of making such capital repairs or replacements (less insurance proceeds or other proceeds, if any, collected by Landlord by reason of damage to, or destruction of, any capital items so repaired). In replacing a capital item, Landlord shall replace such capital item for with a capital item of substantially similar quality and utility to that being replaced so long as such a replacement is deemed appropriate and prudent in light of ownership and management practices then being employed in other first class office buildings. Landlord’s Operating Costs shall not include any cost or expense covered by a warranty to the purpose extent of reducing the coverage afforded by said warranty and Landlord shall use good faith efforts to realize coverage under applicable warranties. In determining Landlord's ’s Operating Costs, if less than 95% of the costs Building shall have been occupied by tenants and fully used by them, at any time during the year, Landlord’s Operating Costs shall be extrapolated to an amount equal to the like operating expenses that would normally be expected to be incurred had such occupancy been 95% and had such full utilization been made during the entire period. “Operating Cost Escalation” shall be equal to Tenant’s Proportionate Share of the excess, if any, of: (a) Landlord’s Operating Costs for each calendar year as indicated by Landlord’s Operating Cost Statement; over (b) The Annual Base Operating Costs. Notwithstanding the above calculation, in no event shall Operating Cost Escalation be less than zero. Tenant acknowledges that Landlord’s formula for sharing of Landlord’s Operating Costs stated in this Lease is based on the assumption that Landlord will be providing substantially similar services to all tenants in the Property from year to year. If this assumption is not, in fact, correct, that is, if Landlord is not furnishing any particular work or service (the cost of which, if performed by Landlord, would be included in Landlord’s Operating Costs) to a tenant who has undertaken to perform such work or service in lieu of the performance thereof as by Landlord, Operating Costs shall be deemed, for purposes of this paragraph, to be increased by an amount equal to the additional Operating Costs which would reasonably amortized have been incurred during such period by Landlord over if it had, at its own expense, furnished such work or service to such tenant. Operating Cost Escalations shall be apportioned for any calendar year in which the useful life in years Term of this Lease commences or ends. Notwithstanding any other provision of this Section 5.1, if the term expires or is terminated as of a date other than the last day of a calendar year, then for such fraction of a calendar year at the end of the capital item so installed term, Tenant’s last payment to Landlord under this Section 5.1 shall be made on the basis of Landlord’s best estimate of the items otherwise includable in accordance Landlord’s Operating Cost Statement and shall be made on or before the later of (a) thirty (30) days after Landlord delivers such estimate to Tenant, or (b) the last day of the term, with generally accepted accounting principles an appropriate payment or refund to be made within thirty ("GAAP"), consistently30) days submission of Landlord’s Operating Cost Statement.

Operating Cost Escalation. With respect to If the First Fiscal Year Operating Costs incurred for Tenant's Paying Operating Cost Escalation, or fraction thereof, the Building in which the Premises are located and Office Building Area for any Fiscal Lease Year or fraction thereafter Partial Lease Year during the TermLease Term shall be greater than the Base Operating Costs (adjusted proportionately for periods less than a Lease Year), Tenant then Lessee shall pay to LandlordLessor, as additional rentAdditional Rent, Lessee's Percentage of all such excess Operating Cost Escalation (as defined below)Costs. Operating Costs shall include, if anyby way of illustration and not of limitation: personal property taxes; management fees; labor, on or before the thirtieth day following receipt by Tenant of Landlord's Statement (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term including all wages and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, consistently applied, certified by Landlordsalaries; social security taxes, and showing for the preceding Fiscal Year or fraction thereof, as the case other taxes which may be, "Landlord's Operating Costs," EXCLUDING the interest be levied against Lessor upon such wages and amortization on mortgages for the Building salaries; supplies; repairs and Lot or leasehold interests therein maintenance; maintenance and the cost of special services rendered to tenants service contracts; painting; wall and window washing; laundry and towel service; tools and equipment (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance are not required to be maintained by Landlord pursuant to this Leasecapitalized for federal income tax purposes); compensation fire and other insurance; trash removal; lawn care; snow removal and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect other items properly constituting direct operating costs according to all persons engaged in standard accounting practices (hereinafter collectively referred to as the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility"Operating Costs"), but not including depreciation of Building or equipment; interest; income or excess profits taxes; wages, salaries and other compensation, to employees above the cost level of property manager; alterations or improvements for any other tenant; services furnished to Landlord of