Common use of Operating Costs Clause in Contracts

Operating Costs. (a) Tenant shall maintain the Premises in their condition on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertain. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Tenant shall maintain pay to Landlord the Premises Tenant’s Percentage of Operating Costs (as hereinafter defined) incurred by Landlord in their condition any calendar year. Tenant shall remit to Landlord, on the Effective Date at first day of each calendar month, estimated payments on account of Operating Costs, such monthly amounts to be sufficient to provide Landlord, by the end of the calendar year, a sum equal to the Operating Costs, as reasonably estimated by Landlord from time to time. The initial monthly estimated payments shall be in an amount equal to 1/12th of the Initial Estimate of Tenant’s sole cost and expensePercentage of Operating Costs for the calendar year. Landlord may inspect If, at the Premises andexpiration of the year in respect of which monthly installments of Operating Costs shall have been made as aforesaid, if Landlord reasonably determines that Tenant the total of such monthly remittances is not maintaining greater than the Premises in their condition on the Effective Dateactual Operating Costs for such year, Landlord may provide shall promptly pay to Tenant, or credit against the next accruing payments to be made by Tenant with written notice pursuant to this subsection 4.2.3, the difference; if the total of any such maintenance concernremittances is less than the Operating Costs for such year, and Tenant shall promptly make such repairs. If Tenant fails pay the difference to complete such repairs Landlord within thirty (30) days from the date Landlord shall furnish to Tenant an itemized statement of the Operating Costs, prepared, allocated and computed in accordance with generally accepted accounting principles. Any reimbursement for Operating Costs due and payable by Tenant with respect to periods of less than twelve (12) months shall be equitably prorated. Within sixty (60) days from Tenant’s receipt of such noticethe itemized statement from Landlord detailing the Operating Costs for the prior year, and upon at least thirty (30) days prior written notice from Tenant, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants make available to Tenant that at Landlord’s address for review or audit by Tenant during business hours, all of Landlord’s books, records and documents relating to Operating Costs for the exterior wallsprior calendar year. In addition, foundation and roof upon written request of Tenant, Landlord shall furnish to Tenant a copy of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessaryapplicable xxxx(s) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible showing Taxes for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafterprior fiscal year. If Landlord fails and Tenant determine that the results of the audit show that the Operating Costs for the prior year is less than reported, then Landlord shall give Tenant a credit in the amount of the overpayment toward Tenant’s next monthly payment of Operating Costs. If Landlord and Tenant determine that the results of the audit show that the Operating Costs for the prior year are more than reported, the Tenant shall pay to commence such repairs the Landlord the amount of the underpayment within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertaindays. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Tenant shall maintain the Premises in their condition on the Effective Date at pay to Landlord Tenant’s sole cost Share of Operating Costs. Prior to the commencement of each calendar year during the Lease Term, Landlord may, at its option, provide Tenant with a then current estimate of Operating Costs for the upcoming calendar year, and expensethereafter Tenant shall pay, as additional rental, in monthly installments, the estimated Tenant’s Share of Operating Costs for the calendar year in question. Landlord may inspect the Premises andIn addition, if Landlord reasonably determines that Tenant any component of Operating Costs of the Complex has changed or is not maintaining going to change prior to the Premises in their condition on the Effective Dateend of a calendar year, Landlord may provide Tenant with written notice shall have the right to revise its estimate of any Operating Costs of the Complex to take into account such maintenance concern, change and Tenant shall promptly make pay such repairsadjusted amount thereafter; provided, however, Landlord agrees it will not revise the original estimate of Operating Costs of the Complex more than one time in any calendar year. If The failure of Landlord to estimate Operating Costs and xxxx Tenant fails on an annual basis shall in no event relieve Tenant of its obligation to complete pay Tenant’s Share of Operating Costs. In the event the Building is not at least ninety-five percent (95%) occupied during any year of the Lease Term (including the calendar year in which the Lease Term commences), the Operating Costs shall be “grossed up” by increasing the variable components of Operating Costs (i.e., those that vary based on occupancy) to the amount which Landlord projects would have been incurred had the Building been ninety-five percent (95%) occupied during such repairs year, such amount to be annualized for any partial year. Landlord agrees that property taxes shall be based on annual assessments and shall not be “grossed up.” (b) On or before April 1 of each calendar year during Tenant’s occupancy (including the calendar year following the year in which the Lease Term is terminated), or as soon thereafter as possible, Landlord shall furnish to Tenant a statement of Tenant’s Share of Operating Costs (the “Statement”) for the prior year. In the event of an underpayment by Tenant because of any difference between the amount, if any, collected by Landlord from Tenant for the estimated Tenant’s Share of Operating Costs and the actual amount of Tenant’s Share of Operating Costs, such underpayment shall be paid to Landlord within thirty (30) days of after receipt of such notice, Landlord may undertake such repairs and by Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. In the event of an overpayment by Tenant because of any difference between the amount, if any, collected by Landlord represents from Tenant for the estimated Tenant’s Share of Operating Costs and warrants the actual amount of Tenant’s Share of actual Operating Costs, and provided no Event of Default has occurred and is continuing and there are no amounts owing and unpaid by Tenant to Landlord, Landlord shall credit such overpayment against the next due installment of the estimated Tenant’s Share of Operating Costs for the upcoming calendar year. Any overpayment by Tenant during the last year of the then existing term shall be refunded by Landlord to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days following the expiration of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunderterm. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s The obligation to replace, restore, repair or maintain that portion refund underpayments and overpayments shall survive the expiration of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainthis Lease. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Prior to the Rent Commencement Date Landlord shall notify Tenant of Landlord's estimate of Operating Costs and for the partial calendar year following the Rent Commencement Date; and prior to each calendar year thereafter, Landlord shall notify Tenant of Landlord's estimate of Operating Costs for the following calendar year. Commencing on the Rent Commencement Date, and with respect to subsequent calendar years, on the first day of January of each calendar year and continuing on the first day of every month thereafter in such year, Tenant shall maintain the Premises in their condition on the Effective Date at Tenant’s sole cost and expense. pay to Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty one-twelfth (301/12th) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafterestimated annual Operating Costs. If Landlord fails thereafter estimates that Operating Costs for such year will vary from Landlord's prior estimate, Landlord may, by notice to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake revise the estimate for such repairs year (and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after shall thereafter be payable based on the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainrevised estimate). (b) As soon as reasonably practicable after the end of each calendar year, Landlord shall furnish Tenant a statement with respect to such year, showing Operating Costs for the year, and the total payments made by Tenant with respect thereto. Unless Tenant raises any objections to Landlord's statement within ninety (90) days after receipt of the same, such statement shall conclusively be deemed correct and Tenant shall have no right thereafter to dispute such statement or any item therein or the computation of Operating Costs based thereon. If Tenant does object to such statement, then Landlord shall provide Tenant with reasonable verification of the figures shown on the statement and the parties shall negotiate in good faith to resolve any disputes. Any objection of Tenant to Landlord's statement and resolution of any dispute shall not postpone the time for payment of any amounts due Tenant or Landlord based on Landlord's statement, nor shall any failure of Landlord to deliver Landlord's statement in a timely manner relieve Tenant of Tenant's obligation to pay any amounts due Landlord based on Landlord's statement. (c) If Tenant's Operating Costs as finally determined for any calendar year exceeds the total payments made by Tenant on account thereof, Tenant shall pay all Landlord the deficiency within twenty (20) days of Tenant's receipt of Landlord's statement. If the total payments made by Tenant on account thereof exceed Tenant's Operating Costs as finally determined for such year, Tenant's excess payment shall be credited toward the rent next due from Tenant under this Lease. For any partial calendar year following the Rent Commencement Date or at the end of the Term, Operating Costs shall be prorated on the basis of a 365-day year by computing Tenant's Share of Operating Costs for the entire year and then prorating such amount for the number of days during such year included in the Term. Notwithstanding the termination of this Lease, Landlord shall pay to Tenant or Tenant shall pay to Landlord, as the case may be, within twenty (20) days after Tenant's receipt of Landlord's final statement for the calendar year in which this Lease terminates, the difference between Tenant's Operating Costs for that year, as finally determined by Landlord, and the total amount previously paid by Tenant on account thereof. The obligations of Landlord to refund any overpayment of Operating Costs and of Tenant to pay any Operating Costs not previously paid shall survive the expiration of the Term.

Operating Costs. (a) Tenant shall maintain the Premises in their condition 9.1 Costs of supply of media and services based on a separate measuring falling directly on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect Subject of the Premises andLease shall be paid by the Lessee to the Lessor, as of the Hand-Over Date, in full including related fees, if Landlord reasonably determines that Tenant is not maintaining any (the Premises “Direct Operating Costs”). The Direct Operating Costs shall be charged by the Lessor to the Lessee in their condition on the Effective Date, Landlord amounts charged by relevant suppliers without any additional charges. The Lessee shall pay any Direct Operating Costs to the Lessor within 14 days after the issuance of the Lessor’s invoice to the bank account set forth in the respective invoice. The Lessor may provide Tenant with written notice install any meters of any such maintenance concernmedia/services consumption, which are used exclusively by the Lessee. 9.2 As of the Lease Commencement Date and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days of receipt of such noticeapart from the Direct Operating Costs, Landlord may undertake such repairs and Tenant shall be the Lessee is obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything pay to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that Lessor a pro-rated portion of the exterior walls costs for operation, maintenance and foundation repairs of the Premises shall cease Real Estate and infrastructures serving the Real Estate as of set forth in Exhibit 6 (the date of such action by Tenant. Any “Operating Costs Costs”) hereof, provided that pertain to a period prior to or after the Lease Term this pro-rata share will be pro rated between Landlord determined: in relation to the Office Premises 1 and Tenant in if applicable on the Office Premises 2, as the proportion of the Office Premises’ 1 and if applicable on the Office Premises’ 2 rentable area and the total rentable area of all office premises in the Building. 9.3 The Lessor shall exert its reasonable efforts to ensure that the Operating Costs correspond to common operating costs achievable under market conditions as for their frequency, quality and scope, and considering the standard of the Building. 9.4 The Lessee is obligated to pay, together with the Rent, monthly charge for the share on the Operating Costs, in the amount reasonably estimated by the Lessor in line with Section 10.1 below. This amount shall also reflect appropriate VAT. 9.5 The charge for the period commencing upon the Lease Commencement Date and expiring on 28 February 2018, it shall be calculated as follows (whereas the Parties agree that for purposes of calculation of this charge, the actual area of the Office Premises 1 and the Common Premises 1 shall be reduced as stated below): • for 1 sqm of the rentable Office Premises 1: CZK 95 x 600.76 sqm, total of CZK 57,072.20 • for 1 sqm of the Lessee’s share in the Common Premises 1: CZK 95 x 60.94 sqm, total of CZK 5,789.30 9.6 The charge for the period commencing on 1 March 2018 to the end of the Lease Term that falls within 1 (if the Expansion option has not been exercised) shall be calculated as follows: • for 1 sqm of the rentable Office Premises 1: CZK 95 x 794.48 sqm, total of CZK 75,475.60 • for 1 sqm of the Lessee’s share in the Common Premises 1: CZK 95 x 80.59 sqm, total of CZK 7,656.05 9.7 The charge for the period commencing on 1 March 2018 to the end of the Lease Term 2, (if the Expansion Option has been exercised) shall be calculated as follows: • for 1 sqm of the rentable Office Premises 2: CZK 95 x 1,370.02 sqm, total of CZK 130,151.90 • for 1 sqm of the Lessee’s share in the Common Premises 2: CZK 95 x 138.98 sqm, total of CZK 13,203.10 (the charges described in Sections 9.5, 9.6 and 9.7 above jointly as the “Charge”). 9.8 During a calendar year the Lessor shall be entitled to adjust the amount of Charge on the basis of change of consumption and/or prices by means of a written notice delivered to the Lessee. Such adjusted Charge shall be payable from the month following the month in which such written notice was delivered to the Lessee. 9.9 No later than within 6 months after the end of each calendar year, the Lessor shall charge to the Lessee the Operating Costs pertainfor the previous calendar year and issue a tax document thereon, on the basis of which it shall return any overpayments or, as the case may be, shall charge any underpayment caused as a consequence of difference between actual share of the Operation Costs attributable to the Subject of the Lease for the previous year and Charges paid by the Lessee; the date on which the reconciliation is made is the date of taxable supply. The Lessor shall record any and all accounting documents regarding the Operation Costs in a demonstrable manner. Once a year the Lessee may inspect the documents regarding the Operating Costs paid for the previous calendar year on its own costs provided that it delivers a written request to the Lessor 10 working days in advance at the latest. Notwithstanding the above, in case this Agreement terminates, the Lessor shall, within a reasonable period of time, but no later than within 90 days after the termination hereof, prepare a reconciliation of the Charges as at the termination date on the basis of the Operating Costs determined according to available invoices and reasonable estimate of the Lessor. 9.10 The Lessor is not liable for any interruption of services (bi.e. gas, electric power, water, etc.) Tenant provided in connection with the use of the Subject of the Lease if such interruption did not arise out of Lessor’s breach of duties hereunder or under the law; the Lessor undertakes, however, to exert without undue delay its best efforts, which can reasonably be required therefrom for the supply of such services to be provided in accordance herewith, and the interruption of services be remedied as soon as possible. Provided the interruption of services occurs on the part of the suppliers, then the Lessor shall provide the Lessee with reasonable assistance with raising damages claims vis-à-vis such suppliers. 9.11 The Lessee is obligated to pay all the costs for services, which it itself orders in connection with the use of the Subject of the Lease. The Lessee shall pay all Operating Costs during these costs directly to the relevant suppliers of these services. 9.12 For tax purposes, a supply in the form of services provided in connection with the lease hereunder is provided through partial supplies, each partial supply being considered a separate taxable supply. Partial supply shall be understood to mean a taxable supply taking place on 1st day of every calendar month except for the first calendar month of the Lease TermTerm for which the Lease Commencement Date shall be the date of taxable supply.

Operating Costs. (a) During the Term of this Lease, the Tenant shall maintain pay to the Premises Landlord its Proportionate Share of Operating Costs. Prior to the commencement of the Term of this Lease and the commencement of each fiscal period selected by the Landlord thereafter which commences during the Term, the Landlord shall estimate the amount of Operating Costs and the Tenant’s Proportionate Share thereof for the ensuing fiscal period or (if applicable) broken portion thereof, as the case may be, and notify the Tenant in their condition writing of such estimate. The amount so estimated shall be payable in equal monthly installments in advance over the fiscal period or broken portion thereof in question, each such installment being payable on each monthly rental payment date provided in Section 2.3. The Landlord may from time to time alter the fiscal period selected, in which case, and in the case where only a broken portion of a fiscal period is included with the Term, the appropriate adjustment in monthly payments shall be made. From time to time during a fiscal period the Landlord may re-estimate the amount of Operating Costs and the Tenant’s Proportionate Share thereof, in which event the Landlord shall notify the Tenant in writing of such re-estimate and fixed monthly installments for the then remaining balance of such fiscal period or broken portion thereof such that, after giving credit for installments paid by the Tenant on the Effective Date at basis of the previous estimate or estimates, the Tenant’s sole cost entire Proportionate Share of Operating Costs will have been paid during such fiscal period or broken period thereof. As soon as practicable after the expiration of each fiscal period, the Landlord shall make a final determination of Operating Costs and expensethe Tenant’s Proportionate Share thereof for such fiscal period or (if applicable) broken portion thereof and shall provide a statement to the Tenant and the parties shall make the appropriate readjustment. Each 12 month period ending December 31st shall be deemed to be an accounting year for adjusting the said Operating Costs and within 120 days after the end of each such accounting year, the Landlord may inspect shall compute the Premises and, if Landlord reasonably determines that said costs for such accounting year and the Proportionate Share of the Tenant is not maintaining therefor and shall submit to the Premises in their condition on Tenant a statement to reflect the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concernOperating Costs specifically permitted under this Lease (a “Final Statement”), and the said Proportionate Share thereof shall be borne by the Tenant. To the extent that the Tenant’s Proportionate Share of such costs for such accounting year shall be greater than the total amount actually paid by the Tenant by said monthly payments in respect of such year the difference shall promptly make such repairs. If be paid by the Tenant fails to complete such repairs the Landlord within thirty (30) days of after receipt by the Tenant of such notice, Landlord may undertake such repairs and statement. Any excess payments by the Tenant shall be obligated to reimburse Landlord for its costs within ten (10applied by reducing the next ensuing rental payment(s) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of such excess. The said accounting period may be modified by the Lease Term that falls within Landlord if reasonably necessary. The Tenant may not claim a readjustment in respect to the Tenant’s Proportionate Share of Operating Costs based upon any error of assessment, determination or calculation thereof unless claimed in writing prior to the expiration of one year after the fiscal period to which the Operating Costs pertainrelate. (b) In addition, the Tenant shall pay pay, as Additional Rent, together with its monthly instalment of Operating Costs, a management fee equal to fifteen percent (15%) of all Operating Costs during payable by the Tenant pursuant to this Lease Term(excluding only any Taxes included in Operating Costs, if any), disregarding any reduction, limitation, deferral or abatement of any amount in the nature of Rent.

Operating Costs. (a) Tenant shall maintain the Premises in their condition on the Effective Rent Commencement Date at Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Rent Commencement Date, Landlord may provide Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Rent Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertain. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Section 2.1 In addition to Base Rent, Tenant shall maintain pay Tenant's Pro Rata share of Building Operating Costs in excess of Tenant's Expense Stop as defined in Section 2.1 (Definitions section of this Lease.) Building Operating Costs shall mean all expenses, costs and disbursements (in excess of Tenant's Expense Stop defined in the Premises Definition section of this Lease) which Landlord shall pay or become obligated to pay because of, or in their condition connection with, the maintenance, repair and operation of the Building, including, but not limited to: real estate taxes and assessments, use sales, or any other taxes (except income taxes) based on rents, personal property taxes on personal property used in the Effective Date operation of the Building; Landlord's insurance; maintenance; janitorial services for any common areas of the Building; operating supplies; properly management; Building services; snow removal; landscaping; costs of rubbish removal for any common area of the Building; tools and equipment used for the daily operation of the Building; air conditioning, ventilation and heating; resurfacing and restriping of parking areas, repairs and replacement of signage; and security reasonably incurred in the operation of the Building. Notwithstanding the foregoing, Building Costs shall not include monies spent for income tax, interest, depreciation, or expenditures of a capital nature (except to the extent that such expenditures are required due to a change in a law or are reasonably anticipated to cause a reduction in the cost of services, in such case, that part of the capital expense attributes to the (ease year under good accounting practices shall be included in the Building Operation Costs.) Section 2.2 Landlord's reasonable best estimate as to the amount of Tenant's Pro-Rata Share of Building Operating Costs shall be payable monthly, together with the monthly installment of Base Rent and any other Additional Rent due and payable to Landlord. Within one hundred twenty(120) days after the beginning of each calendar year, commencing with the year immediately following the date of this Lease, Landlord shall give Tenant a statement of Landlord's reasonable estimate of Building Operating Costs for the calendar year just started ("Building Operating Costs Estimate"), which shall be based upon a determination of past and estimated future operating cost data, together with a statement setting forth the Building Operating Costs incurred by the Landlord during the calendar year ended ("Actual Cost Statement"). Landlord's failure to give the Building Operating Costs Estimate or Actual Cost Statement within said one hundred twenty (120) day period shall not release in any manner Tenant's obligations under this Lease, and Landlord may render said Estimate or Statement at Tenant’s sole cost any time thereafter. In the event that the date of this Lease is not January 1, then the Base Operating Costs and expensethe Building Operating Costs shown in the first Actual Cost Statement shall both be multiplied by a fraction (the numerator of which is the number of days that this Lease was in effect during its first calendar year and the denominator of which is 365) to determine if Tenant owes Building Operating Costs for the first partial calendar year. The obligation of Tenant for its Pro Rata Share of Operating Expenses for the last partial calendar year of the Lease shall be similarly calculated. Landlord may inspect revise the Premises andmonthly operating cost payment provided for herein upward of downward to reflect more accurately the newly estimated Building Operating Costs, which revision shall be separately set forth in Landlord's Building Operating Costs Estimate. AH payments due at least thirty (30) days after Landlord gives Building Operating Costs Estimates or Actual Cost Statements shall be made at the monthly rate set forth therein. In addition, if Landlord reasonably determines the Actual Cost Statement reveals that Tenant is not maintaining made under payments or overpayments of Building Operating Costs during the Premises in their condition on calendar year just ended, Tenant shall pay Landlord the Effective Date, Landlord may provide Tenant with written notice amount of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs underpaying within thirty (30) days of receipt of such notice, Landlord may undertake such repairs Landlord's giving the Actual Cost Statement and Tenant any overpayment shall be obligated credited against the next payments by Tenant of its Pro Rata Share of Operating Expenses coming due. Section 2.3 The obligations of Tenant to reimburse Landlord pay Building Operating Costs and any other Additional Rent for its costs within ten (10) days the term or any extended term of receipt of an invoice therefore. Landlord represents this Lease, and warrants to Tenant that the exterior walls, foundation maintain and roof of repair the Premises are in good working order on the Effective Date. Landlord willas required by this Lease, at its cost, replace, restore, repair shall survive any termination or maintain (as necessary) the roof until the first anniversary expiration of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainthis Lease. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. If, during the term hereof, Operating Costs (aas hereinafter defined) paid or incurred by Landlord in any twelve-month period established by Landlord (an “Operating Year”) shall exceed Base Operating Costs, Tenant shall maintain the Premises in their condition on the Effective Date at reimburse Landlord, as Additional Rent, for Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice Percentage of any such maintenance concern, and excess (such amount being hereinafter referred to as the “Operating Cost Excess”). Tenant shall promptly make pay to Landlord, as Additional Rent, on the first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of the Operating Cost Excess, such repairsmonthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to the Operating Cost Excess for such Operating Year, as estimated by Landlord from time to time. If Within a reasonable period of time after the end of each Operating Year during the term, Landlord shall furnish to Tenant fails an itemized statement setting forth the amount of Operating Costs for the preceding Operating Year and a computation of any Operating Cost Excess, prepared and computed in accordance with Landlord’s prevailing customs and practices, consistently applied. Any such year-end statement by Landlord relating to complete such repairs Operating Costs shall be final and binding upon Tenant unless it shall within thirty (30) days after receipt thereof, contest any items therein by giving notice to Landlord specifying each item contested and the reasons therefor. If, at the expiration of receipt each Operating Year in respect of which monthly installments on account of the Operating Cost Excess shall have been made as aforesaid, the total of such noticemonthly remittances is greater than the Operating Cost Excess for such Operating Year, Landlord may undertake shall credit such repairs overpayment against Tenant’s subsequent obligations on account of Operating Costs (or promptly refund such overpayment if the term of this Lease has ended and Tenant has no further obligation to Landlord); if the total of such remittances is less than the Operating Cost Excess for such Operating Year, Tenant shall be obligated pay the difference to reimburse Landlord for its costs within ten (10) days after being so notified by Landlord. In no event shall Tenant be entitled to receive any reimbursement or credit if Operating Costs for any Operating Year are less than Base Operating Costs. If the Commencement Date shall occur or the term of receipt of an invoice therefore. Landlord represents and warrants this Lease shall expire or be terminated during any Operating Year or Tenant’s Percentage be modified during any Operating Year due to Tenant that a change in the exterior walls, foundation and roof rentable area of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of Building and/or the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacementor otherwise, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to Operating Cost Excess which the Operating Costs pertainmay be payable by Tenant as provided in this subsection 4.2.2 shall be pro-rated on a daily basis. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Tenant shall maintain pay to Landlord, as Additional Rent, an amount ("Tenant's Operating Cost Share") equal to Tenant's Percentage of Operating Costs (as hereinafter defined) paid or incurred by Landlord in any twelve-month period established by Landlord (an "Operating Year"). Except as otherwise provided in the Premises immediately following paragraph Tenant shall pay Tenant's Operating Cost Share to Landlord within twenty (20) days from the date Landlord shall furnish to Tenant an itemized year-end statement thereof, prepared, allocated and computed in their condition accordance with then prevailing customs and practices of the real estate industry in the San Diego area, consistently applied. At the election of Landlord, Tenant shall pay to Landlord, as Additional Rent on the Effective Date first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Tenant's Operating Cost Share, such monthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to Tenant's Operating Cost Share for such Operating Year, as reasonably estimated by Landlord from time to time during such Operating Year. If, at the expiration of each Operating Year in respect of which monthly instalments of Tenant’s sole cost and expense. Landlord may inspect 's Operating Cost Share shall have been made as aforesaid, the Premises and, if Landlord reasonably determines that Tenant total of such monthly remittances is not maintaining greater than the Premises in their condition on the Effective Dateactual Tenant's Operating Cost Share for such Operating Year, Landlord may provide Tenant with written notice shall credit such overpayment against Tenant's subsequent obligations on account of any Operating Costs (or promptly refund such maintenance concern, overpayment if the term of this Lease has ended and Tenant has no further obligation to Landlord); if the total of such remittances is less than Tenant's Operating Cost Share for such Operating Year, Tenant shall promptly make such repairs. If Tenant fails pay the difference to complete such repairs Landlord within thirty (30) days after being so notified by Landlord and provided with the year-end statement of receipt Operating Costs. In the event that the Commencement Date shall occur or the term of such notice, Landlord may undertake such repairs and Tenant this Lease shall expire or be terminated during any Operating Year or Tenant's Percentage shall be obligated modified during any Operating Year due to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that a change in the exterior walls, foundation and roof rentable area of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of Building and/or the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacementor otherwise, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval case may be, then the amount of Tenant's Operating Cost Share which will not may be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof payable by Tenant as provided in this Section 4.4 shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the on a daily basis based on a 365 day Operating Costs pertainYear. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. If, during the term hereof, Operating Costs (aas hereinafter defined) paid or incurred by Landlord in any twelve-month period established by Landlord (an “Operating Year”) shall exceed Base Operating Costs, Tenant shall maintain reimburse Landlord for the Premises in their condition on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice Percentage of any such maintenance concernexcess (such amount being hereinafter referred to as the “Operating Cost Excess”). Except as otherwise provided in the immediately following paragraph Tenant shall pay the Operating Cost Excess to Landlord within twenty (20) days from the date Landlord shall furnish to Tenant an itemized statement thereof, prepared, allocated and computed in accordance with then prevailing customs and practices of the real estate industry in the greater Boston area, consistently applied. At the election of Landlord, Tenant shall pay to Landlord, as Additional Rent on the first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Operating Cost Excess, such monthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to the Operating Cost Excess for such Operating Year, as estimated by Landlord from time to time during such Operating Year. If, at the expiration of each Operating Year in respect of which monthly installments of Operating Cost Excess shall have been made as aforesaid, the total of such monthly remittances is greater than the Operating Cost Excess for such Operating Year, Landlord shall credit such overpayment against Tenant’s subsequent obligations on account of Operating Costs (or promptly refund such overpayment if the term of this Lease has ended and Tenant shall promptly make such repairs. If Tenant fails has no further obligation to complete such repairs within thirty (30) days of receipt Landlord); if the total of such noticeremittances is less than the Operating Cost Excess for such Operating Year, Landlord may undertake such repairs and Tenant shall be obligated pay the difference to reimburse Landlord for its costs within ten (10) days of receipt of an invoice thereforeafter being so notified by Landlord. Landlord represents and warrants In no event shall Tenant be entitled to Tenant receive any reimbursement or credit if Operating Costs for any Operating Year are less than Base Operating Costs. In the event that the exterior walls, foundation and roof Commencement Date shall occur or the term of this Lease shall expire or be terminated during any Operating Year or Tenant’s Percentage shall be modified during any Operating Year due to a change in the rentable area of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of Building and/or the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacementor otherwise, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedcase may be, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of then the amount of the Lease Term that falls within the period to Operating Cost Excess which the may be payable by Tenant as provided in this subsection 4.2.2 shall be pro-rated on a daily basis based on a 360 day Operating Costs pertainYear. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Commencing on the Rent Commencement Date, Tenant shall maintain pay to Landlord, as Additional Rent, amounts equal to Tenant’s Project Share of Project Operating Costs and Tenant’s Building Share of Building Operating Costs. For purposes of determining Tenant’s Project Share of Project Operating Costs for any year during which the Premises Project is less than ninety-five percent (95%) occupied, the actual Project Operating Costs shall be equitably adjusted to reflect ninety-five percent (95%) occupancy and normal, ongoing operation. For purposes of determining Tenant’s Building Share of Building Operating Costs for any year during which the Building is less than ninety-five percent (95%) occupied, the actual Building Operating Costs shall be equitably adjusted to reflect ninety-five percent (95%) occupancy and normal, ongoing operation. Tenant’s Project Share of Project Operating Costs and Tenant’s Building Share of Building Operating Costs shall be estimated in their condition good faith by Landlord at the end of each calendar year, and shall be payable in equal estimated monthly installments on the Effective Date at Tenant’s sole cost first day of each calendar month during the Lease Term (prorated for any partial months), subject to readjustment from time to time as determined by Landlord and expensealso when actual Project Operating Costs and Building Operating Costs are determined. Landlord may inspect the Premises andAfter a readjustment, if Landlord reasonably determines that any shortage shall be due and payable by Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days of receipt demand by Landlord and any excess shall, unless an Event of such noticeDefault then exists, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts credited against the future Additional Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affectobligations, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after refunded promptly if the Lease Term will be pro rated between Landlord has ended and Tenant in the proportion of the amount of the Lease Term that falls within the period has no further obligations to which Landlord. Landlord shall provide Tenant upon request with reasonable supporting documentation for the Operating Costs pertainand access to Landlord’s books and records in the event of an audit as provided in Section 4.7. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. If, during the Term hereof, Operating Costs (aas hereinafter defined) incurred by Landlord in any calendar year shall exceed Base Operating Costs, Tenant shall maintain reimburse Landlord, as additional rent, for Tenant’s Percentage of any such excess (such amount being hereinafter referred to as the Premises in their condition “Operating Costs Excess”). Tenant shall remit to Landlord, on the Effective Date first day of each calendar month, estimated payments on account of Operating Costs Excess, such monthly amounts to be sufficient to provide Landlord, by the end of the calendar year, a sum equal to the Operating Costs Excess, as reasonably estimated by Landlord from time to time. If, at the expiration of the year in respect of which monthly installments of Operating Costs Excess shall have been made as aforesaid, the total of such monthly remittances is greater than the actual Operating Costs Excess for such year, Landlord shall within 30 days after such determination pay to Tenant, or credit against the next accruing payments of Rent to be made by Tenant, the difference; if the total of such remittances is less than the Operating Costs Excess for such year, Tenant shall pay the difference to Landlord within thirty (30) days from the date Landlord shall furnish to Tenant an itemized statement of the Operating Costs Excess, prepared, allocated and computed in accordance with generally accepted accounting principles. Landlord shall keep, in the Building Manager’s office, complete books and records regarding Operating Costs and Taxes. Tenant and its representatives, at Tenant’s sole cost expense, shall have the right, during customary business hours, to inspect at Landlord’s offices, Landlord’s books and expenserecords relating to Operating Costs for the immediately preceding calendar year. As a condition to performing any such inspection, Tenant and its examiners shall be required to execute and deliver to Landlord an agreement, in form reasonably acceptable to Landlord, agreeing to keep confidential any information which Tenant and the examining party discover about the Building in connection with such examination, except for disclosures required by law, court order or regulatory authorities, or to Tenant’s attorneys, accountants, auditors, or potential purchasers of the Tenant company. If Tenant elects to exercise such right, it must provide reasonable prior written notice to Landlord given no later than one hundred and twenty (120) days following Tenant’s receipt of Landlord’s Statement of Operating Costs for any calendar year and it must complete any such inspection within 60 days of commencement. Landlord may inspect agrees to reasonably cooperate with Tenant to enable Tenant to complete its inspection within the Premises andtime period specified in the preceding sentence. If Landlord is obligated to reimburse Tenant for the cost of the audit as provided below, if Tenant shall give Landlord reasonably determines a complete copy of the results of its inspection. If it is determined that Tenant is not maintaining entitled to a refund, then such refund shall either be in cash or applied as a credit to the Premises in their condition on next due installment of Rent, at the Effective Dateelection of Landlord. If it is determined Tenant has underpaid, Landlord may provide Tenant with written notice of any such maintenance concern, and then Tenant shall promptly make pay such repairs. If Tenant fails to complete such repairs amount within thirty (30) days of receipt Landlord’s invoice therefor. Tenant agrees to use for such inspection a firm that is reasonably acceptable to Landlord and that is not being paid on a contingency fee basis. If Operating Costs were overstated by more than three percent (3%), then Landlord shall reimburse Tenant the reasonable cost of such notice, Landlord may undertake such repairs the audit. Any reimbursement for Operating Costs due and payable by Tenant with respect to periods of less than twelve (12) months shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainequitably prorated. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) The Tenant shall maintain covenants to pay the Premises in their condition on Tenant's Proportionate Share of Operating Costs for the Effective Date at Tenant’s sole cost and expense. Landlord may inspect the Premises andYear, if any, during each Year of the Term, to the Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs as Additional Rent within thirty (30) days following receipt by the Tenant of receipt written notice of the amount of such noticeTenant's Proportionate Share of Operating Costs for such Year, notwithstanding that the Year in question or the Term may have ended. Any amounts payable pursuant to this subsection (a) shall be determined and certified to be true by a senior officer of the Landlord may undertake following the end of the Year for which such repairs amounts are payable. If only part of a Year is included within the Term, such amount payable shall be pro-rated accordingly and, during the last year of the Term, shall be paid on the last day of the Term. Any balance remaining unpaid or any excess paid shall, notwithstanding such termination, be adjusted between the Landlord and Tenant within a reasonable period thereafter. (b) The Landlord shall be obligated to reimburse Landlord for its costs within ten entitled at any time in any Year, upon at least thirty (1030) days written notice to the Tenant, to require the Tenant to pay to the Landlord monthly, on the date for payment of receipt of monthly Basic Rent instalments, as Additional Rent, an invoice therefore. Landlord represents and warrants amount equal to Tenant that the exterior walls, foundation and roof one-twelfth (1/12th) of the Premises are in good working order on amount estimated by the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) to be the roof until the first anniversary amount of the Commencement DateTenant's Proportionate Share of Operating Costs for such Year. The Landlord will, shall be entitled subsequently from time to time during such Year upon at least thirty (30) days written notice to the Tenant to revise its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation estimate of the Premises until the fifth anniversary amount of the Commencement DateTenant's Proportionate Share of Operating Costs and the said monthly instalments shall be revised accordingly. All amounts received under this provision in any Year on account of the estimated amount of the Tenant's Proportionate Share of Operating Costs shall be applied in reduction of the actual amount of the Tenant's Proportionate Share of Operating Costs for such Year. If the amount received is less than the actual Tenant's Proportionate Share of Operating Costs for such Year, the Tenant shall be fully responsible for pay such deficiency to the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs as Additional Rent within thirty (30) days following receipt by the Tenant of receipt of any written notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of such deficiency. If the Lease Term that falls within amount received is greater than the period actual Tenant's Proportionate Share of Operating Costs, the Landlord shall either refund the excess to the Tenant as soon as possible after the end of the Year in respect of which such payments were made or at the Operating Costs pertainLandlord's option shall apply such excess against any amounts owing or becoming due to the Landlord by the Tenant. (bc) Every item referred to in the Lease as Additional Rent, except for the realty taxes and utilities shall be capped at an annual increase of not more than five (5%) percent for the applicable year, for the first five (5) years of the Term of the Lease. Said Additional Rent estimated at $8.20 for 1996. Landlord shall provide annual financial statements as prepared in accordance with generally accepted accounting principles verifying the Additional Rent and certified to be true by a senior officer of the Landlord. The Tenant shall pay all Operating Costs during have the Lease Termright to examine the expense claims of the Landlord that constitute Additional Rent. The Tenant shall have the right to request audited annual statements at a reasonable cost to the Tenants.

Operating Costs. Section 6.1 Throughout the Term, Tenant shall pay to Landlord Tenant's Proportionate Share of the Basic Costs (as defined in Section 6.2) incurred by Landlord during such Lease Year ("Tenant's Basic Costs"). Tenant's obligation to pay Tenant's Basic Costs shall be determined as follows: (a) Before the beginning of the first Lease Year and thereafter before the beginning of each Lease Year during the Term, Landlord shall furnish Tenant with Landlord's estimate of the amount of Tenant's Basic Costs for such Lease Year. By the first day of each month during each Lease Year, commencing with the first Lease Year following the Rent Commencement Date, Tenant shall maintain pay 1/12 of Landlord's estimate of Tenant's Basic Costs for such Lease Year. (i) Within the Premises in their condition on first sixty (60) days of each Lease Year during the Effective Date at Term (beginning with the second Lease Year), or as soon thereafter as is reasonably practical, Landlord shall furnish to Tenant a detailed statement, certified by Landlord to be correct ("Expense Statement ") of the actual amount of Tenant’s sole cost and expense. 's Basic Costs for the previous Lease Year. (i) Within thirty (30) days after the delivery of the Expense Statement, Tenant shall make a lump sum payment to Landlord may inspect equal to the Premises andamount, if Landlord reasonably determines any, by which the actual amount of Tenant's Basic Costs exceeds the amount that Tenant has paid toward the estimated amount of Tenant's Basic Costs for such previous Lease Year. Tenant's obligation under this subsection shall survive the expiration or sooner termination of this Lease. (ii) If the actual amount of Tenant's Basic Costs is not maintaining less than the Premises in their condition on amount Tenant has paid toward the Effective Dateestimated amount of Tenant's Basic Costs for such previous Lease Year, Landlord may provide shall refund the excess to Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days after the issuance of receipt of such noticethe Expense Statement or, at Landlord's option, Landlord may undertake shall apply such repairs and Tenant amount to the next payments of Rental due hereunder. Landlord's obligation under this subsection shall be obligated to reimburse Landlord for its costs within ten survive the expiration or sooner termination of this Lease. (10iii) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof The effect of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair reconciliation payment or maintain adjustment pursuant to (as necessaryii) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessaryiii) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, above is that Tenant shall have no rights to offset or set off any such amounts against pay the actual amount of Tenant's Basic Costs for each Lease Year during the Term. (c) If the Rent to Commencement Date occurs on a date other than the first day of a Lease Year, or the Term ends on a date other than the last day of a Lease Year, then the actual amount of Tenant's Basic Costs incurred during the Lease Year in which the Rent Commencement Date or the last day of the Term, as applicable, occurs (as the same may be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything adjusted pursuant to the contrary herein contained (except for the provisions penultimate paragraph of paragraph 32 below), if Section 6.2) shall be computed and an appropriate proration shall be made so that Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain pays that portion of the exterior walls and foundation of the Premises shall cease as of the date of Tenant's Basic Costs incurred during such action Lease Year determined by Tenant. Any Operating Costs that pertain reference to a period prior to or after fraction, the numerator of which is the number of days during such Lease Term will be pro rated between Landlord and Tenant Year that are included in the proportion Term, and the denominator of which is the amount number of the days in such Lease Term that falls within the period to which the Operating Costs pertainYear. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. SECTION 5.1 Tenant shall pay to Landlord, on a per square foot basis, as Additional Rent, for each year or fractional year during the Term, Tenant's Share of the amount, if any, that Operating Costs for such year exceed Base Year Operating Costs ("Tenant's Operating Costs Payment"). Tenant's Operating Costs Payment shall be calculated and paid as follows: A. Commencing on the first day of January of the year following the year in which the Commencement Date occurs, and on the first day of January of each year during the Term thereafter, (or as soon after as is practicable), Landlord shall furnish Tenant with a statement ("Landlord's Operating Costs Estimate") setting forth Landlord's reasonable estimate of Operating Costs for the forthcoming year and Tenant's Share of the amount by which such Operating Costs exceed the Base Year Operating Costs. On the first day of each calendar month during such year, Tenant shall pay to Landlord one-twelfth (1/12th) of Tenant's Operating Costs Payment. If for any reason Landlord has not provided Tenant with Landlord's Operating Costs Estimate on the first day of January of any year during the Term, then (a) until the first day of the calendar month following the month in which Tenant is given Landlord's Operating Costs Estimate, Tenant shall maintain the Premises in their condition continue to pay to Landlord on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect first day of each calendar month the Premises sum, if any, payable by Tenant under this Section 5.1 for the month of December of the preceding year and, if Landlord reasonably determines that Tenant (b) promptly after Landlord's Operating Costs Estimate is not maintaining the Premises in their condition on the Effective Datefurnished to Tenant, Landlord may provide shall give notice to Tenant stating whether the installments of Tenant's Operating Costs Payments previously made for such year were greater or less than the installments of Tenant's Operating Costs Payments to be made for such year in accordance with written notice of any such maintenance concernLandlord's Operating Costs Estimate, and (i) if there shall be a deficiency, Tenant shall promptly make such repairs. If Tenant fails pay the amount thereof to complete such repairs within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days after the delivery of receipt Landlord's Operating Costs Estimate, or (ii) if there shall have been an overpayment, Landlord shall apply such overpayment as a credit against the next accruing monthly installment(s) of an invoice therefore. Landlord represents Additional Rent due from Tenant under this Section 5.1 until fully credited to Tenant, and warrants (iii) on the first day of the calendar month following the month in which Landlord's Operating Costs Estimate is given to Tenant that and on the exterior wallsfirst day of each calendar month throughout the remainder of such year, foundation Tenant shall pay to Landlord an amount equal to one-twelfth (1/12th) of Tenant's Operating Costs Payment. The foregoing notwithstanding, Landlord shall have the right from time to time during any year to notify Tenant in writing of any change in Landlord's Operating Costs Estimate, in which event such Tenant's Operating Costs Payment, as previously estimated, shall be adjusted to reflect the amount shown in such notice and roof shall be effective, and due from Tenant, on the first day of the Premises are in good working order month following Landlord's giving of such notice. B. Commencing on the Effective Date. Landlord willfirst day of March of the year following the year in which the Commencement Date occurs, at its cost, replace, restore, repair or maintain (as necessary) the roof until and on the first anniversary day of March of each year during the Term thereafter (or as soon after as is practicable), Landlord shall furnish Tenant with a statement of the Commencement Date. Landlord willactual Operating Costs for the preceding year, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation Tenant's Share of the Premises until amount by which such actual Operating Costs exceeds the fifth anniversary Base Year Operating Costs. Within thirty (30) days after Landlord's giving of such statement, Tenant shall make a lump sum payment to Landlord in the amount, if any, by which Tenants' Operating Costs Payment for such preceding year as shown on such Landlord's statement exceeds the aggregate of the Commencement Datemonthly installments of Tenant's Operating Costs Payments actually paid during such preceding year. If Tenant's Operating Costs Payment, as shown on such Landlord's statement, is less than the aggregate of the monthly installments of Tenant's Operating Costs Payment actually paid by Tenant during such preceding year, then Landlord shall apply such amount to the next accruing installment(s) of Additional Rent due from Tenant under this Section 5.1 until fully credited to Tenant. C. If the Term ends on a date other than the last day of December, the actual Operating Costs for the year in which the Expiration Date occurs shall be prorated so that Tenant shall pay that portion of Tenant's Share of Operating Costs for such year represented by a fraction, the numerator of which shall be fully responsible the number of days during such fractional year falling within the Term, and the denominator of which is 365 (or 366, in the case of a leap year). The provisions of this Section 5.1 shall survive the Expiration Date or any sooner termination provided for in this Lease. A. For purposes of this Lease, the replacementterm "Operating Costs" shall mean any and all expenses, restorationcosts and disbursements of every kind which Landlord pays, incurs or becomes obligated to pay in connection with the operation, management, repair and maintenance of the roof, exterior walls and foundation all portions of the Premises thereafterProject. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, It is understood that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything real estate adjacent to the contrary herein contained (except for Project has been developed as part of a development project which includes the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations Building and that certain additional real estate adjacent to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not Land may be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs developed in the Premises future. Any such development project which impact, affect, or alter shares facilities and services with the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain Building shall include that portion of Operating Costs relating to such development project which is allocated to the exterior walls Building or the Land. All Operating Costs shall be determined according to generally accepted accounting principles which shall be consistently applied. Operating Costs include the following: (a) Wages, salaries, and foundation fees (including all reasonable education, travel and professional fees) of all personnel or entities (exclusive of Landlord's executive personnel) engaged in the operation, repair, maintenance, or security of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertain. (b) Tenant shall pay all Operating Costs during the Lease Term.Project,

Operating Costs. If, during the term hereof, Operating Costs (aas hereinafter defined) paid or incurred by Landlord in any twelve-month period established by Landlord (an “Operating Year”) shall exceed Base Operating Costs, Tenant shall maintain reimburse Landlord for the Premises in their condition on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice Percentage of any such maintenance concernexcess (such amount being hereinafter referred to as the “Operating Cost Excess”). Within one hundred twenty (120) days after the end of each Operating Year, Landlord shall furnish to Tenant an itemized statement of Operating Costs, prepared, allocated and computed in accordance with generally accepted accounting principles, consistently applied (the “Final Statement”). Any Final Statement shall be final and binding upon Tenant unless it shall within four (4) months after receipt thereof, contest any items therein by giving notice to Landlord specifying each item contested and the reasons therefor. Except as otherwise provided in the immediately following paragraph, Tenant shall promptly make such repairs. If Tenant fails pay the Operating Cost Excess to complete such repairs Landlord within thirty (30) days from the date Landlord shall furnish to Tenant the Final Statement. At the election of receipt Landlord, Tenant shall pay to Landlord, as Additional Rent on the first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Operating Cost Excess, such monthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to the Operating Cost Excess for such Operating Year, as estimated by Landlord from time to time during such Operating Year. If, at the expiration of each Operating Year in respect of which monthly installments of Operating Cost Excess shall have been made as aforesaid, the total of such noticemonthly remittances is greater than the Operating Cost Excess for such Operating Year, Landlord may undertake shall credit such repairs overpayment against Tenant’s subsequent obligations on account of Operating Costs (or promptly refund such overpayment if the term of this Lease has ended and Tenant has no further obligation to Landlord); if the total of such remittances is less than the Operating Cost Excess for such Operating Year, Tenant shall be obligated pay the difference to reimburse Landlord for its costs within ten (10) days of receipt of an invoice thereforeafter being so notified by Landlord. Landlord represents and warrants In no event shall Tenant be entitled to Tenant receive any reimbursement or credit if Operating Costs for any Operating Year are less than Base Operating Costs. In the event that the exterior walls, foundation and roof Commencement Date shall occur or the term of this Lease shall expire or be terminated during any Operating Year or Tenant’s Percentage shall be modified during any Operating Year due to a change in the rentable area of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of Building and/or the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacementor otherwise, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedcase may be, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of then the amount of the Lease Term that falls within the period to Operating Cost Excess which the may be payable by Tenant as provided in this subsection 4.2.2 shall be pro-rated on a daily basis based on a 365 day Operating Costs pertainYear. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. Section 5. 1 Tenant shall pay to Landlord, as Additional Rent, for each year or fractional year of the Lease Term, Tenant's share of the Operating Costs (as defined in Section 5.2 hereof)("Tenant's Operating Cost Payment"), which payment shall be calculated and paid as follows: A. Commencing as of the first day of the Commencement Date, and as of the first day of January of each year during the Lease Term thereafter, (or as soon after as is practicable), Landlord shall furnish Tenant with a statement ("Landlord's Operating Cost Estimate") setting forth Landlord's reasonable estimate of Operating Costs for the forthcoming year and Tenant's Operating Cost Payment. Notwithstanding the foregoing, Landlord shall only furnish Tenant with the Landlord's Operating Cost Estimate in the event that said statement reflects an increase in the Tenant's Operating Cost Payment from the preceding calendar year. Except during the first twelve (12) months of the Term (where Operating Costs are abated or included in the Base Rent), on the first day of each calendar month during such year, Tenant shall pay to Landlord one-twelfth (1/12th) of Tenant's Operating Cost Payment over and above the Base Year Operating Cost, in addition to Tenant's share of Operating Cost already included in the Base Rent pursuant to Section 1.1(K) of the Lease, based on Landlord's Operating Cost Estimate. If for any reason Landlord has not provided Tenant with Landlord's Operating Cost Estimate on the first day of January of any year during the Lease Term, then (a) until the first day of the calendar month following the month in which Tenant is given Landlord's Operating Cost Estimate, Tenant shall maintain the Premises in their condition continue to pay to Landlord on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect first day of each calendar month the Premises sum, payable by Tenant under this Section 5.1 for the month of December of the preceding year and, (b) promptly after Landlord's Operating Cost Estimate is furnished to Tenant, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Daterequired as set forth above, Landlord may provide shall give notice to Tenant if the installments of Tenant's Operating Cost Payments previously made for such year were greater than the installments of Tenant's Operating Costs Payments to be made for such year in accordance with written notice of any such maintenance concernLandlord's Operating Cost Estimate, and (a) if there shall be a deficiency, Tenant shall promptly make such repairs. If Tenant fails pay the amount thereof to complete such repairs within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days after the delivery of receipt Landlord's Operating Cost Estimate, and (ii) on the first day of an invoice therefore. Landlord represents and warrants the calendar month following the month in which Landlord's Operating Cost Estimate is given to Tenant and on the first day of each calendar month throughout the remainder of such year and continuing until Landlord's Operating Cost Estimate for the following year is received, Tenant shall pay to Landlord an amount equal to one-twelfth (1/12th) of Tenant's Operating Cost Payment. The foregoing notwithstanding, Landlord shall have the right from time to time during any year (but no more frequently than twice during any calendar year) to notify Tenant in writing of any change in Landlord's Operating Cost Estimate, in which event Tenant's Operating Cost Payment, as previously estimated, shall be adjusted to reflect the amount shown in such notice and shall be effective, and due from Tenant, on the first day of the month following Landlord's giving of such notice. B. In the event that the exterior wallsactual Operating Costs exceed Tenant's Operating Cost Payments for the preceding calendar year, foundation and roof commencing on the first day of March of the Premises are in good working order year 2007, and on the Effective Date. first day of March of each year during the Lease Term thereafter (or as soon after as is practicable), Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary shall furnish Tenant with a statement of the Commencement Date. Landlord willactual Operating Costs, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible Tenant's Operating Cost Payments for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafterpreceding calendar year. If Landlord fails to commence such repairs within Within thirty (30) days after Landlord's giving of receipt of any notice from Tenantsuch statement, Tenant may undertake shall make a lump sum payment to Landlord in the amount, if any, by which Tenant's Operating Costs Payment for such repairs and Landlord preceding year as shown on such Landlord's statement exceeds the aggregate of the monthly installments of Tenant's Operating Costs Payment actually paid during such preceding year. C. If the Lease Term ends on a date other than the last day of December, the actual Operating Costs for the year in which the Expiration Date occurs, shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, prorated so that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain pay that portion of Tenant's Operating Cost Payment for such year represented by a fraction, the exterior walls and foundation numerator of which shall be the Premises shall cease as number of the date of days during such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls fractional year falling within the period to which the Operating Costs pertain. (b) Tenant shall pay all Operating Costs during the Lease Term, and the denominator of which is 365 (or 366, in the case of a leap year). The provisions of this Section 5.1 shall survive the Expiration Date or any sooner termination provided for in this Lease.