electricity furnished for lighting, electrical facilities, equipment, machinery, fixtures other tenants and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit Dnot to Lessee; costs reimbursed by insurance; expenses relating to the leasing of building and cleaning supplies and equipment (including rental); cost of maintenance, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing space in the Building including advertising, real estate brokerage and Lot (which payments may be leasing commissions; legal, accounting and professional fees incurred for solicitation, negotiation and enforcement of leases; expenditures for financing and refinancing; any fee or expenditure paid to affiliates of Landlord provided the same are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) a related party in excess of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses amount which would be paid in connection with the operation, cleaning, maintenance, and repair of the Building and Lot, an arm's length transaction for materials or either, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating Costs, the costs thereof as reasonably amortized by Landlord over the useful life in years of the capital item so installed in accordance with generally accepted accounting principles ("GAAP"), consistentlyservices of

Operating Cost Escalation. With respect If the Operating Costs incurred for the Real Property for any Lease Year or Partial Lease Year during the Term will be greater than the Base Operating Costs (reduced proportionately to correspond to the First Fiscal Year for Tenant's Paying Operating Cost Escalationduration of periods less than a Lease Year), or fraction thereof, and any Fiscal Year or fraction thereafter during the Term, then Tenant shall will pay to Landlord, as additional rentAdditional Rent, Operating Cost Escalation (as defined below), if any, on or before the thirtieth day following receipt by Tenant Tenant’s Percentage of Landlord's Statement (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, consistently applied, certified by Landlord, and showing for the preceding Fiscal Year or fraction thereof, as the case may be, "Landlord's all such excess Operating Costs," EXCLUDING the interest . Operating Costs will include, by way of illustration and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost not of special services rendered to tenants (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate personal property taxes; management fees comparable to that of similar first class office buildings in the area; labor, including all wages and salaries; social security and other taxes on the Building, the Lot which may be levied against Landlord upon such wages and the Common Areas of the Park salaries; supplies; repairs and maintenance; maintenance and service contracts; painting; wall and window washing; tools and equipment (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance which are not required to be maintained by Landlord pursuant capitalized for federal income tax purposes); trash removal; lawn care; snow removal and all other items properly constituting direct operating costs according to standard accounting practices (collectively referred to as the “Operating Costs” in this Lease); compensation and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility, but not including broker fees or commissions; legal fees incurred in the cost preparation or enforcement of leases; costs for leasehold improvements; legal fees for the negotiation and preparation of mortgages or other financings; costs to Landlord correct, and fines and penalties in connection with, violations of electricity furnished for lighting, electrical facilities, Legal Requirements; any amounts reimbursed by tenants or insurance; depreciation of Building or equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit D; interest; income or excess profits taxes; costs of building and cleaning supplies and equipment (including rental)maintaining the Landlord’s corporate existence; cost of maintenancefranchise taxes; any expenditures required to be capitalized for federal income tax purposes, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same unless said expenditures are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of the Building and Lot, or either, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating CostsCosts at the Real Property (and then only the amount of any such reduction may be included in any given year), or those which under generally applied real estate practice are expensed or regarded as deferred expenses or are required under any Legal Requirement enacted after the date hereof, in which event the costs thereof as reasonably shall be included such costs (together with an interest factor equal to the greater of 13% or 3 percentage points in excess of the prime rate established by JPMorgan Chase Bank, at the time of expenditure) shall be amortized by Landlord over the useful life oft he item, not to exceed five (5) years. Notwithstanding anything contained herein to the contrary, any additional costs incurred by Landlord during the Calendar Year by reason of Landlord or any of its vendors entering into new labor contracts or renewals or modifications of existing labor contracts will not be included in years Base Operating Costs. In addition, Tenant will pay Landlord Tenant’s Percentage of the capital item so installed all costs and expenses incurred by Landlord in accordance connection with generally accepted accounting principles ("GAAP"), consistentlycomplying with any “homeland security” requirements and such costs and expenses will not be included in Operating Costs.