Operating Costs. (a) Commencing on the Rent Commencement Date, Tenant shall maintain pay to Landlord, as Additional Rent, Tenant’s Percentage of all Operating Costs, as hereinafter defined, paid or incurred by Landlord with respect to the Premises Property in their condition any twelve-month period established by Landlord (an “Operating Year”) during the term of this Lease (Tenant’s Percentage of Operating Costs being “Tenant’s Operating Cost Obligation”). Tenant shall pay to Landlord, as Additional Rent, commencing on the Effective Rent Commencement Date at and thereafter on the first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Tenant’s sole cost and expenseOperating Cost Obligation, such monthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to Tenant’s Operating Cost Obligation for such Operating Year, as estimated by Landlord from time to time. Landlord may inspect Within a reasonable period of time after the Premises and, if Landlord reasonably determines that Tenant is not maintaining end of each Operating Year during the Premises in their condition on the Effective Dateterm, Landlord may provide shall furnish to Tenant an itemized statement setting forth the amount of Operating Costs for the preceding Operating Year and a computation of Tenant’s Operating Cost Obligation, prepared and computed in accordance with written notice then prevailing customs and practices of any the real estate industry in the greater Austin, Texas area, consistently applied. Any such maintenance concern, year-end statement by Landlord relating to Operating Costs shall be final and binding upon Tenant unless it shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days after receipt thereof, contest any items therein by giving notice to Landlord specifying each item contested and the reasons therefor. If, at the expiration of receipt each Operating Year in respect of which monthly installments on account of Tenant’s Operating Cost Obligation shall have been made as aforesaid, the total of such noticemonthly remittances is greater than Tenant’s Operating Cost Obligation for such Operating Year, Landlord may undertake shall credit such repairs overpayment against Tenant’s subsequent obligations on account of Operating Costs (or promptly refund such overpayment if the term of this Lease has ended and Tenant has no further obligation to Landlord); if the total of such remittances is less than Tenant’s Operating Cost Obligation for such Operating Year, Tenant shall be obligated pay the difference to reimburse Landlord for its costs within ten (10) days of receipt of an invoice thereforeafter being so notified by Landlord. Landlord represents and warrants to Tenant In the event that the exterior walls, foundation and roof Rent Commencement Date shall occur or the term of this Lease shall expire or be terminated during any Operating Year or Tenant’s Percentage shall be modified during any Operating Year due to a change in the rentable area of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of Building and/or the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacementor otherwise, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedcase may be, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of then the amount of the Lease Term that falls within the period to Tenant’s Operating Cost Obligation which the may be payable by Tenant as provided in this Section 4.2.2 shall be pro-rated on a daily basis based on a 360 day Operating Costs pertainYear. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Commencing on the Rent Commencement Date, Tenant shall maintain pay to Landlord, as Additional Rent, Txxxxx’s Percentage of all Operating Costs, as hereinafter defined, paid or incurred by Landlord with respect to the Premises Property in their condition any twelve- month period established by Landlord (an “Operating Year”) during the term of this Lease (Tenant’s Percentage of Operating Costs being “Tenant’s Operating Cost Obligation”). Tenant shall pay to Landlord, as Additional Rent, commencing on the Effective Rent Commencement Date at and thereafter on the first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Tenant’s sole cost and expenseOperating Cost Obligation, such monthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to Tenant’s Operating Cost Obligation for such Operating Year, as estimated by Landlord from time to time. Landlord may inspect Within one hundred twenty (120) days after the Premises and, if Landlord reasonably determines that Tenant is not maintaining end of each Operating Year during the Premises in their condition on the Effective Dateterm, Landlord may provide shall furnish to Tenant an itemized statement setting forth the amount of Operating Costs for the preceding Operating Year and a computation of Tenant’s Operating Cost Obligation, prepared and computed in accordance with written notice then prevailing customs and practices of any the real estate industry, consistently applied. Any such maintenance concernyear-end statement by Landlord relating to Operating Costs shall be final and binding upon Tenant unless it shall give a Tenant’s Audit Notice, as defined below. If, at the expiration of each Operating Year in respect of which monthly installments on account of Txxxxx’s Operating Cost Obligation shall have been made as aforesaid, the total of such monthly remittances is greater than Tenant’s Operating Cost Obligation for such Operating Year, Landlord shall credit such overpayment against Txxxxx’s subsequent obligations on account of Operating Costs (or promptly refund such overpayment if the term of this Lease has ended and Tenant has no further obligation to Landlord); if the total of such remittances is less than Tenant’s Operating Cost Obligation for such Operating Year, Tenant shall promptly make such repairs. If Tenant fails pay the difference to complete such repairs Landlord within thirty (30) days after being so notified by Landlord. Any cost not included in a year-end statement of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs Operating Costs (each an “Omitted Cost”) within ten twenty-four (1024) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as months of the date of any such action Omitted Cost has been incurred shall not be payable by Tenant. Any Operating Costs that pertain Further, if (a) such Omitted Cost is a capital item subject to a period prior to or after amortization as provided below, the Lease Term Omitted Cost will be pro rated between Landlord amortized over the remainder of the useful life of such capital items, and Tenant in the proportion of (b) such Omitted Cost is not a capital item subject to amortization and the amount of the Omitted Cost exceeds $25,000.00, one-half (1/2) of such Omitted Cost shall be due from Tenant over each of the next two (2) Operating Years, without interest. In the event that the Rent Commencement Date shall occur or the term of this Lease Term that falls within shall expire or be terminated during any Operating Year or Tenant’s Percentage shall be modified during any Operating Year due to a change in the period to rentable area of the Building and/or the Premises or otherwise, as the case may be, then the monthly payment amount of Operating Cost Excess which the Operating Costs pertainmay be payable by Tenant as provided in this Subsection 4.2.2 shall be pro-rated on a daily basis based on a 30-day month. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. Tenant shall, for the entire lease term, pay to Lessor as additional rent, without any set-off or deduction therefrom, a pro rata share (aas defined in paragraph 1 herein) of all costs which Lessor may incur in owning, maintaining and operating the project. Said costs are referred to herein as operating costs and are hereby defined to include: All real estate taxes and annual installments of special assessments payable with respect to the Project; maintenance, repair, replacement and care of all heating lighting, plumbing and air conditioning fixtures, equipment and systems serving the common areas; maintenance repair and care of parking and landscape areas, signs, snow removal, nonstructural repair and maintenance of the exterior of the building and insurance premiums, management fees, wages and fringe benefits for personnel employed for such work. Operating costs shall include the yearly amortization of capital costs incurred by Lessor for improvements or structural repairs to the Project required to comply with any change in the laws, rules or regulations of any governmental authority having jurisdiction, or for purposes of reducing Operating Costs, which cost shall be amortized over the useful life of such improvements or repairs, as reasonably estimated by Lessor. As soon as reasonably practicable prior to the commencement of each calendar year during the Lease Term, Lessor shall furnish to Tenant shall maintain the Premises in their condition on the Effective Date at an estimate of Tenant’s sole cost and expense. Landlord may inspect the Premises and's share of Operating Costs, if Landlord reasonably determines that Tenant is not maintaining any, for the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, ensuing calendar year and Tenant shall promptly make pay, as additional rent hereunder together with each installment of monthly base rent, one-twelfth (1/12th) of its estimated annual share of such repairsOperating Costs. If As soon as reasonably practicable after the end of each calendar year during the Lease Term, Lessor shall furnish to Tenant fails to complete a statement of the actual Operating Costs for the previous calendar year, including Tenant's share of such repairs amount, and within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and thereafter Tenant shall be obligated pay to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants Lessor, or Lessor to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedcase may be, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in difference between the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls actual and foundation of the Premises shall cease as of the date of such action estimated Operating Costs paid by Tenant. Any Tenant's share of such excess Operating Costs that pertain to a period prior to or after for the years in which this Lease Term will commences and terminates shall be pro rated between Landlord prorated based on the dates of commencement and Tenant in the proportion termination of the amount of the Lease Term that falls within the period to which the Operating Costs pertain. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. Section 6.01. Throughout the Term, beginning with the Fiscal Year ------------- following the Fiscal Year in which the Commencement Date occurs, Tenant shall pay Tenant's Proportionate Share of the amount ("Basic Costs Excess") by which Basic Costs for such Fiscal Year exceed the Basic Costs Base Amount. Such payments of Tenant's Proportionate Share of Basic Costs Excess shall be made as follows: (a) Before the beginning of each Fiscal Year during the Term, commencing with the first Fiscal Year after the Fiscal Year in which the Commencement Date occurs, Land-lord shall furnish Tenant with Landlord's estimate of the Basic Costs Excess for such Fiscal Year. Subject to subparagraph (b)(v) of this Section 6.01, by the first day of each month during such Fiscal Year, Tenant shall maintain pay 1/12th of its Proportionate Share of the Premises in their condition on estimated Basic Costs Excess for such Fiscal Year. (i) Within the Effective first one hundred twenty (120) days of each Fiscal Year during the Term (beginning with the second Fiscal Year following calendar year 1988), and within one hundred twenty (120) days after the end of the Fiscal Year during which the Expiration Date at Tenant’s sole cost occurs, or as soon thereafter as reasonably practical, Landlord shall furnish to Tenant a statement ("Expense Statement") of the actual Basic Costs for the previous Fiscal Year, certified to be true and expense. accurate by Landlord may inspect to its knowledge and belief. (ii) Within thirty (30) days after the Premises anddelivery of the Expense Statement, a lump sum payment will be made by Tenant equal to the amount, if Landlord reasonably determines that any, by which Tenant's Proportionate Share of the actual Basic Costs exceeds the amount, if any, which Tenant has paid toward the estimated Basic Cost Excess for such previous Fiscal Year. (iii) If Tenant's Proportionate Share of the actual Basic Costs is not maintaining less than the Premises in their condition on amount Tenant has paid toward the Effective Dateestimated Basic Costs Excess for such previous Fiscal Year, Landlord may provide shall refund the excess to Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days after the issuance of receipt of such noticethe Expense Statement or, at Landlord's option, Landlord may undertake shall apply such repairs amount to the next payments of Rental due hereunder. (iv) The effect of the reconciliation payment or adjustment pursuant to (ii) or (iii) above is that Tenant shall pay during each Fiscal Year during the Term its Proportionate Share of the Basic Costs Excess. (v) Notwithstanding anything herein contained to the contrary, Landlord hereby waives and abates payment by Tenant of Tenant's Proportionate Share of Basic Costs Excess for the period ending at the expiration of twelve (12) full calendar months after the Commencement Date. (vi) In the event that Tenant pays to Landlord Landlord's determination of the amount due pursuant to subparagraph (b)(ii) of this Section 6.01, and included with such payment is a notice advising Landlord that Tenant disputes the amount Landlord claims is owing together with the reasons for such dispute in reasonable detail, then in the event that it is ultimately determined that Tenant's payment exceeded the amount which should have been due, Tenant shall be obligated entitled to reimburse interest at the Prime Rate plus one percent (1%) per annum on the amount of the overpayment from the date paid until the Landlord for its costs within ten remits to Tenant the amount of the overpayment. (10c) Within thirty (30) days of receipt after delivery of an invoice thereforeExpense Statement, Tenant shall have the right to notify Landlord if it intends to examine Landlord's books and records with respect to such Expense Statement. Landlord represents If Tenant so notifies Landlord, then Tenant and warrants to Tenant that its representatives shall have the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord willright, at its costTenant's expense, replaceduring normal business hours for a period of ninety (90) days after Tenant's notice, restore, repair or maintain (as necessary) to examine Landlord's books and records relating to Basic Costs for the roof until Building for the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Dateprevious Fiscal Year. Tenant shall be fully responsible for notify Landlord within such ninety- (90) day period if it disputes such Expense Statement setting forth the replacement, restoration, repair and maintenance reasons therefor (a "Notice of the roof, exterior walls and foundation of the Premises thereafterDispute"). If Landlord Tenant either (i) fails to commence such repairs notify Landlord of its intention to examine Landlord's books and records within thirty (30) days after delivery of receipt an Expense Statement, or (ii) fails to give Landlord a Notice of any notice from TenantDispute within the ninety- (90) day period of examination hereinabove referred to, then Tenant may undertake such repairs and Landlord shall be obligated deemed to reimburse Tenant have accepted such Expense Statement for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid all purposes hereunder. If Landlord does not reimburse Tenant within ten shall have overstated Tenant's obligation for Basic Costs for any calendar year, Landlord shall promptly refund such excess. (10d) days from If the Term ends on a date other than the last day of noticea Fiscal Year, such charge shall bear interest at then the rate of eighteen percent actual Basic Costs incurred during the Fiscal Year in which the Expiration Date occurs (18%) per annum until paid. Notwithstanding anything as the same may be adjusted pursuant to the contrary herein contained (except for the provisions last paragraph of paragraph 32 below), if Section 6.02) shall be computed and an appropriate proration shall be made so that Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain pays that portion of its Proportionate Share of Basic Costs Excess incurred during such Fiscal Year determined by reference to a fraction, the exterior walls numerator of which is the number of days during such Fiscal Year that are included in the Term, and foundation the denominator of which is the number of days in such Fiscal Year. Section 6.02. As used herein, "Basic Costs" means all expenses, costs, ------------- and disbursements described hereinafter (net of discounts, credits, rebates or direct reimbursements, including, without limitation, reimbursement from tenants or other third-parties or from any insurance company or under-writer) which Landlord incurs in connection with the operation, repair, and maintenance of the Premises shall cease as of the date of Building (including all facilities installed in subsequent years if such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant facilities are commonly installed in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertain. (b) Tenant shall pay all Operating Costs during the Lease Term.similar first-class office buildings in Washington, D.