Operating Cost Escalation. With respect to If the First Fiscal Year Operating Costs incurred for Tenant's Paying Operating Cost Escalation, or fraction thereof, the Building in which the Premises are located and Office Building Area for any Fiscal Lease Year or fraction thereafter Partial Lease Year during the TermLease Term shall be greater than the Base Operating Costs (adjusted proportionately for periods less than a Lease Year), Tenant then Lessee shall pay to LandlordLessor, as additional rentAdditional Rent, Lessee’s Percentage of all such excess Operating Cost Escalation Costs. “Operating Costs” shall include costs incurred for the Building in which the Premises are located, the Office Building Area and the Complex for, by way of illustration and not of limitation: personal property taxes; management fees; labor, including all wages and salaries; social security taxes, and other taxes which may be levied against Lessor upon such wages and salaries; Building’s Percentage of Complex Expenses (as defined below), if any, on or before the thirtieth day following receipt by Tenant of Landlord's Statement ; supplies; repairs and maintenance; maintenance and service contracts; painting; wall and window washing; laundry and towel service; tools and equipment (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, consistently applied, certified by Landlord, and showing for the preceding Fiscal Year or fraction thereof, as the case may be, "Landlord's Operating Costs," EXCLUDING the interest and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost of special services rendered to tenants (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance are not required to be maintained by Landlord pursuant to this Lease; compensation and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord of electricity furnished for lighting, electrical facilities, equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit D; costs of building and cleaning supplies and equipment (including rental); cost of maintenance, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of the Building and Lot, or either, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating Costs, the costs thereof as reasonably amortized by Landlord over the useful life in years of the capital item so installed capitalized in accordance with generally accepted accounting principles ("“GAAP"”)); trash removal; lawn care; snow removal and all other items properly constituting direct operating costs according to GAAP (hereinafter collectively referred to as the “Operating Costs”), consistentlybut not including depreciation of Building or equipment; interest; income or excess profits taxes; costs of maintaining the Lessor’s corporate existence; franchise taxes; any expenditures required to be capitalized pursuant to GAAP, unless said expenditures are for the purpose of reducing Operating Costs within the Building and Office Building Area (but only to the extent such costs are amortized in accordance with GAAP over the useful life of such item), or are required under any governmental or quasi-governmental law, statute, ordinance, rule, order, requirements or regulation, in which event the costs thereof shall be included. Notwithstanding anything contained herein to the contrary, any additional costs incurred by Lessor during the 2007 Calendar Year by reason of Lessor or any of its vendors entering into new labor contracts or renewals or modifications of existing labor contracts shall not be included in Base Operating Costs. In addition, Lessee shall pay Lessor Lessee’s Percentage of all costs and expenses incurred by Lessor in connection with complying with any “homeland security” requirements under applicable law, and such costs and expenses shall not be included in Operating Costs. The Base Operating Costs shall as be as defined in the Preamble.

Operating Cost Escalation. With respect to the First Fiscal Year for Tenant's Paying Operating Cost Escalation, or fraction thereof, and any Fiscal Year or fraction thereafter during the Term, Tenant shall pay to Landlord, as additional rentAdditional Rent, Operating Cost Escalation (as defined below), if any, ) on or before the thirtieth 30th day following receipt by Tenant of Landlord's Operating Cost Statement (as defined below). As soon as practicable after After the end of each Fiscal Year ending calendar year during the Term term and after Lease termination, Landlord shall render a statement ("Landlord's Operating Cost Statement") in reasonable detail and according to generally accepted usual accounting principles, consistently appliedpractices, certified by Landlord, and showing for the preceding Fiscal Year calendar year or fraction thereof, as the case may be, "Landlord's Operating Costs," EXCLUDING the interest and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost of special services rendered to tenants Costs (including Tenant) for which a special charge is madeas defined below), BUT INCLUDINGLandlord's Operating Costs shall include, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments premiums for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments insurance covered by Landlord with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance required to be maintained by Landlord pursuant to this Leasethe Property; compensation and all fringe benefits, workmenworker's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the managing, operating, maintaining, maintaining or cleaning of the Building Property (If such persons are engaged with respect to more than one property, such costs shall be appropriately allocated among the Property and Lotsuch other properties); steam, water, sewer, electric, gas, telephone, water and other sewer use charges for the Property; all utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord of electricity furnished for lighting, electrical facilities, equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit D; costs of building and cleaning supplies and equipment (including rental); cost of maintenance, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors and management companies under service or management contracts (or other costs incurred directly by Landlord or its agents) for cleaning, operating, managing, cleaning, maintaining and repairing the Property, including, without limitation, management fees, Building cleaning, window cleaning, pest extermination, trash removal, landscaping, snow removal and Lot repair and maintenance to elevators, the HVAC, electric and plumbing systems and parking areas (which payments may be to affiliates of Landlord Landlord, provided the same are at reasonable rates consistent with similar contracts with unaffiliated third partiesrates); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenanceoperating, and repair managing, maintaining, replacing or repairing of the Building and Lotor any portion or component thereof and/or any portion of the Property including, without limitation, the operation or either, and properly chargeable against income, maintenance of a cafeteria/food service operation in the Building; it being agreed that if Landlord installs shall install a new or replacement capital item, the annual amortization (determined by Landlord) of the cost thereof, with interest thereon at an annual rate equal to two (2%) percent above the base rate (prime rate) of BankBoston (or any other Bank having offices in Boston, Massachusetts chosen by Landlord) from time to time, shall be included in Landlord's Operating Costs. Without limiting the generality of the foregoing, it is expressly understood and agreed that all costs and expenses allocated to the Property under the Park Covenants, as the same may be amended, restated, modified, changed, supplemented or substituted from time to time shall not be included in Operating Costs but shall be payable as provided in Section 5.3 hereof. If, during the Term of this Lease, Landlord shall incur capital expenses in connection with repairs or replacement of the roof, foundation or structure of the Building, there shall be included in Landlord's Operating Costs for that and in each succeeding calendar year, the amount of the annual amortization (determined by Landlord) of the cost thereof, with interest thereon, at an annual rate equal to two (2%) percent above the base rate (prime rate) of BankBoston (or any other bank having offices in Boston, Massachusetts chosen by Landlord) from time to time in effect at the time of making such capital repairs or replacements (less insurance proceeds or other proceeds, if any, collected by Landlord by reason of damage to, or destruction of, any capital items so repaired). In replacing a capital item, Landlord shall replace such capital item for with a capital item of substantially similar quality and utility to that being replaced so long as such a replacement is deemed appropriate and prudent in light of ownership and management practices then being employed in other first class office buildings. Landlord's Operating Costs shall not include any cost or expense covered by a warranty to the purpose extent of reducing the coverage afforded by said warranty and Landlord shall use good faith efforts to realize coverage under applicable warranties. In determining Landlord's Operating Costs, the costs thereof as reasonably amortized by Landlord over the useful life in years if less than 95% of the capital item so installed in accordance with generally accepted accounting principles ("GAAP")Building shall have been occupied by tenants and fully used by them, consistentlyat any time during the year, Landlord's Operating Costs shall be extrapolated to an amount equal to the like operating expenses that would normally be expected to be incurred had such occupancy been 95% and had such full utilization been made during the entire period.