Operating Costs. a. Within ninety (a90) days 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 reasonably applied and showing for the preceding Fiscal Year or fraction thereof, as the case may be, “Landlord’s Actual 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 Premises, and the denominator of which is the Total Rentable Floor Area of the Building) for such Fiscal Year. Subject to Tenant’s audit rights in Subsection (h) below, Tenant shall maintain pay to Landlord the Premises difference between its actual Pro-Rata Share of the Landlord’s Actual Operating Costs for that Fiscal Year and the total of the Estimated Monthly Operating Cost Payments, as defined in their condition on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect the Premises andsubsection (f) below, if Landlord reasonably determines that Tenant is not maintaining has paid for that Fiscal Year (the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs “Operating Cost Reconciliation”) within thirty (30) days of receipt of Landlord’s Statement. In the event that Tenant’s total Estimated Operating Cost Payments exceed its actual Pro-Rata Share of the Landlord Actual Operating Costs for such noticeFiscal Year, then at Tenant’s option, Landlord may undertake shall either apply any excess payment to the next installments of Fixed Rent and additional rent or refund such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants excess to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of after receipt of any notice from Tenant, Tenant may undertake ’s written election to receive such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten a refund. Within ninety (1090) days of receipt the end of an invoice thereforethe Term, Landlord shall refund to Tenant any unused excess Estimated Monthly Operating Cost Payments. Notwithstanding the foregoing, for any partial Lease Year that may exist at the beginning or end of the Term, the figure generated by the calculation of Operating Cost Reconciliation as set forth herein, shall be appropriately prorated. b. For the purposes of this Section 4.2, the term “Landlord’s Actual Operating Costs” shall mean all actual documented expenses and disbursements Landlord incurs in the operation, management and maintenance of the Building and Lot for that Fiscal Year, EXCLUDING the interest, amortization, fees, penalties and all other payments on mortgages for the Building, Park 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; costs and penalties incurred due to violation by Landlord or Managing Agent or any tenant of the terms and conditions of any lease or any violation of law advertising and promotional costs’ any costs, fees, dues, contributions or similar expenses for political, charitable, industry association or similar organizations; any bad debt loss, rent loss, or reserves for bad debt or rent loss; any increases in property taxes due to the sale of the Building, and expenses for capital items other than those permitted for purposes of reducing Landlord’s Actual Operating Costs pursuant to the following paragraph; BUT INCLUDING, without limitation: Real Estate Taxes on the Building, Lot and the Common Areas of the Park; the services provided to Tenant as set forth in Section 5.1, including those described in Exhibit D-1; 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 Tenant any tax refunds shall have no rights be applied to offset reduce Landlord’s Actual Operating Costs; premiums for insurance (unless payable by other tenants due to their particular use of their demised premises); compensation and all fringe benefits, workmen’s compensation, insurance premiums and payroll taxes paid by Landlord to, for or set off any such amounts against the Rent with respect to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything all persons to the contrary herein contained (except for extent engaged in the provisions of paragraph 32 below)operating, if Tenant makes any changesmaintaining, additions or alterations to the roof cleaning of the Premises which involves penetration Building and Lot; steam, water, sewer and sewer treatment plant expenses, 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 the roof (other than those electricity furnished for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedlighting, delayed or denied)electrical facilities, Landlord’s obligations to replaceequipment, restoremachinery, repair or maintain the roof shall cease. If fixtures and appliances used by Tenant undertakes any structural repairs in the Premises which impact(provided that Tenant shall be responsible for costs relating to the heating, affectventilating and air conditioning equipment servicing the Building, pursuant to the terms of this Lease) as set forth in Paragraph II of Exhibit D-2; costs of building and cleaning supplies and equipment (including rental) for the Building; cost of maintenance, cleaning of Common Areas and repairs; cost of snow plowing or removal, or alter both, and care of landscaping; payments to independent contractors under service contracts for cleaning, operating, managing, maintaining and repairing the walls or foundation Building and Lot (which payments may be to affiliates of Landlord provided the same are at reasonable rates consistent with the type of occupancy and the services rendered); the cost of providing amenities to the Building; the Building’s pro rata share of the Premisescosts of operating and maintaining the Common Areas of the Park (such as, but not limited to, snow plowing, landscaping, Common Area and street lighting, waste water treatment plant maintenance, and management). The Lot’s pro-rata share of the Common Area of the Park shall refer to a fraction, the numerator of which is the square footage of the Building on the Lot and the denominator of which is the total square footage of all completed buildings in the Park (unless, for example, the same relates to traffic or utilities in which event the allocation shall be reasonably determined by Landlord based on parking spaces or usage, as applicable); and all other reasonable and necessary expenses paid in connection with the operation, cleaning, maintenance, and repair of the Building (and the Common Areas therein, including without limitation providing the services provided in Section 5.1.3 and Exhibit D-1 hereof) 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 obligation to replaceActual Operating Costs, restorethe annual costs thereof together with reasonable interest thereon, repair or maintain that portion as reasonably amortized by Landlord over the useful life of the exterior walls and foundation of the Premises item so installed in accordance with generally accepted accounting principles, shall cease as of the date of such action by Tenant. Any be included in Landlord’s Actual Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainCosts. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. The Master Lease requires Sublandlord to pay to Master Landlord a portion of the expenses of owning and operating the Building and the land upon which it is situated (a) Tenant "Operating Costs"), including, but not limited to, maintenance and repair, taxes, utilities, and insurance, all as more particularly described in Section 3 of the Master Lease. Commencing as of January 1, 1998, Subtenant shall maintain be responsible for, as additional rent, Subtenant's Proportionate Share of the amounts payable by Sublandlord under the Master Lease as Operating Costs incurred for the Master Premises in their condition excess of those incurred for calendar year 1997. Subtenant shall have no responsibility for the payment of Operating Costs in 1997. The Operating Costs shall be payable by Subtenant to Sublandlord hereunder as and when such Operating Costs are payable by Sublandlord to Master Landlord pursuant to the Master Lease. If the Master Lease provides for the payment by Sublandlord of Operating Costs on the Effective Date at Tenant’s sole cost basis of estimates thereof, then, Subtenant's proportionate share of such estimates shall be payable as and expensewhen estimates are payable by Sublandlord under the Master Lease. Landlord may inspect Notwithstanding the Premises andtwo immediately foregoing sentences, payments of Subtenant's Proportionate Share of Operating Costs which would otherwise be due from January 1, 1998 through October 31, 1998, shall accrue and not be due and payable until November 1, 1998. When adjustments between estimated and actual Operating Costs are made under the Master Lease, the obligations of Sublandlord and Subtenant hereunder shall be adjusted in a like manner; and if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concernadjustment shall occur after the expiration or earlier termination of the Term, then the obligations of Sublandlord and Tenant Subtenant under this Section 6.2 shall promptly make survive such repairsexpiration or termination. If Tenant fails Sublandlord shall, upon request by Subtenant, furnish Subtenant with copies of all statements submitted by Master Landlord of actual or estimated Operating Costs during the Term. As used herein, "Subtenant's Proportionate Share" shall mean the ratio, expressed as a percentage to complete such repairs within thirty (30) days the nearest 1/100 of receipt one percent, of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof total rentable square footage of the Premises are in good working order on demised hereby from time to time to the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary total rentable square footage of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Master Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails from time to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated time leased to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything Sublandlord pursuant to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall ceaseMaster Lease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain It is hereby acknowledged and agreed that portion of the exterior walls and foundation of the Premises shall cease as of the date hereof the Master Premises leased to Sublandlord pursuant to the Master Lease consists of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion all of the amount 11th through 17th floors of the Lease Term Building and contains approximately 352,356 rentable square feet and that, assuming that falls within such Master Premises remain leased to Sublandlord as of November 1, 1998, then Subtenant's Proportionate Share as of November 1, 1998 shall be 28.22% (representing the period ratio of 99,444 to which the Operating Costs pertain352,356). (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. If, during the term hereof, Operating Costs (aas hereinafter defined) paid or incurred by Landlord in any twelve-month period established by Landlord (an "OPERATING YEAR") shall exceed Base Operating Costs, Tenant shall maintain reimburse Landlord for the Premises in their condition on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice 's Percentage of any such maintenance concernexcess (such amount being hereinafter referred to as the "OPERATING COST EXCESS"). Except as otherwise provided in the immediately following paragraph Tenant shall pay the Operating Cost Excess to Landlord within twenty (20) days from the date Landlord shall furnish to Tenant an itemized statement thereof, prepared, allocated and computed in accordance with then prevailing customs and practices of the real estate industry in the greater Boston area, consistently applied. Any year-end statement by Landlord relating to Operating Costs (other than an invoice for a monthly estimate) shall be final and binding upon Landlord and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs unless either party within thirty (30) days after Tenant's receipt thereof, shall contest any items therein by giving notice to the other specifying each items contested and the reasons therefor. At the election of receipt Landlord, Tenant shall pay to Landlord, as Additional Rent on the first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Operating Cost Excess, such monthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to the Operating Cost Excess for such Operating Year, as estimated by Landlord from time to time during such Operating Year. If, at the expiration of each Operating Year in respect of which monthly installments of Operating Cost Excess shall have been made as aforesaid, the total of such noticemonthly remittances is greater than the Operating Cost Excess for such Operating Year, Landlord may undertake shall credit such repairs overpayment against Tenant's subsequent obligations on account of Operating Costs (or, within thirty (30) days, refund such overpayment if the term of this Lease has ended and Tenant shall be obligated has no further obligation to reimburse Landlord Landlord); if the total of such remittances is less than the Operating Cost Excess for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior wallssuch Operating Year, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for pay the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If difference to Landlord fails to commence such repairs within thirty (30) days after being so notified by Landlord. In no event shall Tenant be entitled to receive any reimbursement or credit if Operating Costs for any Operating Year are less than Base Operating Costs. In the event that the Commencement Date shall occur or the term of receipt of this Lease shall expire or be terminated during any notice from Operating Year or Tenant, Tenant may undertake such repairs and Landlord 's Percentage shall be obligated modified during any Operating Year due to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against a change in the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof rentable area of the Building and/or the Premises which involves penetration of the roof (other than those for telecommunications installations so long or otherwise, as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedcase may be, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of then the amount of the Lease Term that falls within the period to Operating Cost Excess which the Operating Costs pertainmay be payable by Tenant as provided in this subsection 4.2.2 shall be appropriately apportioned and adjusted. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. If, during the term hereof, Operating Costs (aas hereinafter defined) paid or incurred by Landlord in any twelve (12) month period uniformly established by Landlord for all tenants of the Property for which Operating Cost Excess shall be calculated (an “Operating Year”) shall exceed Base Operating Costs, Tenant shall maintain reimburse Landlord for the Premises in their condition on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice Percentage of any such maintenance concern, and excess (such amount being hereinafter referred to as the “Operating Cost Excess”). Except as otherwise provided in the immediately following paragraph Tenant shall promptly make such repairspay the Operating Cost Excess to Landlord within twenty (20) days from the date Landlord shall furnish to Tenant an itemized statement thereof. If Any year-end statement by Landlord relating to Operating Costs (other than an invoice for a monthly estimate) shall be final and binding upon Tenant fails to complete such repairs unless it shall within thirty (30) days after receipt thereof, contest any items therein by giving notice to Landlord specifying each item contested and the reasons therefor. At the election of receipt Landlord, Tenant shall pay to Landlord, as Additional Rent on the first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Operating Cost Excess, such monthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to the Operating Cost Excess for such Operating Year, as estimated by Landlord from time to time during such Operating Year. If, at the expiration of each Operating Year in respect of which monthly installments of Operating Cost Excess shall have been made as aforesaid, the total of such noticemonthly remittances is greater than the Operating Cost Excess for such Operating Year, Landlord may undertake shall credit such repairs overpayment against Tenant’s subsequent obligations on account of Operating Costs (or promptly refund such overpayment if the term of this Lease has ended and Tenant has no further obligation to Landlord); if the total of such remittances is less than the Operating Cost Excess for xxxxx Operating Year, Tenant shall be obligated pay the difference to reimburse Landlord for its costs within ten (10) days of receipt of an invoice thereforeafter being so notified by Landlord. Landlord represents and warrants In no event shall Tenant be entitled to Tenant receive any reimbursement or credit if Operating Costs for any Operating Year are less than Base Operating Costs. In the event that the exterior walls, foundation and roof Commencement Date shall occur or the term of this Lease shall expire or be terminated during any Operating Year or Tenant’s Percentage shall be modified during any Operating Year due to a change in the rentable area of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of Building and/or the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacementor otherwise, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedcase may be, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of then the amount of the Lease Term that falls within the period to Operating Cost Excess which the may be payable by Tenant as provided in this subsection 4.2.2 shall be pro-rated on a daily basis based on a 360 day Operating Costs pertainYear. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Tenant shall maintain the Premises in their condition on the Effective Date at reimburse Landlord for Tenant’s sole cost and expensePercentage of Operating Costs. Landlord may inspect Except as otherwise provided in the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, and immediately following paragraph Tenant shall promptly make such repairs. If Tenant fails pay Tenant’s Percentage of Operating Costs to complete such repairs Landlord within thirty (30) days from the date Landlord shall furnish to Tenant an itemized statement thereof, prepared, allocated and computed in accordance with customs and practices of receipt the real estate industry in the greater San Diego area, consistently applied. Any year-end statement by Landlord relating to Operating Costs (other than an invoice for a monthly estimate) shall be final and binding upon Tenant unless Tenant shall contest any items therein by giving Landlord a Dispute Notice timely as hereinafter provided. At the election of Landlord, Tenant shall pay to Landlord, as Additional Rent on the first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Operating Costs, such monthly amounts to be sufficient to provide to Landlord, by the end of each calendar year, a sum equal to Operating Costs for such year, as estimated by Landlord from time to time. If, at the expiration of each year in respect of which monthly installments of Operating Costs shall have been made as aforesaid, the total of such noticemonthly remittances is greater than Operating Costs for such year, Landlord may undertake shall credit such repairs overpayment against Tenant’s subsequent obligations on account of Operating Costs (or promptly refund such overpayment if the term of this Lease has ended and Tenant shall be obligated has no further obligation to reimburse Landlord Landlord); if the total of such remittances is less than Operating Costs for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior wallssuch year, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for pay the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If difference to Landlord fails to commence such repairs within thirty (30) days after being so notified by Landlord. In the event that the Commencement Date shall occur or the term of receipt of this Lease shall expire or be terminated during any notice from calendar year for which Operating Costs are being computed or Tenant, Tenant may undertake such repairs and Landlord ’s Percentage shall be obligated modified during the term due to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against a change in the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof rentable area of the Building and/or the Premises which involves penetration of the roof (other than those for telecommunications installations so long or otherwise, as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedcase may be, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of then the amount of the Lease Term that falls within the period to which the Operating Costs pertainwhich may be payable by Tenant as provided in this Subsection 4.2.2 shall be pro-rated on a daily basis based on a 365 day year. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. If, during the term hereof, Operating Costs (aas hereinafter defined) paid or incurred by Landlord in any twelve‑month period established by Landlord (an “Operating Year”) shall exceed Base Operating Costs, Tenant shall maintain reimburse Landlord for the Premises in their condition on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice Percentage of any such maintenance concernexcess (such amount being hereinafter referred to as the “Operating Cost Excess”). Except as otherwise provided in the immediately following paragraph Tenant shall pay the Operating Cost Excess to Landlord within twenty (20) days from the date Landlord shall furnish to Tenant an itemized statement thereof. Any year-end statement by Landlord relating to Operating Costs (other than an invoice for a monthly estimate) shall be final and binding upon Tenant unless it shall within sixty (60) days after receipt thereof, contest any items therein by giving notice to Landlord specifying each item contested and the reasons therefor. At the election of Landlord, Tenant shall pay to Landlord, as Additional Rent on the first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Operating Cost Excess, such monthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to the Operating Cost Excess for such Operating Year, as estimated by Landlord from time to time during such Operating Year. If, at the expiration of each Operating Year in respect of which monthly installments of Operating Cost Excess shall have been made as aforesaid, the total of such monthly remittances is greater than the Operating Cost Excess for such Operating Year, Landlord shall credit such overpayment against Tenant’s subsequent obligations on {B2323618; 13} account of Additional Rent until the overpayment is fully credited (or promptly refund such overpayment if the term of this Lease has ended and Tenant has no further obligation to Landlord); if the total of such remittances is less than the Operating Cost Excess for such Operating Year, Tenant shall promptly make such repairs. If Tenant fails pay the difference to complete such repairs Landlord within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of after receipt of an invoice thereforefrom Landlord. Landlord represents and warrants In no event shall Tenant be entitled to Tenant receive any reimbursement or credit if Operating Costs for any Operating Year are less than Base Operating Costs. In the event that the exterior walls, foundation and roof Commencement Date shall occur or the term of this Lease shall expire or be terminated during any Operating Year or Tenant’s Percentage shall be modified during any Operating Year due to a change in the rentable area of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of Building and/or the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacementor otherwise, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedcase may be, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of then the amount of the Lease Term that falls within the period to Operating Cost Excess which the may be payable by Tenant as provided in this Subsection 4.2.2 shall be pro-rated on a daily basis based on a 360 day Operating Costs pertainYear. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) The Term will consist of fiscal periods of 12 consecutive months, each ending on December 31, except that the first and last fiscal periods may be shorter. The Landlord may change the date on which the fiscal periods end by giving the Tenant shall maintain at least 60 days’ advance notice. In any such case, the Premises in their condition then current fiscal period will be extended or shortened so that it ends on the Effective Date at new date. (b) The Landlord will pay, or cause to be paid, the costs that comprise the Operating Costs when due, unless the Landlord is expressly permitted to defer payment under this Lease. The Landlord will use reasonable commercial efforts to minimize Operating Costs including making commercially prudent decisions as to what capital items are leased or purchased. (c) The Landlord will give due weight and consideration to the use being made and benefits derived or being derived by the Tenant in relation to other users of the utilities and services in the Building (including the Landlord and other tenants) in determining the proportionate share formula to be used for the purposes of this Lease. In the case of separately metered utilities which are for the sole use of a particular tenant, such tenant (including the Tenant’s sole cost ) will pay 100% of the costs recorded by such meter and expense. such costs will not be included in Operating Costs. (d) Before the Term starts and before each fiscal period starts, the Landlord may inspect give the Premises andTenant an estimate of its monthly Proportionate Share of Operating Costs for the then existing fiscal period or the coming fiscal period. The Tenant will pay that estimated Proportionate Share or, if Landlord reasonably determines that Tenant no estimate is not maintaining given, the Premises in their condition same Proportionate Share it was paying for the previous fiscal period, monthly on the Effective Datesame dates and in the same manner that it pays Basic Rent. (e) If the Building contains portions which are used for commercial retail use as well as portions used for offices, the Landlord may provide may, in any manner it considers equitable in the circumstances, allocate the Taxes and Operating Costs for the Land and Building between the commercial retail portion of the Building and the office portion of the Building, in which case the Tenant with written notice will pay its Proportionate Share of the Taxes and Operating Costs allocated to the office portion of the Building. [Drafting Note: depending on circumstances consider allocation of Taxes and Operating Costs as between the commercial retail and office portions] (f) After the Landlord has completed its accounting for each fiscal period (and in any event on or before March 1 following such maintenance concernfiscal period), and the Landlord will give the Tenant shall promptly make such repairsan audited statement of the Operating Costs for that fiscal period. If the statement shows a shortfall between the estimated Proportionate Share of Operating Costs the Tenant fails has paid for that fiscal period and its actual Proportionate Share, the Tenant will pay that shortfall within 30 days after it receives the statement. If the statement shows that the Tenant has paid too much, the Tenant will receive a credit against future Rent for the difference (or a refund from the Landlord if the overpayment is determined after the End of the Term). (g) Within 90 days after receipt from the Landlord of the audited statement of the Operating Costs referred to complete in section 3.3(f), the Tenant may deliver notice to the Landlord that it disputes the source or calculation of Operating Costs. If the Landlord and the Tenant are able to resolve the dispute within 15 days thereafter, the provisions of section 3.3(f) with respect to adjustment and refund will apply. If the Landlord and the Tenant are unable to resolve the dispute within 15 days thereafter, the Tenant may deliver notice to the Landlord either to proceed to arbitration under section 1.4 to resolve the dispute. The determination of the arbitrator will be conclusive and binding on the Landlord and the Tenant and the provisions of section 3.3(f) with respect to adjustment and refund will apply to such repairs within thirty determination. (30h) days For a period of receipt at least two (2) years from the date of production of such noticerecords: (1) the Landlord will maintain full and detailed records of expenses and costs incurred for the Building and the Land together with proper records of all tender calls, quotations, contracts, correspondence, invoices, receipts and vouchers relating thereto; and (2) at all reasonable times and from time to time the Landlord will make all such records available to the Tenant, or to persons acting on its behalf, for inspection and for the purpose of making copies thereof and taking extracts therefrom and will furnish to such persons any and all information which they may undertake such repairs and require from time to time in connection therewith. (i) The Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that will have the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord willright, at its cost, replaceto require, restoreon reasonable notice to the Landlord, repair the Landlord's books and records of Operating Costs and Taxes during the period referred to above to be audited. In the event that any such audit discloses that the Landlord has overstated the amount payable by the Tenant on account of Taxes and/or Operating Costs for the period in question, then the Landlord will forthwith after notice from the Tenant reimburse the Tenant for any overpayment which has been made by the Tenant and, if any such audit discloses that the Landlord has overstated by 3% or maintain (as necessary) more the roof until amount payable by the first anniversary Tenant on account of Taxes and/or Operating Costs for the period in question, the Landlord will also forthwith after notice from the Tenant pay the cost of the Commencement Date. audit (or reimburse the Landlord will, at its for such cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertain. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. If, during the Term hereof, Operating Costs (aas hereinafter defined) incurred by Landlord in any calendar year shall exceed Base Operating Costs, Tenant shall maintain reimburse Landlord, as additional rent, for Tenant’s Percentage of any such excess (such amount being hereinafter referred to as the Premises in their condition “Operating Costs Excess”). Tenant shall remit to Landlord, on the Effective Date first day of each calendar month, estimated payments on account of Operating Costs Excess, such monthly amounts to be sufficient to provide Landlord, by the end of the calendar year, a sum equal to the Operating Costs Excess, as reasonably estimated by Landlord from time to time. If, at the expiration of the year in respect of which monthly installments of Operating Costs Excess shall have been made as aforesaid, the total of such monthly remittances is greater than the actual Operating Costs Excess for such year, Landlord shall within 30 days after such determination pay to Tenant, or credit against the next accruing payments of Rent to be made by Tenant, the difference; if the total of such remittances is less than the Operating Costs Excess for such year, Tenant shall pay the difference to Landlord within thirty (30) days from the date Landlord shall furnish to Tenant an itemized statement of the Operating Costs Excess, prepared, allocated and computed in accordance with generally accepted accounting principles. Landlord shall keep, in the Building Manager’s office, complete books and records regarding Operating Costs and Taxes. Tenant and its representatives, at Tenant’s sole cost expense, shall have the right, during customary business hours, to inspect at Landlord’s offices, Landlord’s books and expenserecords relating to Operating Costs for the immediately preceding calendar year. As a condition to performing any such inspection, Tenant and its examiners shall be required to execute and deliver to Landlord an agreement, in form reasonably acceptable to Landlord, agreeing to keep confidential any information which Tenant and the examining party discover about the Building in connection with such examination, except for disclosures required by law, court order or regulatory authorities, or to Tenant’s attorneys, accountants, auditors, or potential purchasers of the Tenant company. If Tenant elects to exercise such right, it must provide reasonable prior written notice to Landlord given no later than one hundred and twenty (120) days following Tenant’s receipt of Landlord’s Statement of Operating Costs for any calendar year and it must complete any such inspection within 60 days of commencement. Landlord may inspect agrees to reasonably cooperate with Tenant to enable Tenant to complete its inspection within the Premises andtime period specified in the preceding sentence. If Landlord is obligated to reimburse Tenant for cost of the audit as provided below, if Tenant shall give Landlord reasonably determines a complete copy of the results of its inspection. If it is determined that Tenant is not maintaining entitled to a refund, then such refund shall either be in cash or applied as a credit to the Premises in their condition on next due installment of Rent, at the Effective Dateelection of Landlord. If it is determined Tenant has underpaid, Landlord may provide Tenant with written notice of any such maintenance concern, and then Tenant shall promptly make pay such repairs. If Tenant fails to complete such repairs amount within thirty (30) days of receipt Landlord’s invoice therefor. Tenant agrees to use for such inspection a firm that is reasonably acceptable to Landlord and that is not being paid on a contingency fee basis. If Operating Costs were overstated by more than three percent (3%), then Landlord shall reimburse Tenant the reasonable cost of such notice, Landlord may undertake such repairs the audit. Any reimbursement for Operating Costs due and payable by Tenant with respect to periods of less than twelve (12) months shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainequitably prorated. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Tenant shall maintain pay to Landlord, as Additional Rent, Tenant’s Percentage of Operating Costs (as hereinafter defined) paid or incurred by Landlord with respect to the Premises Property in their condition any twelve (12) month period established by Landlord (an “Operating Year”) during the Term of this Lease (Tenant’s Percentage of Operating Costs being hereinafter referred to as “Tenant’s Operating Cost Obligation”). Tenant shall pay to Landlord, as Additional Rent, on the Effective Date at first day of each calendar month during the Term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Tenant’s sole cost and expenseOperating Cost Obligation, such monthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to Tenant’s Operating Cost Obligation for such Operating Year, as reasonably estimated by Landlord from time to time. Landlord may inspect Within 120 days after the Premises and, if Landlord reasonably determines that Tenant is not maintaining end of each Operating Year during the Premises in their condition on the Effective DateTerm, Landlord may provide shall furnish to Tenant with written an itemized statement setting forth the amount of Operating Costs for the preceding Operating Year for the Building and the Property and a computation of Tenant’s Operating Cost Obligation. Any such year-end statement by Landlord relating to Operating Costs shall be final and binding upon Tenant unless Tenant shall, within one hundred twenty (120) days after receipt thereof, contest any items therein by giving notice to Landlord specifying each item contested and the reasons therefor. If, at the expiration of any each Operating Year in respect of which monthly installments on account of Tenant’s Operating Cost Obligation shall have been made as aforesaid, the total of such maintenance concernmonthly remittances is greater than Tenant’s Operating Cost Obligation for such Operating Year, Landlord shall credit such overpayment against Tenant’s subsequent obligations on account of Rent (or promptly refund such overpayment if the Term of this Lease has ended and Tenant shall promptly make such repairs. If Tenant fails has no further obligation to complete such repairs within thirty (30) days of receipt Landlord); if the total of such noticeremittances is less than Tenant’s Operating Cost Obligation for such Operating Year, Landlord may undertake such repairs and Tenant shall be obligated pay the difference to reimburse Landlord for its costs within ten (10) days of receipt of an invoice thereforeBusiness Days after being so notified by Landlord. Landlord represents and warrants to Tenant In the event that the exterior wallsCommencement Date shall occur or the Term of this Lease shall expire or be terminated during any Operating Year, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of then the amount of the Lease Term that falls within the period to Tenant’s Operating Cost Obligation which the may be payable by Tenant as provided in this Subsection 4.2.2 shall be pro-rated on a daily basis based on a 365-day Operating Costs pertainYear. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a1) Tenant shall maintain pay to Landlord Tenant's Proportionate Share of the Premises in their condition on the Effective Date at Tenant’s sole cost and expenseannual Operating Costs (defined below). Landlord may inspect make a good faith estimate of Tenant's Proportionate Share of Operating Costs to be due by Tenant for any calendar year or part thereof during the Premises andTerm. During each calendar year or partial calendar year of the Term, if Landlord reasonably determines that Tenant is not maintaining shall pay to Landlord, in advance concurrently with each monthly installment of Basic Rent, an amount equal to the Premises in their condition on estimated Tenant's Proportionate Share of Operating Costs for such calendar year or part thereof divided by the Effective Datenumber of months therein. From time to time, Landlord may provide estimate and re-estimate the amount of Tenant's Proportionate Share of Operating Costs to be due by Tenant with written notice and deliver a copy of any such maintenance concernthe estimate or re-estimate to Tenant. Thereafter, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days the monthly installments of receipt Tenant's Proportionate Share of such notice, Landlord may undertake such repairs and Operating Costs payable by Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that appropriately adjusted in accordance with the exterior wallsestimations so that, foundation and roof by the end of the Premises are calendar year in good working order on the Effective Date. Landlord willquestion, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall have paid all of Tenant's Proportionate Share of Operating Costs as estimated by Landlord. Any amounts paid based on such an estimate shall be fully responsible subject to adjustment as herein provided when actual Operating Costs are available for each calendar year. (2) The term "Operating Costs" means all expenses and disbursements (subject to the replacementlimitations set forth below) that Landlord incurs in connection with the ownership, restorationoperation, repair and maintenance of the roofPremises, exterior walls determined in accordance with sound accounting principles consistently applied, including, without limitation, the following costs: (A) intentionally omitted; (B) all supplies and foundation materials used in the operation, maintenance, repair, replacement, and security of the common areas of the Land, excluding the interior of the Premises; (C) intentionally omitted (D) repairs, replacements, and general maintenance of the Premises thereafter. If Landlord fails including paving and parking areas, roads, roof repairs (but not replacement), , sweeping and removal of trash for the common areas, mowing and snow removal, landscaping and exterior painting, the cost of maintaining utility lines, fire sprinklers and fire protection systems, exterior lighting, and, to commence such repairs within thirty the extent the following items serve more than one tenant in the Premises, dock doors, drains and sump pumps; (30E) days a 2% management fee); (F) service, maintenance and management contracts with independent contractors for the operation, maintenance, management, repair, replacement, and security of receipt the Premises; (G) intentionally omitted; (H) intentionally omitted; (I) the cost of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant insurance deductibles for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent insurance required to be paid hereunder. If Landlord does not reimburse Tenant within ten maintained by Landlord; and (10J) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything costs for improvements made to the contrary herein contained Premises (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has excluding Landlord’s prior written approval which will not be unreasonably conditionedWork) which, delayed or denied)although capital in nature, Landlord’s obligations are expected to replace, restore, repair or maintain reduce the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation normal operating costs (including all utility costs) of the Premises, Landlord’s obligation as amortized using a commercially reasonable interest rate over the useful economic life of such improvements estimated by Landlord to replacerecover the costs thereof taking into consideration the anticipated cost savings, restoreas determined by Landlord using its good faith, repair commercially reasonable judgment, as well as capital improvements made in order to comply with any Law hereafter promulgated by any governmental authority or maintain that portion any new interpretations of any Law hereafter rendered with respect to any existing Law, as amortized using a commercially reasonable interest rate over the useful economic life of such improvements as determined by Landlord in its reasonable discretion. If the Premises is part of an industrial park complex (the "Complex"), Operating Costs, Taxes (defined below) and Insurance Costs (defined below) for the Complex may be prorated among the Premises and the other buildings of the exterior walls Complex, as reasonably determined by Landlord based on square footage and foundation of the Premises shall cease expenses actually shared. Landlord hereby acknowledges that, as of the date of such action by Tenantits signature hereto, the Premises is not part of a Complex. Any Operating Costs shall not include costs for (i) capital improvements made to the Premises, other than capital improvements described in Section 4(b)(2) (J) and except for items which are generally considered maintenance and repair items, such as painting of common areas, replacement of carpet in elevator lobbies (if any), and the like; (ii) repair, replacements and general maintenance paid by proceeds of insurance or by Tenant or other third parties; (iii) interest, amortization or other payments on loans to Landlord; (iv) depreciation; (v) leasing commissions; (vi) legal expenses for services, other than those that pertain to a period prior to benefit the Building or after Land generally (e.g., tax disputes); (vii) Taxes; (viii) Insurance Costs; and (ix) renovating or otherwise improving space for occupants of the Lease Term will be pro rated between Landlord and Tenant Premises or vacant space in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainPremises. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. If, during the term hereof, Operating Costs (aas hereinafter defined) paid or incurred by Landlord in any twelve-month period established by Landlord (an “Operating Year”) shall exceed Base Operating Costs, Tenant shall maintain reimburse Landlord for any such excess (such amount being hereinafter referred to as the Premises “Operating Cost Excess”). Except as otherwise provided in their condition the immediately following paragraph Tenant shall pay the Operating Cost Excess to Landlord within twenty (20) days from the date Landlord shall furnish to Tenant an itemized statement thereof, prepared, allocated and computed in accordance with then prevailing customs and practices of the real estate industry in the Marietta, Georgia area, consistently applied. Tenant shall pay to Landlord, as Additional Rent on the Effective Date first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Operating Cost Excess, such monthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to the Operating Cost Excess for such Operating Year, as estimated by Landlord from time to time during such Operating Year. If, at the expiration of each Operating Year in respect of which monthly installments of Operating Cost Excess shall have been made as aforesaid, the total of such monthly remittances is greater than the Operating Cost Excess for such Operating Year, Landlord shall credit such overpayment against Tenant’s sole cost and expense. Landlord may inspect subsequent obligations on account of Operating Costs (or promptly refund such overpayment if the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice term of any such maintenance concern, this Lease has ended and Tenant has no further obligation to Landlord); if the total of such remittances is less than the Operating Cost Excess for such Operating Year, Tenant shall promptly make such repairs. If Tenant fails pay the difference to complete such repairs Landlord within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and after being so notified by Landlord. In no event shall Tenant shall be obligated entitled to reimburse Landlord receive any reimbursement or credit if Operating Costs for its costs within ten (10) days of receipt of an invoice thereforeany Operating Year are less than Base Operating Costs. Landlord represents and warrants to Tenant In the event that the exterior wallsterm of this Lease shall expire or be terminated during any Operating Year, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of then the amount of the Lease Term that falls within the period to Operating Cost Excess which the may be payable by Tenant as provided in this subsection 4.2.2 shall be pro-rated on a daily basis based on a 360 day Operating Costs pertainYear. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Tenant shall maintain pay Landlord, as additional rent, the Premises in their condition on following amounts during the Effective following periods: (1) during the period from the Fixed Rent Commencement Date at Tenant’s sole cost and expense. Landlord may inspect for the Premises andInitial Space through the day before the Fixed Rent Commencement Date for the Expansion Space, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails pay to complete such repairs within thirty (30) days of receipt of such noticeLandlord, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior wallsas additional rent, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible Tenant's Office Percentage for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion Initial Space of the amount of the Lease Term that falls within the period to if any by which the Operating Costs pertain.for such period exceed Base Operating Costs; (b2) during the period from the Fixed Rent Commencement Date for the Initial Space through the day before the Fixed Rent Commencement Date for the Additional Space, Tenant shall pay all to Landlord, Tenant's Office Percentage for the Additional Space of Operating Costs for such period; (3) during the Lease Termperiod from the Fixed Rent Commencement Date for the Additional Space through the day before the Fixed Rent Commencement Date for the Expansion Space, Tenant shall pay Landlord, Tenant's Office Percentage for the Additional Space of the amount (if any) by which Operating Costs for such period exceed Base Operating Costs; (4) during the period from the Fixed Rent Commencement Date for the Initial Space through the day before the Fixed Rent Commencement Date for the Expansion Space, Tenant shall pay Landlord Tenant's Office Percentage for the Expansion Space of Operating Costs for such period; and (5) from and after the Fixed Rent Commencement Date for the Expansion Space, Tenant shall pay to Landlord Tenant's Office Percentage for the entire Premises of the amount (if any) by which Operating Costs for any calendar year or part thereof exceed Base Operating Costs for such period.

Operating Costs. (a) Tenant shall maintain pay to Landlord, as Additional Rent, amounts equal to Tenant’s Share of the Premises in their condition Operating Costs. (b) Landlord shall furnish to Tenant no less than 30 days prior to the Commencement Date and prior to the beginning of each calendar year a budget of the estimated Operating Costs for the applicable calendar year (an “Annual Budget”), based on the Effective Date at most recent cost data available to Landlord. Landlord may, no more than one time during a calendar year covered by an Annual Budget, furnish to Tenant a revised Annual Budget based on updated cost data. Each Annual Budget and revised Annual Budget shall be subject to Tenant’s sole cost and expensewritten approval, which Tenant will not unreasonably withhold, condition or delay. Landlord may inspect the Premises andIn any disapproval of an Annual Budget or revised Annual Budget, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairsspecify the reasons for disapproval and the changes suggested by Tenant. If Tenant fails to complete such repairs respond in writing to a proposed Annual Budget or revised Annual Budget within thirty (30) days of receipt five Business Days after submission, and Landlord sends a subsequent notice requesting approval of such noticeproposed Annual Budget or revised Annual Budget, Landlord may undertake such repairs including a copy of the same, stating conspicuously at or near the top of the first page, “FAILURE TO RESPOND TO THIS NOTICE WITHIN FIVE BUSINESS DAYS SHALL RESULT IN DEEMED CONSENT TO THE ANNUAL BUDGET”, and Tenant shall be obligated thereafter fail to reimburse Landlord for its costs respond in writing to such request within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior wallssuch second five Business Day period, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair such Annual Budget or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant revised Annual Budget shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written deemed approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any The Additional Rent payable by Tenant in respect of Operating Costs shall not be limited by any Annual Budget or revised Annual Budget, provided that pertain Landlord uses commercially reasonable efforts, in good faith, to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls keep Operating Costs within the period to which Annual Budget. (c) Tenant’s Share of the Operating Costs pertain. (b) Tenant shall pay all Operating Costs be payable in equal estimated monthly installments on the basis of the Annual Budget on the first day of each calendar month during the Lease Term, subject to readjustment on no more than on occasion in each calendar year on the basis of any revision of the Annual Budget and also when actual Operating Costs are determined as further provided in Section 4.6. After a readjustment, any shortage shall be due and payable by Tenant within 30 days of demand by Landlord and any excess shall, unless an Event of Default then exists, be credited against future Additional Rent obligations, or refunded promptly if the Lease Term has ended and Tenant has no further obligations to Landlord. (d) Landlord shall bid any contracts for third party services that would be included in Operating Costs and cost more than $35,000 per year to at least three qualified bidders. Contracts for such services shall be limited to one-year terms unless otherwise approved by Tenant. Tenant shall have the right to propose one or more qualified bidders reasonably approved by Landlord for any such services. Landlord shall (i) consult with Tenant from time to time as reasonably requested by Tenant regarding Operating Costs and appropriate actions to reduce or control Operating Costs consistent with the operation of a first-class office building, and (ii) furnish such information as Tenant may reasonably request from time to time regarding Taxes and Operating Costs. Landlord will consider in good faith suggestions made by Tenant to reduce or control Operating Costs and will not unreasonably refuse to act on such suggestions. Unless required by Legal Requirements (but excluding Legal Requirements to which Landlord voluntarily submits by contract, such as agreements entered into between Landlord and the City of Cambridge), Landlord will not initiate any shuttle or other transportation service serving the Project, the cost of which would be included in Operating Costs, without Tenant’s consent. Other than where impractical by reason of an emergency, Landlord shall, prior to incurring any Permitted Capital Operating Costs which Landlord anticipates will cost in excess of $10,000, give Tenant written notice of the subject capital repair, replacement or improvement, including the anticipated cost thereof.

Operating Costs. the Lease is amended to delete the language beginning with the phrase "The base year shall be. . . "on page 4 of the Original Lease, and continuing through the remainder of the paragraph, and inserting the following in its place: On or about January 1 of each lease year, Landlord shall send to Tenant a statement (a"Landlord's Estimate") Tenant shall maintain of projected Operating Costs for the Premises in their condition on the Effective Date at Tenant’s sole cost and expenseapplicable lease year. Landlord may inspect shall indicate, as part of Landlord's Estimate, what Tenant's Proportionate Share of the Premises andOperating Overage shall be, if said amount to be paid in equal monthly installments (rounded up to the nearest whole dollar) in advance by Tenant. If during the course of any lease year Landlord has reason to believe that the Operating Costs shall be higher than Landlord's Estimate, then Landlord shall have the right, but not the obligation, to adjust Landlord's Estimate by a lump sum invoice for the months of the lease year which precede the revised projections, and in addition, to advise Tenant of any adjustment in future monthly amounts with the end result that Operating Costs shall be on a reasonably determines current basis each lease year. Within one hundred twenty (120) days following the end of each lease year, or as soon thereafter as reasonably feasible, Landlord shall send to Tenant a statement of expenses incurred for the prior lease year showing the pro rata share of the Operating Overage due from Tenant based on Tenant's Proportionate Share. For each lease year, in the event that the amount previously paid by Tenant for the Operating Overage exceeds the amount that was actually due based upon actual year end Operating Costs, then provided Tenant is not maintaining the Premises in their condition on the Effective Datedefault hereunder, Landlord may provide shall credit the amount of such overcharge to Tenant's future rental payments until Tenant has been fully credited with written notice of any such maintenance concernthe overcharge. In the event Landlord has undercharged Tenant, then Landlord shall send Tenant an invoice reflecting the additional amount due, which amount shall constitute Additional Rent and shall be paid in full by Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated invoice. With respect to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof last lease year of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied)Term, Landlord’s 's refund and Tenant's payment obligations to replace, restore, repair hereunder shall survive the expiration or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation earlier termination of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainthis Lease. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Tenant shall maintain pay to Landlord, as Additional Rent, an amount (“Tenant’s Operating Cost Share”) equal to Tenant’s Percentage of Operating Costs (as hereinafter defined) paid or incurred by Landlord in any Operating Year. Except as otherwise provided in the Premises immediately following paragraph, Tenant shall pay Tenant’s Operating Cost Share to Landlord within twenty (20) days from the date Landlord shall furnish to Tenant an itemized written statement thereof, prepared, allocated and computed in their condition accordance with then prevailing customs and practices of the real estate industry in the Fremont area, consistently applied. Any year-end statement by Landlord relating to Operating Costs (other than an invoice for a monthly estimate) shall be final and binding upon Tenant unless Tenant shall within sixty (60) days after receipt thereof, contest any items therein by giving notice to Landlord specifying each items contested and the reasons therefor. At Landlord’s election, Tenant shall pay to Landlord, as Additional Rent, on the Effective Date at first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Tenant’s sole cost and expenseOperating Cost Share, such monthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to Tenant’s Operating Cost Share for such Operating Year, as estimated by Landlord from time to time. Prior to the beginning of each Operating Year during the term of this Lease, or within a reasonable period of time thereafter, Landlord shall give to Tenant in writing its reasonable estimate of Tenant’s Operating Cost Share for such Operating Year (which estimate Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concernsubsequently change), and Tenant shall promptly make pay to Landlord each month with Tenant’s monthly installment of Annual Fixed Rent, one-twelfth (1/12th) of such repairsmost recent estimate (prorated with respect to any partial month at the beginning or end of the term), provided, however, if Landlord shall fail to give Tenant a revised estimate of Tenant’s Operating Cost Share for any Operating Year, Tenant shall continue to pay to Landlord Additional Rent on account of Tenant’s Operating Cost Share based upon Landlord’s most recent estimate of Tenant’s Operating Cost Share until Landlord gives Tenant a new estimate thereof. If Within a reasonable period of time after the end of each Operating Year during the term (but Landlord shall endeavor to provide within one hundred twenty (120) days of the end of the Operating Year), Landlord shall furnish to Tenant fails an itemized statement setting forth the amount of Operating Costs for the preceding Operating Year and a computation of Tenant’s Operating Cost Share, prepared and computed in accordance with then prevailing customs and practices of the real estate industry in the greater Fremont area, consistently applied. Any such year-end statement by Landlord relating to complete Operating Costs shall be final and binding upon Tenant unless it shall within sixty (60) days after receipt thereof, contest any items therein by giving notice to Landlord specifying each item contested and the reasons therefor. If, at the expiration of each Operating Year in respect of which monthly installments on account of Tenant’s Operating Cost Share shall have been made as aforesaid, the total of such repairs monthly remittances is greater than Tenant’s Operating Cost Share for such Operating Year, Landlord shall credit such overpayment against Tenant’s subsequent obligations on account of Operating Costs (or refund such overpayment within thirty (30) days if the term of receipt this Lease has ended and Tenant has no further obligation to Landlord); if the total of such noticeremittances is less than Tenant’s Operating Cost Share for such Operating Year, Landlord may undertake such repairs and Tenant shall be obligated pay the difference to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days after being so notified in writing by Landlord. In the event that the Commencement Date shall occur or the term of receipt of this Lease shall expire or be terminated during any notice from Operating Year or Tenant, Tenant may undertake such repairs and Landlord ’s Percentage shall be obligated modified during any Operating Year due to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against a change in the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof rentable area of the Property and/or the Premises which involves penetration of the roof (other than those for telecommunications installations so long or otherwise, as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedcase may be, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of then the amount of the Lease Term that falls within the period to Tenant’s Operating Cost Share which the may be payable by Tenant as provided in this Subsection 4.2.2 shall be pro-rated on a daily basis based on a 365 day Operating Costs pertainYear. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Tenant A. Upon receipt of a statement from Master Sublandlord specifying the estimated Operating Costs payable by Sublandlord under the Master Sublease with respect to each calendar year or month as the case may be, or as soon after receipt of such statement as practicable, Sublandlord shall maintain give Subtenant written notice of its estimate of Operating Costs payable under this Section 3.2 for the Premises in their condition ensuing calendar year or month as the case may be, which estimate shall be prepared based on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect estimate received from Master Sublandlord; such estimate shall be accompanied by a copy of the Premises statement received from Master Sublandlord (and, if available, any similar statement delivered by Master Landlord reasonably determines that Tenant is not maintaining to Master Sublandlord) and will contain a description of any cost subject to equitable adjustment as described in Section 3.2(b) above. On or before the Premises in their condition first day of each month during the ensuing calendar year, Subtenant shall pay to Sublandlord one-twelfth (1/12th) of such estimated annual amount or one hundred percent (100%) of such estimated monthly amount. B. Within thirty (30) days after the receipt by Sublandlord of a final statement of Operating Costs from Master Sublandlord with respect to each calendar year, Sublandlord shall deliver to Subtenant a statement of the actual Operating Costs payable by Subtenant pursuant to Section 3.2 hereof for the calendar year just ended, together with a copy of the statement received by Sublandlord from Master Sublandlord (“Sublandlord’s Statement”). If on the Effective Datebasis of Sublandlord’s Statement Subtenant owes an amount that is less than the estimated payments for the calendar year just ended, Landlord may provide Tenant with written notice Sublandlord shall credit such excess to the next payments of any Operating Costs coming due hereunder or, if the Term is about to expire (or has expired), promptly refund such maintenance concern, and Tenant shall promptly make such repairsexcess to Subtenant. If Tenant fails on the basis of Sublandlord’s Statement Subtenant owes an amount that is more than the estimated payments for the calendar year just ended and previously paid by Subtenant, Subtenant shall pay the deficiency to complete such repairs Sublandlord within thirty (30) days after delivery of receipt Sublandlord’s Statement. C. Sublandlord shall refund to Subtenant the applicable Sublease Share of any sums actually refunded or reimbursed to Sublandlord that were paid by Sublandlord during the Term of this Sublease pursuant to the terms of the Master Sublease, reduced by the Sublease Share of any amounts, including attorney’s fees, expended by Sublandlord to obtain such refund, reimbursement or payment. D. Subtenant may elect, pursuant to the provisions of Section 4(b) of the Master Sublease, to cause Sublandlord to examine the books and records of Master Landlord. If Subtenant so elects (1) such examination shall be conducted by a party meeting the qualifications for the review of the books and records of Master Landlord as described in Section 3(c)(5) of the Master Lease, which party shall be designated and compensated by Subtenant, but who shall be acting as Sublandlord’s representative for the purposes of examining any such books and records, and (2) such party shall render a written report of such noticeexamination and such party’s findings and recommendations with respect thereto, Landlord may undertake such repairs and Tenant a true copy of which shall be obligated delivered to reimburse Landlord for its costs Sublandlord within ten (10) days of receipt of an invoice thereforeafter such report is completed. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof Any recovery from any such examination of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary books and records of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Master Landlord shall be obligated applied first to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; providedSubtenant, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs solely in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term costs and expenses of such examination (to the extent such costs and expenses were paid for by [or reimbursed to Sublandlord by] Subtenant) and, second, shall be allocated among Sublandlord and Subtenant in accordance with the proportionate area of the Sublease Premises that falls within is affected by the period to which costs so received (i.e., the Operating Costs pertainapplicable Sublease Share). (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Tenant shall maintain pay to Landlord the Premises Tenant’s Percentage of Operating Costs (as hereinafter defined) incurred by Landlord in their condition any calendar year. Tenant shall remit to Landlord, on the Effective Date first day of each calendar month included in the Term, estimated payments on account of Operating Costs, such monthly amounts to be sufficient to provide Landlord, by the end of the calendar year, a sum equal to the Operating Costs, as reasonably estimated by Landlord from time to time. The initial monthly estimated payments shall be in an amount equal to 1/12th of the Initial Estimate of Tenant’s Percentage of Operating Costs for the Calendar Year. If, at the expiration of the year in respect of which monthly installments of Operating Costs shall have been made as aforesaid, the total of such monthly remittances is greater than the actual Operating Costs for such year, Landlord shall promptly pay to Tenant, or credit against the next accruing payments to be made by Tenant pursuant to this subsection 4.2.3, the difference; if the total of such remittances is less than the Operating Costs for such year, Tenant shall pay the difference to Landlord within thirty (30) days from the date Landlord shall furnish to Tenant an itemized statement of the Operating Costs, prepared, allocated and computed in accordance with generally accepted accounting principles. Landlord shall keep, in the Building Manager’s office, complete books and records regarding Operating Costs and Taxes. Tenant and its representatives, at Tenant’s sole cost expense, shall have the right, during customary business hours, to inspect at Landlord’s offices, Landlord’s books and expenserecords relating to Operating Costs for the immediately preceding calendar year. As a condition to performing any such inspection, Tenant and its examiners shall be required to execute and deliver to Landlord an agreement, in form reasonably acceptable to Landlord, agreeing to keep confidential any information which Tenant and the examining party discover about the Building in connection with such examination, except for disclosures required by law, court order or regulatory authorities, or to Tenant’s attorneys, accountants, auditors, or potential purchasers of the Tenant company. If Tenant elects to exercise such right, it must provide reasonable prior written notice to Landlord given no later than one hundred and twenty (120) days following Tenant’s receipt of Landlord’s Statement of Operating Costs for any calendar year and it must complete any such inspection within 60 days of commencement. Landlord may inspect agrees to reasonably cooperate with Tenant to enable Tenant to complete its inspection within the Premises and, if time period specified in the preceding sentence. If Landlord reasonably determines is obligated to reimburse Tenant for the cost of audit as provided below. Tenant shall give Landlord a complete copy of the results of its inspection. If it is determined that Tenant is not maintaining entitled to a refund, then such refund shall either be in cash or applied as a credit to the Premises in their condition on next due installment of Rent, at the Effective Dateelection of Landlord. If it is determined Tenant has underpaid, Landlord may provide Tenant with written notice of any such maintenance concern, and then Tenant shall promptly make pay such repairs. If Tenant fails to complete such repairs amount within thirty (30) days of receipt Landlord’s invoice therefor. Tenant agrees to use for such inspection a firm that is reasonably acceptable to Landlord and that is not being paid on a contingency fee basis. If Operating Costs were overstated by more than three percent (3%), then Landlord shall reimburse Tenant the reasonable cost of such notice, Landlord may undertake such repairs the audit. Any reimbursement for Operating Costs due and payable by Tenant with respect to periods of less than twelve (12) months shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainequitably prorated. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) In addition to the Base Rent to be paid by Tenant and as a part of the total rent due hereunder, Tenant shall maintain pay to Landlord 33.1/3% of all reasonable operating costs of every type and nature (except as provided below) actually paid or incurred in servicing, operating, managing, maintaining and repairing the Premises in their condition on Building (collectively, the Effective Date at Tenant’s sole cost and expense“Operating Costs”). Landlord may inspect shall make a good faith estimate of the Premises and, if Landlord reasonably determines that Operating Costs to be payable by Tenant is not maintaining for any calendar year or part thereof during the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concernTerm, and Tenant shall promptly make pay to Landlord on the first day of each calendar month of the Term with the payment of Monthly Base Rent, as set forth above, an amount equal to the estimated Operating Costs for such repairscalendar year or part thereof divided by the number of months therein. From time to time, Landlord may re-estimate the Operating Costs for any calendar year. Thereafter, the monthly installments of Operating Costs payable by Tenant shall be appropriately adjusted in accordance with the revised estimate made by Landlord so that, by the end of the calendar year in question, Tenant shall have paid 33 1/3% of the Operating Costs set forth in Landlord’s revised estimate. Any amounts paid by Tenant based on such estimate shall be subject to adjustment as herein provided when actual Operating Costs are available for each calendar year. Without limitation, the term “Operating Costs: shall include, (1) all reasonable costs to the Landlord for supplying snow removal and landscaping services to the Land on which the Building is located (including, snow removal on all parking areas, sidewalks, entrances, exits and access ways); (2) all costs and expenses to the Landlord (including reasonable and appropriate reserves) for services, materials and supplies furnished or used in the operation, replacement, repair, maintenance, (including but not limited to waterproofing and painting Building exterior) cleaning and protection of the Building and the Land on which same is located, such cost and expenses to be reasonable and customary for similar buildings in the area in which the subject Premises are located; (3) all premiums for insurance against damage or loss to the Building from such hazards as shall from time to time be generally required by institutional lenders in the Boston areas for similar properties, including, but not limited to, insurance covering loss of rent attributable to any such hazards and public liability insurance; (4) customary and reasonable fee for building management and (5) costs for electricity and other utilities, if any, supplied to the common areas and facilities of the Building and said Land, but only to the extent that the same (other than water) are separately metered from the Premises and all other portions of the Building leased to other tenants. Payments by Tenant on account of Tenant’s share of such Operating Costs shall be made monthly, in advance, and at the time and in fashion herein provided for the payment of the installments of Monthly Base Rent. Promptly after the end of each calendar year during the Term of this Lease, Landlord shall submit to Tenant a reasonably detailed accounting of Operating Costs for such calendar year, and Landlord shall certify to the accuracy thereof. If payments theretofore made for such calendar year by Tenant fails exceed Tenant’s share of Operating Costs, according to complete such repairs statement, Landlord shall refund the amount of overpayment within 30 days after submitting the accounting of Operating Costs; but, if Tenant’s share of Operating Costs is greater than payments theretofore made on account for such period, Tenant shall make suitable payment to Landlord within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Dateafter being so advised by Landlord. Tenant shall be fully responsible for have the replacement, restoration, repair and maintenance right to audit all of the roof, exterior walls Operating Costs upon reasonable prior notice to Landlord and foundation of the Premises thereafterduring reasonable business hours. If Landlord fails to commence such repairs Upon written request by Tenant made within thirty sixty (3060) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of submission of said account, Landlord shall provide to Tenant for its review, copies of any xxxx supporting the figures contained in said account. Landlord shall retain such action records for at least two (2) years. In the event that any such inspection discloses by Tenant or its representatives that Landlord has charged Tenant in excess of three percent (3%) more than the amount properly chargeable to Tenant, Landlord shall reimburse to Tenant the amount over charged and the reasonable costs of such inspection promptly upon demand. Any Operating Costs that pertain shall not include without limitation: a) the cost of maintenance, repairs or replacements arising out of a fire or other casualty (whether or not insured) or an exercise of the power of eminent domain; b) the cost of maintenance, repairs or replacements necessitated by the negligent or wrongful act of the Landlord or Landlord’s agents, employees, or contractors, or related to construction by Landlord of improvements on any portion of the Land, including the construction and development of the Building, or arising from the wrongful actions of another tenant; c) costs of work for other tenants of the Building (including, without limitation, any improvements to the Building or any space set forth therein); d) amounts reimbursed by other tenants of the Building, from insurance proceeds, condemnation awards, under warranty or otherwise; e) any payments of principal, interest or other charges related to indebtedness secured in whole or in part by the Building or the Land; f) charges or costs incurred by Landlord as a period prior result of Landlord failing to maintain the insurance coverage required in this Lease; and costs, fines or after penalties incurred by Landlord due to violations by Landlord of any leases or any governmental laws, rules or regulations; g) increases in the Lease Term will be pro rated between casualty or liability insurance premiums for the Building and the Land due exclusively to the occupancy of another tenant in the Building or due to any unusual or extraordinary leasehold improvements solely for the benefit of another tenant of the Building; h) salaries of executives or principals of Landlord and Tenant the wages of any employee of Landlord for services not related directly to the Building; i) expenses which are considered capital expenditures under generally accepted accounting principles; j) depreciation; k) costs for services provided to other tenants but not provided to Tenant; l) costs incurred by Landlord as a result of vacant space in the proportion Building; m) payments to affiliates, except for services actually performed at rates comparable to third party charges; n) amounts paid on account of tort claims relating to personal injury or property damage; or o) without limiting the amount provisions of Section 13.1, the Lease Term that falls within cost of remediating any condition related to the period to which presence on or under the Operating Costs pertainLand of any hazardous or toxic materials other than routine costs. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Tenant shall maintain the Premises in their condition on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after during the Lease Term will be pro rated between Landlord pay as Additional Rent Tenant's Share of the Operating Costs. The inclusion of the improvements, facilities and Tenant services described in the proportion definition of the amount of the Lease Term that falls within the period to which the Operating Costs pertainset forth in Section 1.01(n) above, shall not be deemed to impose an obligation upon Landlord to either have said improvements or facilities or to provide any of said services unless Landlord has agreed elsewhere in this Lease to provide the specific improvement, facility or service. (b) Tenant shall pay Tenant's Share of Operating Costs, in advance, in monthly installments with the Base Rent based on Landlord's good faith estimate of the Operating Costs. Landlord may adjust such estimates from time to time as Landlord determines, which adjustment will be effective as of the next rent payment date after notice to Tenant. After the end of each calendar year, Landlord shall deliver to Tenant a statement ("Actual Statement"), in reasonable detail, of the actual Operating Costs incurred by Landlord during the preceding calendar year and Tenant's Share of such Operating Costs. Upon receipt of such statement, there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit given to Tenant, as the case may be, to reflect the actual Operating Costs. (c) Landlord shall have the right, from time to time, to equitably allocate some or all of the Operating Costs for the Building among different portions or occupants of the Building (the "Cost Pools"), in Landlord's discretion. Such Cost Pools may include, but shall not be limited to, the office space tenants of the Building as a whole, and the industrial space tenants of the Building as a whole. The Operating Costs within each such Cost Pool shall be allocated and charged to the tenants within such Cost Pool in an equitable manner. (d) In the event of any dispute as to the amount of Tenant's Share of Operating Costs as set forth in the Operating Costs statement, Tenant shall have the right, after reasonable notice and at reasonable times, to inspect and photocopy Landlord's Operating Costs records at Landlord's offices. If, after such inspection and photocopy, Tenant continues to dispute the amount of Tenant's Share of Operating Costs as set forth in the Operating Costs statement, Tenant shall be entitled to retain a national, independent, certified public accountant mutually acceptable to landlord and Tenant to audit Landlord's Operating Costs records to determine the proper amount of Tenant's Share of Operating Costs. Landlord shall be entitled to review the results of such audit promptly after completion of same. If such audit proves that Landlord has overcharged Tenant, then within fifteen (15) days after the results of the audit are made available to Landlord, Landlord shall credit Tenant the amount of such overcharge toward the payments of Base Rent and Additional Rent next coming due under this Lease. If such audit proves that Landlord has undercharged Tenant, then within fifteen (15) days after the results of the audit are made available to Tenant, Tenant shall pay to Landlord the amount of any such undercharge. Tenant agrees to pay the cost of such audit, provided that Landlord shall reimburse Lessee the amount of such cost if the audit proves that Lessor's determination of Tenant's Share of Operating Costs (as set forth in the Operating Costs statement) was in error by more than six percent (6%). Landlord shall be required to maintain records of all Operating Costs during for three (3) years following the Lease Termissuance of the Operating Costs statement for such Operating Costs. The payment by Tenant of any amounts pursuant to this Section shall not preclude Tenant from questioning the correctness of any Operating Costs statement.