Operating Cost Escalation. With respect If the Operating Costs incurred for the Real Property for any Lease Year or Partial Lease Year during the Term will be greater than the Base Operating Costs (reduced proportionately to correspond to the First Fiscal Year for Tenant's Paying Operating Cost Escalationduration of periods less than a Lease Year), or fraction thereof, and any Fiscal Year or fraction thereafter during the Term, then Tenant shall will pay to Landlord, as additional rentAdditional Rent, Operating Cost Escalation (as defined below), if any, on or before the thirtieth day following receipt by Tenant Tenant's Percentage of Landlord's Statement (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, consistently applied, certified by Landlord, and showing for the preceding Fiscal Year or fraction thereof, as the case may be, "Landlord's all such excess Operating Costs," EXCLUDING the interest . Operating Costs will include, by way of illustration and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost not of special services rendered to tenants (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate personal property taxes; management fees; labor, including all wages and salaries; social security and other taxes on the Building, the Lot which may be levied against Landlord upon such wages and the Common Areas of the Park salaries; supplies; repairs and maintenance; maintenance and service contracts; painting; wall and window washing; tools and equipment (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance which are not required to be maintained by Landlord pursuant capitalized for federal income tax purposes); trash removal; lawn care; snow removal and all other items properly constituting direct operating costs according to standard accounting practices (collectively referred to as the “Operating Costs” in this Lease); compensation and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord depreciation of electricity furnished for lighting, electrical facilities, Building or equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit D; interest; income or excess profits taxes; costs of building and cleaning supplies and equipment (including rental)maintaining the Landlord’s corporate existence; cost of maintenancefranchise taxes; any expenditures required to be capitalized for federal income tax purposes, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same unless said expenditures are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of the Building and Lot, or either, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating CostsCosts at the Real Property, or those which under generally applied real estate practice are expensed or regarded as deferred expenses or are required under any Legal Requirement, in which event the costs thereof as reasonably amortized shall be included. Notwithstanding anything contained herein to the contrary, any additional costs incurred by Landlord over during the useful life Calendar Year by reason of Landlord or any of its vendors entering into new labor contracts or renewals or modifications of existing labor contracts will not be included in years Base Operating Costs. In addition, Tenant will pay Landlord Tenant’s Percentage of the capital item so installed all costs and expenses incurred by Landlord in accordance connection with generally accepted accounting principles ("GAAP"), consistentlycomplying with any “homeland security” requirements and such costs and expenses will not be included in Operating Costs.

Operating Cost Escalation. With respect to If the First Fiscal Year Operating Costs incurred for Tenant's Paying Operating Cost Escalation, or fraction thereof, the Building in which the Premises are located and Office Building Area for any Fiscal Lease Year or fraction thereafter Partial Lease Year during the TermLease Term shall be greater than the Base Operating Costs (adjusted proportionately for periods less than a Lease Year), Tenant then Lessee shall pay to LandlordLessor, as additional rentAdditional Rent, Lessee's Percentage of all such excess Operating Cost Escalation (as defined below)Costs. Operating Costs shall include, if anyby way of illustration and not of limitation: personal property taxes; management fees; labor, on or before the thirtieth day following receipt by Tenant of Landlord's Statement (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term including all wages and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, consistently applied, certified by Landlordsalaries; social security taxes, and showing for the preceding Fiscal Year or fraction thereof, as the case other taxes which may be, "Landlord's Operating Costs," EXCLUDING the interest be levied against Lessor upon such wages and amortization on mortgages for the Building salaries; supplies; repairs and Lot or leasehold interests therein maintenance; maintenance and the cost of special services rendered to tenants service contracts; painting; wall and window washing; laundry and towel service; tools and equipment (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance are not required to be maintained by Landlord pursuant to this Leasecapitalized for federal income tax purposes); compensation fire and other insurance; trash removal; lawn care; snow removal and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect other items properly constituting direct operating costs according to all persons engaged in the operating, maintaining, or cleaning of standard accounting practices relating to the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utilityOffice Building Area or both (hereinafter collectively referred to as the "Operating Costs"), but not including the cost to Landlord depreciation of electricity furnished for lighting, electrical facilities, Building or equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit D; interest; income or excess profits taxes; costs of building and cleaning supplies and equipment (including rental)maintaining the Lessor's corporate existence; cost of maintenancefranchise taxes; any expenditures required to be capitalized for federal income tax purposes, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same unless said expenditures are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of the Building and Lot, or either, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating CostsCosts within the Building and Office Building Area, or those which under generally applied real estate practice are expensed or regarded as deferred expenses or are required under any governmental or quasi-governmental law, statute, ordinance, rule, order, requirements or regulation, in which event the costs thereof shall be included. The Base Operating Costs shall as reasonably amortized by Landlord over be as defined in the useful life in years of the capital item so installed in accordance with generally accepted accounting principles ("GAAP"), consistentlyPreamble.

Operating Cost Escalation. With respect If during the Lease Term the Operating Costs incurred for the Building in which the Demised Premises are located, Complex and Parcel, for any Lease Year or proportionate part thereof if the Lease Term expires prior to the First Fiscal expiration of a Lease Year for Tenant's Paying (herein the "COMPARISON PERIOD") shall be greater than the Base Operating Cost EscalationCosts (adjusted proportionately if the Comparison Period is less than a Lease Year), or fraction thereof, and any Fiscal Year or fraction thereafter during the Term, Tenant then Lessee shall pay to LandlordLessor, as additional rentAdditional Rent, Lessee's Percentage of all such excess Operating Cost Escalation (as defined below)Costs. Operating Costs shall include, if anyby way of illustration and not of limitation: personal property taxes; management fees; labor, on or before the thirtieth day following receipt by Tenant of Landlord's Statement (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term including all wages and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, consistently applied, certified by Landlordsalaries; social security taxes, and showing for other taxes which may be levied against Lessor upon such wages and salaries; employee benefits and payroll taxes; accounting and legal fees; any sales, use or service taxes incurred in connection with the preceding Fiscal Year operation of the Complex or fraction thereof, as the case may be, "Landlord's Operating Costs," EXCLUDING the interest Parcel; supplies; repairs and amortization on mortgages for the Building maintenance; maintenance and Lot or leasehold interests therein and service contracts; the cost of special services rendered to tenants security and alarm services; license permits and inspection fees; painting; wall and window washing; laundry and towel service; tools and equipment (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance are not required to be maintained by Landlord pursuant to this Leasecapitalized for Federal income tax purposes); compensation fire and other insurance; the cost of any loss which is the responsibility of Lessor because of the existence of commercially reasonable deductibles; trash removal; lawn care; snow removal and all fringe benefits, workmen's compensation, insurance premiums other items properly constituting direct operating costs according to standard accounting practices (hereinafter collectively referred to as the "OPERATING COSTS"). Lessor shall be entitled to amortize and payroll taxes paid by Landlord to, for or with respect to all persons engaged include in the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord of electricity furnished for lighting, electrical facilities, equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit D; costs of building and cleaning supplies and equipment (including rental); cost of maintenance, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) Operating Costs an allocable portion of the cost of operatingcapital improvement items, maintaining and repairing the Common Areas of the Park (such asincluding life safety systems, but which are reasonably calculated to reduce operating expenses or which are required under any governmental laws, regulations or ordinances which were not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of applicable to the Building and Lot, or either, and properly chargeable against income, Complex or Parcel at the time it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating Costs, the was constructed. All such costs thereof as reasonably shall be amortized by Landlord over the useful reasonable life of such improvements with interest at two (2%) percent over the prime lending rate announced as such by Chase Manhattan Bank to its most creditworthy borrowers on the unamortized amount in years of the capital item so installed accordance with such reasonable life and amortization schedules as shall be determined by Lessor in accordance with generally accepted accounting principles ("GAAP"principles. As used in this Subsection 25(A), consistentlythe Base Period Costs for Operating Costs shall be as defined on the Reference Page. Any Operating Costs which under generally accepted accounting principles are to be capitalized shall be capitalized by Lessor hereunder and amortized over their useful lives.