Operating Costs. (a) Commencing as of the Rent Commencement Date and continuing thereafter throughout the Term, Tenant shall maintain pay to Landlord, as Additional Rent, Tenant’s Percentage of all Operating Costs, (as hereinafter defined) paid or incurred by Landlord with respect to the Premises Property in their condition any twelve-(12)-month period established by Landlord (an “Operating Year”) during the Term of this Lease (“Tenant’s Operating Cost Obligation”). Tenant shall pay to Landlord, as Additional Rent, on the Effective Date at first day of each calendar month during the Term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Tenant’s sole cost and expenseOperating Cost Obligation, such monthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to Tenant’s Operating Cost Obligation for such Operating Year, as estimated by Landlord from time to time. Landlord may inspect Within a reasonable period of time after the Premises and, if Landlord reasonably determines that Tenant is end of each Operating Year during the Term (but not maintaining to exceed one hundred twenty (120) days after the Premises in their condition on the Effective Dateend of such Operating Year), Landlord may provide shall furnish to Tenant with written notice an itemized statement setting forth the amount of any Operating Costs for the preceding Operating Year and a computation of Tenant’s Operating Cost Obligation for such maintenance concern, Operating Year. Any such year-end statement by Landlord relating to Operating Costs shall be final and binding upon Tenant unless it shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days after receipt thereof, contest any items therein by giving notice to Landlord specifying each item contested and the reasons therefor. If, at the expiration of receipt each Operating Year in respect of which monthly installments on account of Tenant’s Operating Cost Obligation shall have been made as aforesaid, the total of such noticemonthly remittances is greater than Tenant’s Operating Cost Obligations for such Operating Year, Landlord may undertake shall credit such repairs overpayment against Tenant’s subsequent obligations on account of Operating Costs (or promptly refund such overpayment if the Term of this Lease has ended and Tenant has no further obligation to Landlord); if the total of such remittances is less than Tenant’s Operating Cost Obligations for such Operating Year, Tenant shall be obligated pay the difference to reimburse Landlord for its costs within ten (10) days of receipt of an invoice thereforeafter being so notified by Landlord. Landlord represents and warrants to Tenant In the event that the exterior walls, foundation and roof Rent Commencement Date shall occur or the Term of this Lease shall expire or be terminated during any Operating Year or Tenant’s Percentage shall be modified during any Operating Year due to a change in the rentable area of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of Building and/or the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacementor otherwise, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedcase may be, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of then the amount of the Lease Term that falls within the period to Operating Cost Excess which the may be payable by Tenant as provided in this Subsection 4.2.2 shall be pro-rated on a daily basis based on a three-hundred-sixty-five-(365)-day Operating Costs pertainYear. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. Beginning after the Reconfigured Commencement Date, Tenant shall pay, as Additional Rent, Tenant’s Proportionate Share of the amount of Operating Costs (defined below) for each calendar year during the Term, or portion thereof. (a) Tenant shall maintain For each calendar year during the Premises in their condition on Term after the Effective Date at Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Reconfigured Commencement Date, Landlord may shall provide Tenant with written notice a good faith estimate of any the projected Operating Costs for the coming calendar year (or balance of the current calendar year, as the case may be), together with the amount of Tenant’s Proportionate Share of such maintenance concernestimated amounts. On or before the first day of each month commencing on the first day of the year immediately following the Reconfigured Commencement Date, and Tenant shall promptly make pay to Landlord, as Additional Rent, one-twelfth (1/12th) [or, in the case of a partial year, the denominator of such repairsfractional payment amount shall be the number of applicable months in such year] of Tenant’s Proportionate Share of Landlord’s estimate of Operating Costs. (b) As soon as practical following the end of each calendar year (but in no event later than May 1st), Landlord shall send to Tenant a statement of the actual Operating Costs for the prior calendar year (“Reconciliation Statement”). If the amounts paid by Tenant fails for Operating Costs exceeds Tenant’s Proportionate Share of the actual Operating Costs for such calendar year, Landlord shall credit such excess amount to complete Tenant’s obligation to pay Operating Costs for the following calendar year (or, if this Lease has then expired or been terminated, Landlord shall refund such repairs excess amount to Tenant). If the amounts paid by Tenant for Operating Costs were less than Tenant’s Proportionate Share of the actual Operating Costs, as the case may be, for such calendar year, Landlord shall provide Tenant with an invoice stating the additional amount due which shall be paid in full by Tenant within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten after receipt. (10c) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord willTenant, at its costsole cost and expense, replaceshall have the right, restore, repair or maintain upon written notice received by Landlord within the thirty (as necessary) the roof until the first anniversary 30)-day period following Tenant’s receipt of the Commencement Date. Landlord willReconciliation Statement, at its cost, replace, restore, repair or maintain (as necessary) to review in Landlord’s home office and during normal business hours Landlord’s records of Operating Costs stated in the exterior walls and foundation of Reconciliation Statement for the Premises until the fifth anniversary of the Commencement Datecalendar year just ended. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance deliver to Landlord a copy of the roof, exterior walls and foundation results of its review within 30 days after its completion. If Tenant’s review of the Premises thereafter. If Landlord fails to commence such repairs within thirty Reconciliation Statement indicates that Tenant’s Proportionate Share of actual Operating Costs was overpaid by more than five percent (30) days of receipt of any notice from Tenant5%), Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its the documented actual out-of-pocket third-party cost of the review, which audit cost shall be capped at $5,000. In addition, Landlord shall provide a credit for the overpaid amount against the then current Operating Costs spread out in equal installments over the balance of the then current calendar year (or shall promptly refund the overpaid amount to Tenant if this Lease is then expired). (d) In the event (i) that the Reconfigured Commencement Date shall occur on a day other than the first day of a calendar year, (ii) that the date of the expiration or other termination of this Lease shall be a day other than the last day of a calendar year, or (iii) of any increase or decrease in the gross rentable area of the Building, then in each such event in applying the provisions of this Section 14 with respect to any calendar year in which such event shall have occurred, appropriate adjustments shall be made to reflect the occurrence of such event on a basis consistent with the principles underlying the provisions of this Section 14, taking into consideration the portion of such calendar year which shall have elapsed prior to the Reconfigured Commencement Date, the date of such expiration or other termination or the date of such increase or decrease. (e) The term “Operating Costs” means the actual and reasonable costs within ten (10) days incurred by Landlord in operating, maintaining and repairing the Land, Building and Land during the Term of receipt this Lease, which costs are properly chargeable to the operation, maintenance and repair of an invoice therefore; providedthe Land, Building and Improvements in accordance with generally accepted accounting principles and practices consistently applied. It is expressly agreed, however, that Tenant “Operating Costs” shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of noticeinclude, such charge without limitation, those costs listed below as “Included Costs,” and shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below)exclude, if Tenant makes any changeswithout limitation, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long costs listed below as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertain“Excluded Costs. (b) Tenant shall pay all Operating Costs during the Lease Term.”

Operating Costs. Section 5.1 Tenant shall pay to Landlord, on a per square foot basis, as Additional Rent, for each year or fractional year during the Term, Tenant’s Share of the amount, if any, that Operating Costs for such year exceed Base Year Operating Costs (“Tenant’s Operating Costs Payment”). Tenant’s Operating Costs Payment shall be calculated and paid as follows: A. Commencing on the first day of January of the year following the year in which the Commencement Date occurs, and on the first day of January of each year during the Term thereafter, (or as soon as is practicable), Landlord shall furnish Tenant with a statement (“Landlord Operating Costs Estimate”) setting forth Landlord’s reasonable estimate of Operating Costs for the forthcoming year and Tenant Share of the amount by which such Operating Costs exceed the Base Year Operating Costs. On the first day of each calendar month during such year, Tenant shall pay to Landlord one-twelfth (1/12th) of Tenant’s Operating Costs Payment. If for any reason Landlord has not provided Tenant with Landlord’s Operating Costs Estimate on the first day of January of any year during the Term, then (a) until the first day of the calendar month following the month in which Tenant is given Landlord’s Operating Costs Estimate, Tenant shall maintain the Premises in their condition continue to pay to Landlord on the Effective Date at first day of each calendar month the sum, if any, payable by Tenant under this Section 5.1 for the month of December of the preceding year and, (b) promptly after Landlord’s Operating Costs Estimate is furnished to Tenant, Landlord shall give notice to Tenant stating whether the installments of Tenant’s sole cost and expense. Landlord may inspect Operating Costs Payments previously made for such year were greater or less than the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises Installments of Tenant’s Operating Costs Payments to be made for such year in their condition on the Effective Date, Landlord may provide Tenant accordance with written notice of any such maintenance concernLandlord’s Operating Costs Estimate, and (i) if there shall be a deficiency, Tenant shall promptly make such repairs. If Tenant fails pay the amount thereof to complete such repairs within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days after the delivery of receipt Landlord’s Operating Costs Estimate, or (ii) if there shall have been an overpayment, Landlord shall apply such overpayment as a credit against the next accruing monthly installment(s) of an invoice therefore. Landlord represents Additional Rent due from Tenant under this Section 5.1 until fully credited to Tenant, and warrants (iii) on the first day of the calendar month following the month in which Landlord’s Operating Costs Estimate is given to Tenant that and on the exterior wallsfirst day of each calendar month throughout the remainder of such year, foundation Tenant shall pay to Landlord an amount equal to one-twelfth (1/12th) of Tenant’s Operating Costs Payment. The foregoing notwithstanding, Landlord shall have the right from time to time during any year to notify Tenant in writing of any change in Landlord’s Operating Costs Estimate, in which event such Tenant’s Operating Costs Payment, as previously estimated, shall be adjusted to reflect the amount shown in such notice and roof shall be effective, and due from Tenant, on the first day of the Premises are in good working order month following Landlord’s giving of such notice. B. Commencing on the Effective Date. Landlord willfirst day of March of the year following the year in which the Commencement Date occurs, at its cost, replace, restore, repair or maintain (as necessary) the roof until and on the first anniversary day of March of each year during the Term thereafter (or as soon after as is practicable), Landlord shall furnish Tenant with a statement of the Commencement Date. Landlord willactual Operating Costs for the preceding year, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation Tenant’s Share of the Premises until amount by which such actual Operating Costs exceeds the fifth anniversary Base Year Operating Costs. Within thirty (30) days after Landlord’s giving of such statement, Tenant shall make a lump sum payment to Landlord in the amount, if any, by which Tenant’s Operating Costs Payment for such preceding year as shown on such Landlord’s statement exceeds the aggregate of the Commencement Datemonthly installments of Tenant’s Operating Costs Payments actually paid during such preceding year. If Tenant’s Operating Costs Payment, as shown on such Landlord’s statement, is less than the aggregate of the monthly installments of Tenant’s Operating Costs Payment actually paid by Tenant during such preceding year, then Landlord shall apply such amount to the next accruing installment(s) of Additional Rent due from Tenant under this Section 5.1 until fully credited to Tenant. C. If the Term ends on a date other than the last day of December, the actual Operating Costs for the year in which the Expiration Date occurs shall be prorated so that Tenant shall pay that portion of Tenant’s Share of Operating Costs for such year represented by a fraction, the numerator of which shall be fully responsible the number of days during such fractional year falling within the Terms, and the denominator of which is 365 (or 366, in the case of a leap year). The provisions of this Section 5.1 shall survive the Expiration Date or any sooner termination provided for in this Lease. A. For purposes of this Lease, the replacementterm “Operating Costs” shall mean any and all expenses, restorationcosts and disbursements of every kind which Landlord pays, incurs or becomes obligated to pay in connection with the operation, management, repair and maintenance of the roof, exterior walls and foundation all portions of the Premises thereafterProject. It is understood that real estate adjacent to the Project has been developed as part of a development project which includes the Building and that certain additional real estate adjacent to the Land may be developed in the future. Any such development project which shares facilities and services with the Building shall include that portion of Operating Costs relating to such development project which is allocated to the Building or the Land. All Operating Costs shall be determined according to generally accepted accounting principles which shall be consistently applied. Operating Costs include the following: (a) Wages, salaries, and fees (including all reasonable education, travel and professional fees) of all personnel or entities (exclusive of Landlord’s executive personnel) engaged in the operation, repair, maintenance, or security of the Project, including taxes, insurance, and benefits relating thereto and the costs of all supplies and materials (including work clothes and uniforms) used in the operation, repair, maintenance and security of the Project; (b) Cost of performance by Landlord’s personnel of, or of all service agreements for, maintenance, janitorial services, access control, alarm service, window cleaning, elevator maintenance and landscaping for the Project (such cost shall include the rental of personal property used by Landlord’s personnel in the maintenance and repair of the Project; (c) Cost of utilities for the Project, including water, sewer, power, electricity, gas, fuel, lighting and all air-conditioning, heating and ventilating costs; (d) Cost of all insurance, including casualty and liability insurance applicable to the Project and to land equipment, fixtures and personal property used in connection therewith, business interruption or rent insurance against such perils as are commonly insured against by prudent landlords, such other insurance as may be required by any lessor or mortgagee of Landlord, and such other insurance which Landlord considers reasonably necessary in the operation of the Project, together with all appraisal and consultants’ fees in connection with such insurance; (e) All Taxes (for purposes hereof, the term “Taxes” shall mean, all taxes, assessments, levies, and other governmental charges, applicable to or assessed against the Project or any portion thereof, or applicable to or assessed against Landlord’s personal property used in connection therewith, whether federal, state, county, or municipal and whether assessed by taxing districts, improvement districts, or authorities presently taxing the Project or the operation thereof or by other taxing authorities or improvement districts subsequently created, or otherwise, and any other taxes and assessments attributable to or assessed against all or any part of the Project or its operation including any reasonable expenses, including fees and disbursements of attorneys, tax consultants, arbitrators, appraisers, experts and other witnesses, incurred by Landlord in contesting any taxes or the assessed valuation of all or any part of the Project. If Landlord fails to commence such repairs within thirty (30) days of receipt of at any notice from Tenant, Tenant may undertake such repairs and Landlord time during the Term there shall be obligated levied, assessed, or imposed on Landlord or all or any part of the Project by any governmental entity any general or special ad valorem or other charge or tax directly upon rents received under leases, or if any fee, tax, assessment or other charge is imposed which is measured by or based, in whole or in part, upon such rents, or if any charge or tax is made based directly or indirectly upon the transactions represented by leases or the occupancy or use of the Project or any portion thereof such taxes, fees, assessments or other charges shall be deemed to reimburse Tenant for its costs within ten (10) days of receipt of an invoice thereforebe Taxes; provided, however, that any (1) franchise, corporation, income or net profits tax, unless substituted for real estate taxes or imposed as additional charges in connection with the ownership of the Project, which may be assessed against Landlord or the Project or both; (2) transfer taxes assessed against Landlord or the Project or both, (3) penalties or interest on any late payments of Landlord and, (4) personal property taxes of Tenant or other tenants in the Project shall have no rights to offset be excluded from taxes. If any or set off any such amounts against all of the Rent Taxes paid hereunder are by law permitted to be paid hereunder. If in installments, notwithstanding how Landlord does not reimburse Tenant within ten (10) days from pays the date same then, for purposes of noticecalculating Operating Costs, such charge Taxes shall bear be deemed to have been divided and paid in the maximum number of installments permitted by law, and there shall be included in Operating Costs for each year only such installments as are required by law to be paid within such year, together with interest at the rate thereon and on future such installments as provided by law); (f) Legal and accounting costs incurred by Landlord or paid by Landlord to third parties (exclusive of eighteen percent (18%) per annum until paid. Notwithstanding anything legal fees with respect to disputes with individual tenants, negotiations of tenant leases, or with respect to the contrary herein contained ownership rather than the operation of the Project), appraisal fees, consulting fees, all other professional fees and disbursements and all association dues; (except g) Cost of non-capitalized repairs and general maintenance for the provisions Project (excluding repairs and general maintenance paid by proceeds of paragraph 32 below)insurance or by Tenant, if Tenant makes any changes, additions or alterations to the roof other tenants of the Premises which involves penetration of the roof (Project or other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or deniedthird parties), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertain. ; (b) Tenant shall pay all Amortization of the cost of improvements or equipment which are capital in nature and which (i) are for the purpose of reducing Operating Costs during for the Lease TermProject, up to the amount saved as a result of the installation thereof, as reasonably estimated by Landlord, or (ii) enhance the Project for the general benefit of tenants or occupants thereof, or (iii) are required by any governmental regulation or authority, or (iv) replace any Building equipment needed to operate the Project at the same quality levels as prior to the replacement (all such costs, including interest thereon, shall be amortized on a straight-line basis over the useful life of the capital investment items, as reasonably determined by Landlord, but in no event beyond the reasonable useful life of the Project as an office project); (i) the Project management office rent or rental value; and (j) a management fee (whether or not Landlord engages a manager for the Project) and all items reimbursable to the Project manager, if any, pursuant to any management contract for the Project (the management fee shall be the greater of (i) three percent (3%) of the gross receipts from the operation of the Project or (ii) fair market management fee charged from time to time by management companies in the Atlanta, Georgia suburban area).