Operating Cost Escalation. With If during the Lease Term the Operating Costs incurred for the Building in which the Demised Premises are located and Office Building Area for any Lease Year or proportionate part thereof if the Lease Term expires prior to the expiration of a Lease Year (herein the "Comparison Period") shall be greater than the Base Operating Costs (adjusted proportionately if the comparison Period is less than a Lease Year), then Lessee shall pay to Lessor, as Additional Rent, Lessee's Percentage, as hereinafter defined, of all such excess Operating Costs. Operating Costs shall include, by way of illustration and not of limitation: personal property taxes; management fees; labor including all wages and salaries; social security taxes, and other taxes which may be levied against Lessor upon such wages and salaries; supplies; repairs and maintenance; maintenance and service contracts; electricity to light the building and power the HVAC systems to the extent such expenses are not specifically reimbursed as set forth in Article 21; painting; wall and window washing; laundry and towel service; tools and equipment (which are not required to be capitalized for federal income tax purposes); fire, rent, liability and other insurance; trash removal; lawn care; snow removal; sums levied, assess, imposed or required to be paid to any governmental authority on account of the parking of motor vehicles, including all sums required to be paid pursuant to transportation controls imposed by the Environmental Protection Agency under the Clean Air Act of 1970, or otherwise required to be paid by any governmental authority with respect to the First Fiscal Year for Tenant's Paying Operating Cost Escalationparking, use, or fraction thereoftransportation of motor vehicle, or reduction or control of motor vehicle traffic, or motor vehicle pollution; and any Fiscal Year or fraction thereafter during the Term, Tenant shall pay to Landlord, as additional rent, Operating Cost Escalation (as defined below), if any, on or before the thirtieth day following receipt by Tenant of Landlord's Statement (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and all other items properly constituting direct operating costs according to generally accepted standard accounting principles, consistently applied, certified by Landlord, and showing for the preceding Fiscal Year or fraction thereof, practices (hereinafter collectively referred to as the case may be, "Landlord's Operating Costs," EXCLUDING the interest and amortization on mortgages for the Building and Lot or leasehold interests therein and the cost of special services rendered to tenants (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park"); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance required to be maintained by Landlord pursuant to this Lease; compensation and all fringe benefits, workmen's compensation, insurance premiums and payroll taxes paid by Landlord to, for or with respect to all persons engaged in the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord depreciation of electricity furnished for lighting, electrical facilities, Building or equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII ; interest; income of Exhibit Dexcess profit taxes; costs of building and cleaning supplies and equipment (including rental)maintaining Lessor's corporate existence; cost of maintenancefranchise taxes; any expenditures required to be capitalized for federal income tax purposes, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same unless said expenditures are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) of the cost of operating, maintaining and repairing the Common Areas of the Park (such as, but not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of the Building and Lot, or either, and properly chargeable against income, it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating CostsCosts within the Building and Office Building Area or are required under any governmental law, ordinance or regulation, in which event the costs thereof as reasonably amortized by Landlord over the useful life shall be included. As used in years of the capital item so installed in accordance with generally accepted accounting principles ("GAAP"this Subsection 22(A), consistentlythe Base Period Costs for Operating Costs shall be defined in the Preamble.