Operating Costs. If, during the Term, Operating Costs (aas hereinafter defined) incurred by Landlord in any calendar year shall exceed Base Operating Costs, Tenant shall maintain the Premises in their condition on the Effective Date at reimburse Landlord, as additional rent, for Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice Percentage of any such maintenance concern, and excess (such amount being hereinafter referred to as the “Operating Costs Excess”). Tenant shall remit to Landlord, on the first day of each calendar month, estimated payments on account of Operating Costs Excess, such monthly amounts to be sufficient to provide Landlord, by the end of the calendar year, a sum equal to the Operating Costs Excess, as reasonably estimated by Landlord from time to time. If, at the expiration of the year in respect of which monthly installments of Operating Costs Excess shall have been made as aforesaid, the total of such monthly remittances is greater than the actual Operating Costs Excess for such year, Landlord shall promptly make pay to Tenant, or credit against the next accruing payments to be made by Tenant pursuant to this subsection 4.2.3, the difference; if the total of such repairs. If remittances is less than the Operating Costs Excess for such year, Tenant fails shall pay the difference to complete such repairs Landlord within thirty (30) days from the date Landlord shall furnish to Tenant an itemized statement of receipt the Operating Costs Excess, prepared, allocated and computed in accordance with generally accepted accounting principles. Any reimbursement for Operating Costs due and payable by Tenant with respect to periods of less than twelve (12) months shall be equitably prorated. The term “Operating Costs” shall mean all costs and expenses incurred for the operation, cleaning, maintenance, repair and upkeep of the Property, and the portion of such noticecosts and expenses with regard to the Campus Common Areas which is equitably allocable to the Property, Landlord may undertake such including, without limitation, all costs of maintaining and repairing the Property and the Park (including snow removal, landscaping and grounds maintenance, operation and maintenance of parking lots, sidewalks, walking paths, access roads and driveways, Building exterior and service areas, security, operation and repair of heating and air-conditioning equipment, elevators, lighting and any other Building equipment or systems) and of all repairs and Tenant shall be obligated to reimburse replacements (other than repairs or replacements for which Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior wallshas received full reimbursement from contractors, foundation and roof other tenants of the Premises are Building or from others) necessary to keep the Property and the Park in good working order on order, repair, appearance and condition; all payments under any cross easement agreement, declaration of restrictive covenants and like instruments pertaining to the Effective Date. Landlord willsharing of costs by the Building and other buildings in the Park; all costs, at its costincluding material and equipment costs, replace, restore, repair or maintain for cleaning and janitorial services to the Building (as necessary) the roof until the first anniversary including window cleaning of the Commencement Date. Building); all costs of any reasonable insurance carried by Landlord willrelating to the Property; all costs related to provision of heat (including oil, at its costelectric and/or gas), replacechilled water for air-conditioning, restoreand water (including sewer charges) and other utilities to the Premises, repair if not sub-metered, and to the Building Common Areas and the Property (exclusive of reimbursement to Landlord for any of same received as a result of direct billing to Tenant or maintain (as necessary) the exterior walls and foundation any tenant of the Premises until Building); payments under all service contracts relating to the fifth anniversary foregoing; all compensation, fringe benefits, payroll taxes and workmen’s compensation insurance premiums related thereto with respect to any employees of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair Landlord or its affiliates engaged in security and maintenance of the roofProperty and the Park; costs of maintaining and operating any amenities available for the general use of all tenants now or hereafter located in the Campus Common Areas including an on-site cafeteria (including a monthly cafeteria subsidy, exterior walls if any); attorneys’ fees and foundation disbursements (exclusive of any such fees and disbursements incurred in tax abatement proceedings or the preparation of leases) and auditing and other professional fees and expenses; and a management fee which shall be consistent with market rates for comparable buildings in the Burlington area. There shall not be included in such Operating Costs (a) brokerage fees (including rental fees) related to the operation of the Premises thereafterBuilding; (b) interest, amortization and depreciation charges incurred on the Property; (c) expenditures made by Tenant with respect to (i) cleaning, maintenance and upkeep of the Premises, and (ii) the provision of electricity to the Premises; (d) depreciation on equipment or systems serving the Building or the Park; (e) costs in connection with leasing, releasing, or subleasing space at the Building or the Park (including but not limited to brokerage commissions); (f) costs incurred in connection with the sale, financing or refinancing of the Building and/or the Park; (g) the cost of repairs or other work to the extent Landlord is reimbursed by insurance or condemnation proceeds or by any other third party; (h) costs incurred in enforcing leases against other tenants; (i) the cost of special services rendered to tenants (including Tenant) for which a special charge is made; (j) any expense to the extent resulting from the negligent act or omission of Landlord, its agents, contractors or employees; (k) costs resulting from Landlord's breach of this Lease or any lease for space in the Building or the Park or Landlord’s enforcement of any lease for space in the Building or the Park; (l) except to the extent required by a new law, regulation or code or a new interpretation of an existing law, regulation or code, the cost of correcting any code or legal violations in the Building, including but not limited to the American with Disabilities Act; (m) capital costs and expenses, except as provided below; and capital expenses not otherwise included in Landlord's Operating Costs pursuant to the next paragraph; (n) costs of cleaning Tenant’s lab space; and (o) costs (other than the cost of routine maintenance and monitoring) of remediation of Hazardous Materials which are in or on the Building or the Park as of the Date of this Lease. If, during the term of this Lease, Landlord shall replace any capital items or make any capital expenditures which (a) are intended to reduce Operating Costs or (b) are required to comply with laws enacted after the date of this Lease, or (c) are required to replace worn-out items as may be necessary to maintain the Building in good working order, repair and condition and not to enhance the Building over and above its current appearance and condition (collectively called “capital expenditures”) the total amount of which is not properly included in Operating Costs for the calendar year in which they were made, there shall nevertheless be included in Operating Costs for each calendar year in which and after such capital expenditure is made the annual charge-off of such capital expenditure. Annual charge-off shall be determined by (i) dividing the original cost of the capital expenditure by the number of years of useful life thereof (with the useful life being reasonably determined by Landlord in accordance with generally accepted accounting principles and practices in effect at the time of acquisition of the capital item), and (ii) adding to such quotient an interest factor computed on the unamortized balance of such capital expenditure based upon an interest rate reasonably determined by Landlord as being the interest rate then being charged for long-term mortgages by institutional lenders on like properties within the locality in which the Building is located. If during any portion of any year for which Operating Costs are being computed, including the base year, the Building was not fully occupied by tenants or if Landlord fails was not supplying all tenants with the services, amenities or benefits being supplied hereunder, actual Operating Costs incurred shall be reasonably extrapolated by Landlord to commence the estimated Operating Costs that would have been incurred if the Building were fully occupied by tenants or if such repairs services were being supplied to all tenants, and such extrapolated amount shall, for the purposes of this Section 4.2.3, be deemed to be the Operating Costs for such year. Tenant shall have the right to examine, copy and audit Landlord’s books and records establishing the Operating Costs set forth in this Section 4.2.3 of this Lease, for the calendar year immediately preceding Landlord’s annual year-end reconciliation statement of Operating Costs. Tenant shall give Landlord at least 30 days prior written notice (the “Audit Notice”) of its intention to examine and audit such books and records, and such examination and audit shall take place at Landlord’s or Landlord’s building manager’s office no later than one hundred and twenty (120) days following Tenant’s receipt of any year-end reconciliation statement and shall be completed no later than ninety (90) days following the date Tenant was first given access to Landlord’s books and records. No subtenant shall have any right to conduct an audit. As a condition to performing any such inspection, Tenant and its examiners may be required to execute and deliver to Landlord an agreement to keep confidential any information which Tenant and the examining party discover about the Building in connection with such examination, except for disclosures required by law, court order or regulatory authorities, or to Tenant's attorneys, accountants, auditors, or potential purchasers of the Tenant company. Tenant agrees to use for such audit a certified public accountant or an accounting firm that is not being paid on a contingency fee basis. All costs of the examination and audit shall be borne by Tenant; provided, however, that if such examination and audit establishes that the Operating Costs Excess for the year in question is less than the amount set forth in Landlord’s statements delivered to Tenant by more than five percent (5%), then Landlord shall pay to Tenant the reasonable costs of such examination and audit. If, pursuant to the audit, the payments made for such year by Tenant exceed Tenant’s required payment on account thereof for such year, such overpayment shall be credited against Rent next due, or refunded to Tenant if the term of this Lease has then expired and Tenant has no further obligation to Landlord; but, if the payments made by Tenant for such year are less than Tenant’s required payment as established by the examination and audit, Tenant shall pay the deficiency to Landlord within thirty (30) days after conclusion of the examination and audit. If there is any dispute over the results of the audit, Landlord shall have ninety (90) days following receipt of any notice the audit results to obtain an audit from an accountant of Landlord's choice, at Landlord's cost and expense. In the event that Landlord's and Tenant, Tenant may undertake such repairs and Landlord 's accountants shall be obligated unable to reimburse Tenant for its costs within ten reconcile the results which thirty (1030) days following completion of receipt Landlord’s accountants’ review, then, both accountants shall mutually agree upon a third accountant whose determination shall be conclusive. The cost of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to third accountant shall be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated shared equally between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainTenant. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. If, during the term hereof, Operating Costs (aas hereinafter defined) paid or incurred by Landlord in any twelve-month period established by Landlord (an “Operating Year”) shall exceed Base Operating Costs, Tenant shall maintain the Premises in their condition on the Effective Date at reimburse Landlord, as Additional Rent, for Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice Percentage of any such maintenance concern, and excess (such amount being hereinafter referred to as the “Operating Cost Excess”). Tenant shall promptly make pay to Landlord, as Additional Rent, commencing on the Rent Commencement Date and thereafter on the first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of the Operating Cost Excess, such repairsmonthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to the Operating Cost Excess for such Operating Year, as estimated by Landlord from time to time. If After the end of each Operating Year during the term, Landlord shall furnish to Tenant fails an itemized statement setting forth the amount of Operating Costs for the preceding Operating Year and a computation of any Operating Cost Excess thereof. Such year-end statement by Landlord relating to complete such repairs Operating Costs shall be final and binding upon Tenant unless Tenant shall, within thirty (30) days after receipt thereof, contest any items therein by giving notice to Landlord specifying each item contested and the reasons therefor. If, at the expiration of receipt each Operating Year in respect of which monthly installments on account of the Operating Cost Excess shall have been made as aforesaid, the total of such noticemonthly remittances is greater than the Operating Cost Excess for such Operating Year, Landlord may undertake shall credit such repairs overpayment against Tenant’s subsequent obligations on account of Operating Costs (or promptly refund such overpayment if the term of this Lease has ended and Tenant shall be obligated has no further obligation to reimburse Landlord Landlord); if the total of such remittances is less than the Operating Cost Excess for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior wallssuch Operating Year, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for pay the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If difference to Landlord fails to commence such repairs within thirty (30) days after being so notified by Landlord. In no event shall Tenant be entitled to receive any reimbursement or credit if Operating Costs for any Operating Year are less than Base Operating Costs. If the Commencement Date shall occur or the term of receipt of this Lease shall expire or be terminated during any notice from Operating Year or Tenant, Tenant may undertake such repairs and Landlord ’s Percentage shall be obligated modified during any Operating Year due to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against a change in the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof rentable area of the Building and/or the Premises which involves penetration of the roof (other than those for telecommunications installations so long or otherwise, as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedcase may be, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of then the amount of the Lease Term that falls within the period to Operating Cost Excess which the may be payable by Tenant as provided in this Subsection 4.2.1 shall be pro-rated on a daily basis based on a 365 day Operating Costs pertainYear. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) With respect to each lease year, Tenant shall maintain pay to Landlord, as additional rent, Tenant’s Proportionate Share of Operating Costs for such lease year (the Premises “Operating Costs Payment”); provided, however that with respect any lease year in their condition which the Commencement Date occurs or the expiration of the Lease Term occurs, the Operating Costs Payment for such lease year shall be a prorated amount computed on a per diem basis with respect to the portion of such lease year falling within the Lease Term. Landlord shall provide a statement (the “Estimated Operating Costs Statement”) showing Landlord’s good faith estimate of the Operating Costs and the Operating Costs Payment (the “Estimated Operating Costs Payment”) (i) no later than December 1, 2015, with respect to calendar year 2015 and (ii) for each subsequent lease year, within ninety (90) days following the last day of the immediately preceding lease year. The Estimated Operating Costs Statement shall be produced in accordance with sound real estate accounting principles and on a GAAP basis. Commencing on the Effective Commencement Date at Tenant’s sole cost and expense. Landlord may inspect the Premises and, with respect to subsequent lease years, the first day of the first month of such lease year that commences at least twenty (20) days after the date of the giving of such Estimated Operating Costs Statement, Tenant shall pay an amount equal to the product of (x) one-twelfth (1/12th) of the Estimated Operating Costs Payment for such lease year set forth on such Estimated Operating Statement, multiplied by (y) the number of months, to and including such first month, that have elapsed or commenced since the commencement of such lease year. On the first day of each month thereafter throughout such lease year, Tenant shall pay an amount equal to one-twelfth (1/12th) of such Estimated Operating Costs Payment. Landlord, within one hundred twenty (120) days after the end of any lease year, shall issue a reasonably detailed year- end accounting of Operating Expenses for such lease year, including a year-end computation of the Operating Costs Payment for such lease year, if Landlord reasonably determines that any (the “Year-End Operating Costs Statement”), prepared by a CPA or the property manager. If the total Operating Costs Payment actually paid by Tenant with respect to any lease year is not maintaining greater than the Premises in their condition Operating Costs Payment as shown on the Effective DateYear-End Operating Costs Statement for such lease year, then Landlord may provide shall pay, within thirty (30) days, at Landlord’s election by Rent credit or cash, in the same manner as described in Section 4.2(b), the balanced owed to Tenant. The provisions of this paragraph shall survive the expiration of the Lease Term for a period of one (1) year after the final day of the lease year in which the Lease Term expires. If the total of Operating Costs Payment actually paid by Tenant with written notice of any respect to such maintenance concernlease year is less than the Operating Costs Payment as shown on the Year-End Operating Costs Statement for such lease year, and then Tenant shall promptly make pay to Landlord the amount of such repairs. If Tenant fails to complete such repairs difference, as additional rent, within thirty (30) days of receipt of such notice, Landlord may undertake such repairs after Tenant receives the Year-End Operating Costs Statement. Landlord’s failure to prepare and Tenant shall deliver any statements or bills required to be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants delivered to Tenant under this Section 4.3, or the failure of Landlord to make a demand under this Section 4.3 shall not in any way be deemed to be a waiver of, or cause Landlord to forfeit or surrender its rights to collect, any Operating Costs Payment that may have become due under this Lease, provided that Landlord renders its accounting for the exterior walls, foundation and roof lease year in question within two (2) years after the end of the Premises are lease year in good working order on question, except in the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary case of the Commencement lease year in which the Expiration Date occurs, in which event such accounting must be rendered within one (1) year after the Expiration Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes reasonably requests in writing at least ninety (90) days prior to the commencement of any structural repairs in calendar year, Landlord shall bid any service, other than management services, that is subject to renewal (i.e. there is no remaining term under the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls applicable service contract) and foundation of the Premises shall cease as of the date of such action by Tenant. Any included within Operating Costs for the following calendar year to at least two qualified service providers acceptable to Landlord (provided that pertain such bidding requirements do not apply to a period prior any service for which annual payments for such service are reasonably expected to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainless than $50,000). (b) Tenant As used in this Lease, the term “lease year” shall pay all Operating Costs during mean each calendar year (or part thereof) in which any part of the Lease TermTerm occurs.

Operating Costs. (aIf, during the term hereof, Operating Costs --------------- as hereinafter defined) incurred by Landlord in any calendar year shall exceed Base Operating Costs, Tenant shall maintain the Premises in their condition on the Effective Date at reimburse Landlord, as additional rent, for Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice 's Percentage of any such maintenance concern, and Tenant shall promptly make excess (such repairs. If Tenant fails amount being hereinafter referred to complete such repairs within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that as the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date"Operating Costs Excess"). Tenant shall remit to Landlord, on the first day of each calendar month, estimated payments on account of Operating Costs Excess, such monthly amounts to be fully responsible sufficient to provide Landlord, by the end of the calendar year, a sum equal to the Operating Costs Excess, as reasonably estimated by Landlord from time to time based on the actual Operating Costs for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice thereforepreceding calendar year; provided, however, that if Landlord desires to charge Tenant amounts in excess of the actual costs for the prior calendar year, Landlord shall furnish Tenant with reasonable back-up documentation to support such increase. If, at the expiration of the year in respect of which monthly installments of Operating Costs Excess shall have been made as aforesaid, the total of such monthly remittances is greater than the actual Operating Costs Excess for such year, Landlord shall, at Tenant's election if the refund exceeds 10% of the actual Operating Costs Excess, promptly pay to Tenant, or credit against the next accruing payments to be made by Tenant pursuant to this subsection 4.2.3, the difference; if the total of such remittances is less than the Operating Costs Excess for such year, Tenant shall have no rights pay the difference to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten twenty (1020) days from the date Landlord shall furnish to Tenant an itemized statement of noticethe Operating Costs Excess (called the "Landlord's Statement"), prepared, allocated and computed in accordance with generally accepted accounting principles. Landlord shall use reasonable efforts to furnish the Landlord's Statement within ninety (90) days after the end of the calendar year in question, provided, however the failure to furnish the same within such charge 90-day period shall bear not constitute a waiver of Landlord's right to furnish the same thereafter. Each Landlord's Statement for a calendar year shall be accompanied by a computation of the Operating Costs Excess for the Premises in reasonable detail showing a breakdown among line items. The computation of any Common Expenses (defined below) shall be broken down in reasonable detail if a breakdown of the same has been afforded Landlord by the board of managers of the Park. Upon Tenant's request therefor, Landlord will provide Tenant with such back-up documentation relating to Operating Costs as Tenant shall reasonably request. Landlord's books and records and back-up documentation relating to Operating Costs shall be kept by Landlord for at least three (3) years following the end of the calendar year in question. Tenant shall have the right, upon reasonable notice and during business hours, to examine, at Landlord's office, within six (6) months following Tenant's receipt of the Landlord's Statement, Landlord's books and records respecting such Landlord's Statement. If it is determined that an error has been made, appropriate adjustment will be made by Landlord and paid to Tenant with interest at the rate Interest Rate, and if the amount of eighteen percent any such adjustment is equal to or greater than five (185%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion percent of the amount indicated in Landlord's Statement, then Landlord shall reimburse Tenant for the reasonable cost of the Lease Term that falls within the period to which the Tenant's audit. Any reimbursement for Operating Costs pertaindue and payable by Tenant with respect to periods of less than twelve (12) months shall be equitably prorated. Landlord's books and records regarding Operating Expenses shall be kept in accordance with generally accepted accounting principles as applicable to the real estate industry and consistently maintained from year to year. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) If the Operating Costs during any lease year after the Base Operating Costs Year exceed the Base Operating Costs, then Tenant shall maintain pay to Landlord, as additional rent, Tenant’s Proportionate Share of such excess (the Premises “Operating Costs Payment”). This Section 4.3 shall not be applicable to any portion of any lease year before the Commencement Date occurs or after the expiration or termination of the Lease Term, and the Operating Costs Payment for the lease year in their condition which the Commencement Date occurs or in which this Lease shall expire or be terminated shall be a prorated amount computed on a per diem basis. Notwithstanding anything to the contrary contained herein, Tenant shall have no obligation to make an Operating Expense Payment on account of Operating Expenses hereunder for the period before January 1, 2014. Landlord shall provide a statement (the “Estimated Operating Costs Statement”) showing Landlord’s good faith estimate of the Operating Costs and the Operating Costs Payment (the “Estimated Operating Costs Payment”) (i) no later than December 15, 2013, with respect to calendar year 2014 and (ii) for each subsequent lease year, within 90 days following the last day of the immediately preceding lease year. The Estimated Operating Costs Statement shall be produced in accordance with sound real estate accounting principles and on a GAAP basis. On January 1, 2014 and, with respect to subsequent lease years, the first day of the first month of such lease year that commences at least twenty (20) days after the date of the giving of such Estimated Operating Costs Statement, Tenant shall pay an amount equal to the product of (x) one-twelfth (1/12th) of the Estimated Operating Costs Payment for such lease year set forth on such Estimated Operating Statement, multiplied by (y) the number of months, to and including such first month, that have elapsed or commenced since the commencement of such lease year. On the first day of each month thereafter throughout such lease year, Tenant shall pay an amount equal to one-twelfth (1/12th) of such Estimated Operating Costs Payment. Landlord, within one hundred twenty (120) days after the end of any lease year, shall issue a reasonably detailed year-end accounting of Operating Expenses for such lease year, including a year-end computation of the Operating Costs Payment for such lease year, if any (the “Year-End Operating Costs Statement”), prepared by a CPA or the property manager. If the total Operating Costs Payment actually paid by Tenant with respect to any lease year is greater than the Operating Costs Payment as shown on the Effective Date Year-End Operating Costs Statement for such lease year, then Landlord shall pay, within thirty (30) days, at Landlord’s election by Rent credit or cash, in the same manner as described in Section 4.2(c), the balanced owed to Tenant’s sole cost and expense. Landlord may inspect The provisions of this paragraph shall survive the Premises and, if Landlord reasonably determines that expiration of the Lease Term for a period of one (1) year. If the total of Operating Costs Payment actually paid by Tenant with respect to such lease year is not maintaining less than the Premises in their condition Operating Costs Payment as shown on the Effective DateYear-End Operating Costs Statement for such lease year, Landlord may provide Tenant with written notice of any such maintenance concern, and then Tenant shall promptly make pay to Landlord the amount of such repairs. If Tenant fails to complete such repairs difference, as additional rent, within thirty (30) days of receipt of such notice, Landlord may undertake such repairs after Tenant receives the Year-End Operating Costs Statement. Landlord’s failure to prepare and Tenant shall deliver any statements or bills required to be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants delivered to Tenant under this Section 4.3, or the failure of Landlord to make a demand under this Section 4.3 shall not in any way be deemed to be a waiver of, or cause Landlord to forfeit or surrender its rights to collect, any Operating Costs Payment that may have become due under this Lease, provided that Landlord renders its accounting for the exterior walls, foundation and roof lease year in question within two (2) years after the end of the Premises are lease year in good working order on question, except in the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary case of the Commencement lease year in which the Expiration Date occurs, in which event such accounting must be rendered within one (1) year after the Expiration Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything herein to the contrary herein contained (except contrary, in the event that any Operating Costs are incurred solely for the provisions benefit of paragraph 32 below)any tenant (including Tenant) or any class of tenants (e.g. office or retail) in the building, if Tenant makes any changessuch Operating Costs shall be allocated entirely to such tenant(s) or class of tenants, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall ceaseapplicable. If Tenant undertakes reasonably requests in writing at least 90 days prior to the commencement of any structural repairs in calendar year, Landlord shall bid any service, other than management services, that is subject to renewal (i.e. there is no remaining term under the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls applicable service contract) and foundation of the Premises shall cease as of the date of such action by Tenant. Any included within Operating Costs for the following calendar year to at least two qualified service providers acceptable to Landlord (provided that pertain such bidding requirements do not apply to a period prior any service for which annual payments for such service are reasonably expected to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainless than $50,000). (b) Tenant As used in this Lease, the term “lease year” shall pay all Operating Costs during mean each calendar year (or part thereof) in which any part of the Lease TermTerm occurs.