Operating Cost Escalation. With respect If during the Lease Term the Operating Costs incurred for the Building in which the Demised Premises are located, Complex and Parcel, for any Lease Year or proportionate part thereof if the Lease Term expires prior to the First Fiscal expiration of a Lease Year for Tenant's Paying (herein the "Comparison Period") shall be greater than the Base Operating Cost EscalationCosts (adjusted proportionately if the Comparison Period is less than a Lease Year), or fraction thereof, and any Fiscal Year or fraction thereafter during the Term, Tenant then Lessee shall pay to LandlordLessor, as additional rentAdditional Rent, Lessee's Percentage of all such excess Operating Cost Escalation (as defined below)Costs. Operating Costs shall include, if anyby way of illustration and not of limitation: personal property taxes; management fees; labor, on or before the thirtieth day following receipt by Tenant of Landlord's Statement (as defined below). As soon as practicable after the end of each Fiscal Year ending during the Term including all wages and after Lease termination, Landlord shall render a statement ("Landlord's Statement") in reasonable detail and according to generally accepted accounting principles, consistently applied, certified by Landlordsalaries; social security taxes, and showing for other taxes which may be levied against Lessor upon such wages and salaries; employee benefits and payroll taxes; accounting and legal fees; any sales, use or service taxes incurred in connection with the preceding Fiscal Year operation of the Complex or fraction thereof, as the case may be, "Landlord's Operating Costs," EXCLUDING the interest Parcel; supplies; repairs and amortization on mortgages for the Building maintenance; maintenance and Lot or leasehold interests therein and service contracts; the cost of special services rendered to tenants security and alarm services; license permits and inspection fees; painting; wall and window washing; laundry and towel service; tools and equipment (including Tenant) for which a special charge is made, BUT INCLUDING, without limitation: real estate taxes on the Building, the Lot and the Common Areas of the Park (including without limitation the sewer treatment plant servicing the Park); installments and interest on assessments for public betterments or public improvements; expenses of any proceedings for abatement of taxes and assessments with respect to any Fiscal Year or fraction of a Fiscal Year; premiums for insurance are not required to be maintained by Landlord pursuant to this Leasecapitalized for Federal income tax purposes); compensation fire and other insurance; trash removal; lawn care; snow removal and all fringe benefits, workmen's compensation, insurance premiums other items properly constituting direct operating costs according to standard accounting practices (hereinafter collectively referred to as the "Operating Costs"). Lessor shall be entitled to amortize and payroll taxes paid by Landlord to, for or with respect to all persons engaged include in the operating, maintaining, or cleaning of the Building and Lot; steam, water, sewer, electric, gas, telephone, and other utility charges not billed directly to tenants by Landlord or the utility, but not including the cost to Landlord of electricity furnished for lighting, electrical facilities, equipment, machinery, fixtures and appliances used by Tenant in Tenant's Space (other than Building heating, ventilating and air conditioning equipment) as set forth in Paragraph VII of Exhibit D; costs of building and cleaning supplies and equipment (including rental); cost of maintenance, cleaning and repairs; cost of snow plowing or removal, or both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the Building and Lot (which payments may be to affiliates of Landlord provided the same are at reasonable rates consistent with similar contracts with unaffiliated third parties); the Building's pro rata share (as hereinafter defined) Operating Costs an allocable portion of the cost of operatingcapital improvement items, maintaining and repairing the Common Areas of the Park (such asincluding life safety systems, but which are reasonably calculated to reduce operating expenses or which are required under any governmental laws, regulations or ordinances which were not limited to, snow plowing, sanding, landscaping, common area and street lighting, security, management and sewer treatment plant maintenance); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of applicable to the Building and Lot, or either, and properly chargeable against income, Complex or Parcel at the time it being agreed that if Landlord installs a new or replacement capital item for the purpose of reducing Landlord's Operating Costs, the was constructed. All such costs thereof as reasonably shall be amortized by Landlord over the useful reasonable life of such improvements with interest at two (2%) percent over the prime lending rate announced as such by Chase Manhattan Bank to its most creditworthy borrowers on the unamortized amount in years of the capital item so installed accordance with such reasonable life and amortization schedules as shall be determined by Lessor in accordance with generally accepted accounting principles ("GAAP"principles. As used in this Subsection 25(A), consistentlythe Base Period Costs for Operating Costs shall be as defined on the Reference Page.