Operating Costs. In the event Operating Costs (ahereinafter defined) for any future calendar year are greater than the Operating Costs for the first calendar year, such first calendar year to be defined for the purposes of this paragraph to mean the year 2011, whether during the Initial Lease Term or any renewal period(s), Tenant shall maintain pay Landlord, as Additional Rent for each such future calendar year, an amount equal to 6.6% (the "Tenant's Proportionate Share") of the increase in Operating Costs. Tenant's Proportionate Share is determined by dividing the rentable square footage of the Leased Premises in their condition (approximately 8,736 square feet) by the total square footage on the Effective Date at Tenant’s sole cost Property (approximately 132,552 square feet). As used in this Lease, the term "Operating Costs" shall mean the aggregate of all reasonable and expenseproper expenses and costs incurred and paid by Landlord for operating the Property. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, Such expenses and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant costs shall be obligated those that are usual and customary as found in the operation of other first class office buildings and shall include, but not be limited to, all expenses and costs that are required to reimburse Landlord for its costs within operate, maintain or repair the building and outside areas of the Property (including the cost of repairing and restriping the parking areas, which cost shall be amortized over ten (10) days years), the cost of receipt of an invoice therefore. Landlord represents capital improvements designed to protect the health and warrants to Tenant that the exterior walls, foundation and roof safety of the Premises tenants in the building (amortized over their useful life as reasonably determined by Landlord), the cost of all alterations and improvements to the building that are in good working order on necessary to comply with the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain ADA (as necessaryhereinafter defined) (amortized over their useful life) and the roof until cost of monitoring and maintaining suitable indoor air quality (including regular inspections and repairs to the first anniversary building HVAC system). Such expenses and costs shall not include as Operating Costs any items for which Landlord will be compensated by insurance or by reimbursement by a particular tenant or costs directly borne by others. Notwithstanding the foregoing, Operating Costs shall not include: Original project construction and site improvement costs and costs to correct defects in original construction; costs related to capital improvements (except as set forth above); tenant leasing costs, including negotiation, disputes and brokerage commissions; financing, refinancing or syndication costs; costs related to remediation of the Commencement Date. Landlord willhazardous substances; costs relating to correcting any violation of law, at its costordinance, replace, restore, repair rule or maintain (as necessary) the exterior walls regulations not caused by Tenant or required by Tenant’s specific use; costs and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt expenses of any notice from work occasioned by casualty or condemnation; fines and penalties of any nature (unless such fine or penalty is incurred due to an act or omission of Tenant, Tenant may undertake such repairs and Landlord shall be obligated ); costs related to reimburse Tenant for its provision of services or benefits provided exclusively to some tenants but not to Tenant; costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days resulting from the date negligence or misconduct of noticeLandlord or its agents, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below)servants, if Tenant makes any changes, additions employees or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls contractors; legal and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord accounting costs; and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertaindepreciation. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) Tenant shall maintain the Premises in their condition on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after during the Lease Term will be pro rated between Landlord pay as Additional Rent Tenant's Share of the Operating Costs. The inclusion of the improvements, facilities and Tenant services described in the proportion definition of the amount of the Lease Term that falls within the period to which the Operating Costs pertainset forth in Section 1.01(n) above, shall not be deemed to impose an obligation upon Landlord to either have said improvements or facilities or to provide any of said services unless Landlord has agreed elsewhere in this Lease to provide the specific improvement, facility or service. (b) Tenant shall pay Tenant's Share of Operating Costs, in advance, in monthly installments with the Base Rent based on Landlord's good faith estimate of the Operating Costs. Landlord may adjust such estimates from time to time as Landlord determines, which adjustment will be effective as of the next rent payment date after notice to Tenant. After the end of each calendar year, Landlord shall deliver to Tenant a statement ("Actual Statement"), in reasonable detail, of the actual Operating Costs incurred by Landlord during the preceding calendar year and Tenant's Share of such Operating Costs. Upon receipt of such statement, there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit given to Tenant, as the case may be, to reflect the actual Operating Costs. (c) Landlord shall have the right, from time to time, to equitably allocate some or all of the Operating Costs for the Building among different portions or occupants of the Building (the "Cost Pools"), in Landlord's reasonable discretion. Such Cost Pools may include, but shall not be limited to, the office space tenants of the Building as a whole, and the industrial space tenants of the Building as a whole. The Operating Costs within each such Cost Pool shall be allocated and charged to the tenants within such Cost Pool in an equitable manner. (d) In the event of any dispute as to the amount of Tenant's Share of Operating Costs as set forth in the Operating Costs statement, Tenant shall have the right, after reasonable notice and at reasonable times, to inspect and photocopy Landlord's Operating Costs records at Landlord's offices. If, after such inspection and photocopy, Tenant continues to dispute the amount of Tenant's Share of Operating Costs as set forth in the Operating Costs statement, Tenant shall be entitled to retain a national, independent, certified public accountant mutually acceptable to landlord and Tenant to audit Landlord's Operating Costs records to determine the proper amount of Tenant's Share of Operating Costs. Landlord shall be entitled to review the results of such audit promptly after completion of same. If such audit proves that Landlord has overcharged Tenant, then within fifteen (15) days after the results of the audit are made available to Landlord, Landlord shall credit Tenant the amount of such overcharge toward the payments of Base Rent and Additional Rent next coming due under this Lease. If such audit proves that Landlord has undercharged Tenant, then within fifteen (15) days after the results of the audit are made available to Tenant, Tenant shall pay to Landlord the amount of any such undercharge. Tenant agrees to pay the cost of such audit, provided that Landlord shall reimburse Lessee the amount of such cost if the audit proves that Lessor's determination of Tenant's Share of Operating Costs (as set forth in the Operating Costs statement) was in error by more than six percent (6%). Landlord shall be required to maintain records of all Operating Costs during for three (3) years following the Lease Termissuance of the Operating Costs statement for such Operating Costs. The payment by Tenant of any amounts pursuant to this Section shall not preclude Tenant from questioning the correctness of any Operating Costs statement.

Operating Costs. (a) Tenant The Lessor and the Lessee hereby agree that the Estimated Operating Costs for the Base Year shall maintain be as projected on Exhibit E. The Estimated Operating Costs shall be payable monthly by the Premises Lessee in their condition 12 equal monthly installments, in advance, on the Effective Date at Tenant’s sole cost first day of each and expense. Landlord may inspect every month during the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition Lease Term commencing on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Lease Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant this component of Additional Rent shall have no rights to offset or set off any such amounts against not be deemed delinquent and the Rent to Lessee shall not be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations in default hereunder so long as such component of Additional Rent is paid by the installation contractor has Landlord’s prior written approval fifth (5th) day of the month in which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall ceasesuch component of Additional Rent is due. If Tenant undertakes any structural repairs the Lease Commencement Date occurs on a date other than the first day of a month, the Lessee agrees to pay the Lessor on the Lease Commencement Date an amount for Estimated Operating Costs equal to the initial monthly installment for Estimated Operating Costs prorated based on the number of days remaining in the Premises month in which impactthe Lease Commencement Date occurs. If any date on which a payment for Estimated Operating Costs is due under this Lease Agreement is not a Business Day, affectsuch payment shall be due on the next succeeding Business Day. (i) In the event that in any Lease Year amounts received and/or to be received from the Lessee hereunder as Additional Rent for the payment of Property Taxes, or alter the walls or foundation of the Premises, Landlord’s obligation Utility Costs and Insurance Premiums in such Lease Year with respect to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises are determined by the Lessor or the Trustee to be or will be insufficient to pay the next installments of Property Taxes, Utility Costs and Insurance Premiums, the Lessor shall cease as of direct the date Trustee to withdraw the amount of such action by Tenantdeficiency from the Renewal and Replacement Fund. Any Operating Costs that pertain Concurrently with the delivery of such direction to the Trustee, the Lessor shall provide the Lessee with a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of written statement identifying the amount of the deficiency and providing sufficiently detailed documentation of such deficiency and requesting the Lessee to pay such deficiency as a component of Additional Rent no later than forty- five (45) days following the receipt of such written statement. Upon receipt of such payment from the Lessee, the Trustee shall deposit such payment into the Renewal and Replacement Fund. (ii) If this Lease Term Agreement is still in effect on and after the date on which the Bonds are no longer outstanding, payments of any deficiency in Property Taxes, Utilities Charges and Insurance Premiums shall be made directly to the Lessor and any directions with respect to withdrawals from the Renewal and Replacement Fund shall be given, to the escrow agent to whom the Renewal and Replacement Fund has been transferred in accordance with the terms of this Lease Agreement. The Lessor shall directly repay to the escrow agent the amount required to replenish the Renewal and Replacement Fund to the amount held therein prior to the withdrawal of the amounts permitted under paragraph (i) above. (iii) In the event that falls within in any Lease Year amounts received from the period to which Lessee hereunder as Additional Rent for the payment of the Operating Costs pertain. of the Premises (bother than Property Taxes, Utility Costs and Insurance Premiums) Tenant shall are determined by the Lessor to be insufficient to pay all such Operating Costs, the Lessor may submit a written statement to the Lessee requesting that the amount of Additional Rent payable hereunder for the Operating Costs during of the Premises (other than Property Taxes, Utility Costs and Insurance Premiums) be increased to an amount sufficient to pay such Operating Costs. Such written statement from the Lessor shall identify the Operating Costs which have increased from the amounts set forth in the most recent statement of Estimated Operating Costs, provide any supporting documentation for such increase in Operating Costs and provide a revised statement of Estimated Operating Costs for the then-current Lease Term.Year. Lessee, in its sole discretion, may either agree to pay the increased Operating Costs in conformity with the revised statement of Estimated Operating Costs for the remainder of the current Lease Year or the Lessee shall within thirty

Operating Costs. 5.1 Tenant shall pay to Landlord, as Additional Rent, for each year or fractional year during the Term, an amount (“Tenant’s Operating Costs Payment”) equal to Tenant’s Share of Operating Costs, for such year in excess of Tenant’s Share of Base Year Operating Costs, such amount to be calculated and paid as follows: A. Beginning on January 1st of the calendar year following the Base Year and on the first day of January of each year during the Term thereafter, or as soon thereafter as is practicable, Landlord shall furnish Tenant with a statement (“Landlord’s Operating Costs Estimate”) setting forth Landlord’s reasonable estimate of grossed up (to 95% occupancy) Operating Costs for the forthcoming year and Tenant’s Operating Costs Payment for such year. Commencing as of the date which is twelve (12) months after the Commencement Date and thereafter on the first day of each calendar month during such calendar year, Tenant shall pay to Landlord-one-twelfth (1/12th) of Tenant’s Operating Costs Payment as estimated on Landlord’s Operating Costs Estimate. If for any reason Landlord has not provided Tenant with Landlord’s Operating Costs Estimate on the first day of January of any year during the Term, then (a) until the first day of the calendar month following the month in which Tenant is given Landlord’s Operating Costs Estimate, Tenant shall maintain the Premises in their condition continue to pay to Landlord on the Effective Date at first day of each Calendar month the sum, if any, payable by Tenant under this Section 5.1 for the month of December of the preceding year, and (b) promptly after Landlords’ Operating Costs Estimate is furnished to Tenant, Landlord shall give notice to Tenant stating whether the installments of Tenant’s sole cost Operating Costs Payments previously made for such year were greater or less than the installments of Tenant’s Operating Costs Payments to be made for such year, and expense(i) if there shall be a deficiency, Tenant shall pay the amount thereof to Landlord within twenty (20) days after the delivery of Landlord’s Operating Costs Estimate, or (ii) if there shall have been an overpayment, Landlord shall apply such overpayment as a credit against the next accruing monthly installment(s) of Tenant’s Operating Costs Payment due from Tenant until fully credited to Tenant (or pay such amount to Tenant if this Lease has expired or terminated), and (iii) on the first day of the calendar month following the month in which Landlord’s Operating Costs Estimate is given to Tenant and on the first day of each calendar month throughout the remainder of such year, Tenant shall pay to Landlord an amount equal to one-twelfth (1/12th) of Tenant’s Operating Costs Payment. B. On the first day of March of each year during the Term (beginning on the first day of March of the second year following the year in which the Commencement Date occurs), or as soon thereafter as is practicable, Landlord shall furnish Tenant with a statement of the grossed up Operating Costs for the preceding year. Within thirty (30) days after Landlord’s giving of such statement, Tenant shall make a lump sum payment to Landlord may inspect in the Premises andamount, if Landlord reasonably determines that Tenant is not maintaining any, by which Tenants’ Operating Costs Payment for such preceding year as shown on such Landlord’s statement, exceeds the Premises in their condition on aggregate of the Effective Date, Landlord may provide Tenant with written notice monthly installments of any Tenant’s Operating Costs Payments paid during such maintenance concern, and Tenant shall promptly make such repairspreceding year. If Tenant’s Operating Costs Payment, as shown on such Landlord’s statement, is less than the aggregate of the monthly installments of Tenant’s Operating Costs Payment actually paid by Tenant fails during such preceding year, then Landlord shall apply such amount to complete the next accruing monthly installment(s) of Tenant’s Operating Costs Payment due from Tenant until fully credited to Tenant or, in the event the Term of this Lease has expired, then Landlord shall pay such repairs amount to Tenant within thirty (30) days of receipt such expiration. C. If the Term ends on a date other than the last day of such noticeDecember, Landlord may undertake such repairs and the actual Operating Costs for the year in which the Expiration Date occurs shall be prorated so that Tenant shall pay that portion of Tenant’s Operating Costs Payment for such year represented by a fraction, the numerator of which shall be the number of days during such fractional year falling within the Term, and the denominator of which is 365 (or 366, in the case of a leap year). The provisions of this Section 5.1 shall survive the Expiration Date or any sooner termination provided for in this Lease. D. Notwithstanding anything in this Article 5 to the contrary, in the event the Commencement Date of this Lease occurs after October 1, 2000 (as such date may be extended by the number of days of Tenant Delays, and the number of days of Force Majeure delays; provided that in no event shall Force Majeure delays be deemed to extend said October 1, 2000 date beyond October 31, 2000), then the Base Year (as originally defined in Section 1.1.O of this Lease) shall be deemed revised to mean the calendar year 2001. 5.2 A. For purposes of this Lease, the term “Operating Costs” shall mean any and all expenses, costs and disbursements of every kind which Landlord pays, incurs or becomes obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that pay in connection with the exterior wallsoperation, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restorationmanagement, repair and maintenance of the roof, exterior walls and foundation all portions of the Premises thereafterProject and which are equitably allocated by Landlord to the Building (as opposed to the adjacent building(s)) on a reasonable and consistent basis consistent with industry custom and practice in the Comparison Area. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord All Operating Costs shall be obligated determined according to reimburse Tenant for its costs within ten consistently applied accounting principles. Operating Costs include, without limitation, the following: (10a) days Wages, salaries, benefits and fees of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset all personnel or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything entities to the contrary herein contained (except for extent engaged in the provisions of paragraph 32 below)operation, if Tenant makes any changesrepair, additions maintenance, management, or alterations to the roof safekeeping of the Premises which involves penetration Project, including taxes, insurance, and benefits relating thereto and the costs of all supplies and materials used in the operation, repair, maintenance and security of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertain. Project; (b) Tenant Cost of performance by Landlord’s personnel of, or of all service agreements for, maintenance, janitorial services, access control, alarm service, window cleaning, elevator maintenance and landscaping for the Project. Such cost shall pay all Operating Costs during include the Lease Term.rental of personal property used by Landlord’s personnel in the

Operating Costs. 5.01. Tenant shall pay to Landlord, as Additional Rent, for each year or fractional year during the Term an amount (“Tenant’s Operating Costs Payment”) of money equal to Tenant’s Share of Operating Costs, as hereinafter defined, for such year, such amount to be calculated and paid as follows: (a) On the first day of January of each year during the Term (or, with respect to the year in which the Commencement Date occurs, prior to the Commencement Date), or as soon there-after as is practicable, Landlord shall furnish Tenant with a statement (“Landlord’s Operating Costs Estimate”) setting forth Landlord’s reasonable estimate of Operating Costs for the forth-coming year (or the fractional year in which the Commencement Date occurs, as the case may be). On the first day of each calendar month during such year, Tenant shall maintain the Premises in their condition pay to Landlord one-twelfth of Tenant’s Operating Costs Payment as estimated on Landlord’s Operating Costs Estimate. If for any reason Landlord has not provided Tenant with Landlord’s Operating Costs Estimate on the Effective Date at first day of January of any year during the Term (or by the Commencement Date, as the case may be), then, (i) until the first day of the calendar month following the month in which Tenant is given Landlord’s Operating Costs Estimate, Tenant shall continue to pay to Landlord on the first day of each calendar month the monthly sum, if any, payable by Tenant under this Section 5.01 for the month of December of the preceding year, and (ii) promptly after Landlord’s Operating Costs Estimate is furnished to Tenant or together therewith, Landlord shall give notice to Tenant stating whether the installments of Tenant’s sole cost and expense. Landlord may inspect Operating Costs Payments previously made for such year were greater or less than the Premises and, if Landlord reasonably determines that Tenant is not maintaining the Premises installments of Tenant’s Operating Costs Payments to be made for such year in their condition on the Effective Date, Landlord may provide Tenant accordance with written notice of any such maintenance concernLandlord’s Operating Costs Estimate, and (A) if there shall be a deficiency, Tenant shall promptly make such repairs. If Tenant fails pay the amount thereof to complete such repairs Landlord within thirty (30) days after the giving of receipt Landlord’s Operating Costs Estimate, or (B) if there shall have been an overpayment, Landlord shall apply such overpayment as a credit against the next accruing installment(s) of Additional Rent due from Tenant under this Section 5.01 until fully credited to Tenant, and (C) on the first day of the first calendar month following the month in which Tenant is given Landlord’s Operating Costs Estimate and on the first day of each calendar month thereafter during the Term throughout the remainder of such year, Tenant shall pay to Landlord an amount equal to one-twelfth (1/12th) of Tenant’s Operating Costs Payment. The foregoing notwithstanding, Landlord shall have the right from time to time during any year (but no more often than two times per year) to notify Tenant in writing of any change in Landlord’s Operating Costs Estimate, in which event such Tenant’s Operating Costs Payment, as previously estimated, shall be adjusted to reflect the amount shown in such notice and shall be effective, and due from Tenant, on the first day of each month during the year for which given following Landlord’s giving of such notice. (b) On the first day of March of each year during the Term (beginning on the first day of March of the year following the year in which the Commencement Date occurs), or as soon thereafter as is practicable, Landlord may undertake shall furnish Tenant with a statement of the actual Operating Costs for the preceding year. Within thirty (30) days after Landlord’s delivery of such repairs and statement, Tenant shall make a lump sum payment to Landlord in the amount, if any, by which Tenants’ Operating Costs Payment for such preceding year as shown on such Landlord’s statement, exceeds the aggregate of the monthly installments of Tenant’s Operating Costs Payments paid during such preceding year. If Tenant’s Operating Costs Payment, as shown on such Landlord’s statement, is less than the aggregate of the monthly installments of Tenant’s Operating Costs Payment actually paid by Tenant during such preceding year, then Landlord shall apply such amount to the next accruing installment(s) of Additional Rent due from Tenant under this Section 5.01 until fully credited to Tenant. (c) If the Commencement Date occurs on a date other than the first day of January, or if the Term ends on a date other than the last day of December, the actual Operating Costs for the year in which the Commencement Date or the Expiration Date occurs, as the case may be, shall be prorated so that Tenant shall pay that portion of Tenant’s Share of Operating Costs for such year represented by a fraction, the numerator of which shall be the number of days during such fractional year falling within the Term, and the denominator of which is 365 (or 366, in the case of a leap year). The provisions of this Section 5.01 shall survive the Expiration Date or any sooner termination provided for in this Lease. 5.02. For purposes of this Lease, the term “Operating Costs” shall mean any and all expenses, costs and disbursements of every kind which Landlord pays, incurs or becomes obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that pay in connection with the exterior wallsoperation, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restorationmanagement, repair and maintenance of the roof, exterior walls and foundation all portions of the Premises thereafterProject. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord All Operating Costs shall be obligated determined according to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant generally accepted accounting principles which shall have no rights to offset or set off any such amounts against the Rent to be paid hereunderconsistently applied. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after include, but are not limited to, the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertain. (b) Tenant shall pay all Operating Costs during the Lease Term.following:

Operating Costs. EITHER: [DELETE IF NOT APPROPRIATE] In accordance with Column (aB) of Schedule C, the Annual Base Rent throughout the Term is totally inclusive of all Operating Costs and the Tenant shall maintain will bear no liability for Operating Costs or any escalation thereof during the Premises in their condition on Term. OR: [DELETE IF NOT APPROPRIATE] In accordance with Column (B) of Schedule C, the Effective Date at Annual Base Rent is inclusive of the Tenant’s sole cost share of Operating Costs for the period up to and expense. Landlord may inspect including the Premises last day of the Base Year and, if Landlord reasonably determines that for each yearly period after the Base Year, the Annual Base Rent is inclusive of the Tenant’s Proportionate Share (Operating Costs) of an amount equal to the Base Year (Operating Costs). However, for each yearly period after the Base Year, the Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice will be responsible for a share of any such maintenance concern, escalation of Operating Costs above the Base Year (Operating Costs) and entitled to a share of any decrease of Operating Costs below the Base Year (Operating Costs) as determined as set out below. The Landlord will prepare and present to the Tenant shall promptly make such repairsa Certified Statement providing in all necessary detail the Base Year (Operating Costs) and the Tenant’s Proportionate Share (Operating Costs) thereof (which amount is included in the Annual Base Rent). If Tenant fails to complete such repairs within thirty Within NINETY (3090) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that next following the exterior walls, foundation and roof expiration of the Premises are in good working order second and each yearly period subsequent to the Base Year (each such period commencing on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first an anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation first day of the Premises until Base Year), the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything will deliver to the contrary herein contained Tenant the Operating Costs statement relating to each relevant yearly period showing the Operating Costs for that yearly period and the Tenant’s Proportionate Share (except for the provisions of paragraph 32 below)Operating Costs) thereof, if applicable. The Tenant makes any changesand the Landlord will determine the amount, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedif any, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertain. statement for such subsequent yearly period differs from that from the Base Year. The difference or the Proportionate Share (bOperating Costs) thereof, as the case may be, will be paid by or credited to the Tenant shall pay all within SIXTY (60) days of such determination. The Landlord will substantiate the amount required to be paid by the Tenant hereunder on the basis of a Certified Statement. The adjustment of Operating Costs during should reflect only the Lease Term.increase or decrease in the cost of the services and supplies of the standard, quality and quantity accounted for in the Base Year. Any upgrading or increase in the standard or frequency of services and supplies, in subsequent yearly periods, over the standard or frequency of services and supplies of the Base Year, will not be given consideration in subsequent yearly periods unless specific prior written approval has been obtained from the Tenant. OR: [DELETE IF NOT APPROPRIATE]

Operating Costs. (a) Tenant shall maintain shall, for the Premises in their condition on the Effective Date at Tenant’s sole cost and expense. entire Lease Term, pay to Landlord as additional rent, without any set-off or deduction therefrom, its proportionate share of all costs which Landlord may inspect incur in owning, maintaining, and operating the Project. Said costs are referred to herein as "Operating Costs" and are hereby defined to include, but shall not be limited to, all real estate taxes and annual installments of special assessments payable with respect to the Project, maintenance, repair, replacement and care of all heating, lighting, plumbing and air conditioning fixtures, equipment and systems serving the common areas, parking and landscape areas, signs, snow removal, non-structural repair and maintenance of the exterior of the Building (including the costs of equipment purchased and used for such purposes), insurance premiums, management fees, wages and fringe benefits of personnel employed for such work. Operating Costs shall also include the yearly amortization of capital costs incurred by Landlord for improvements or structural repairs to the Project required to comply with any change in the law, rules or regulations of any governmental authority having jurisdiction, or for purposes of reducing Operating costs, which costs shall be amortized over the useful life of such improvements or repairs, as reasonably estimated by Landlord. Operating Costs shall not include depreciation, costs of tenant improvements and payments of principal and interest on any mortgages covering the Project. Tenant's proportionate share of operating expenses shall be that fraction, the numerator of which is the area of Tenant's Demised Premises andand the denominator of which is the total area of the Building. As soon as reasonably practicable prior to the commencement of each calendar year during the Lease Term, Landlord shall furnish to Tenant an estimate of Tenant's share of Operating Costs, if Landlord reasonably determines that Tenant is not maintaining any, for the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice of any such maintenance concern, ensuing calendar year and Tenant shall promptly make pay, as additional rent hereunder together with each installment of monthly base rent, one-twelfth (1/12th) of its estimated annual share of such repairsOperating Costs. If As soon as reasonably practicable after the end of each calendar year, Landlord shall furnish to Tenant fails to complete a certified statement of the actual Operating Costs for the previous calendar year, including the actual Operating Costs for the previous calendar year, including Tenant's share of such repairs amount, and within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and thereafter Tenant shall be obligated pay to reimburse Landlord, or Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditionedcase may be, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls different between such actual and foundation of the Premises shall cease as of the date of such action estimated Operating Costs paid by Tenant. Any Tenant's share of such excess Operating Costs that pertain to a period prior to or after for the years in which this Lease Term will commences and terminates shall be pro rated between Landlord prorated based upon the dates of commencement and Tenant in the proportion termination of the amount of the Lease Term that falls within the period to which the Operating Costs pertain. (b) Tenant shall pay all Operating Costs during the Lease Term.

Operating Costs. (a) The Tenant shall maintain covenants and agrees to pay to the Premises Landlord, during each Lease Year, as operating cost, in their condition advance, in equal consecutive monthly instalments and payable on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect dates the Premises andmonthly instalment of Minimum Net Rent is payable, if Landlord reasonably determines that Tenant is not maintaining the Premises in their condition on the Effective Date, Landlord may provide Tenant with written notice Proportionate Share of any such maintenance concern, and Tenant shall promptly make such repairs. If Tenant fails to complete such repairs within thirty (30) days of receipt of such notice, Landlord may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its costs within ten (10) days of receipt of an invoice therefore. Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainCosts. (b) The amount of such Proportionate Share of Operating Costs may be estimated by the Landlord for each Lease Year and the Landlord shall furnish to the Tenant an estimate of such Proportionate Share of Operating Costs and the Tenant shall pay all to the Landlord such estimated Proportionate Share of Operating Costs in monthly instalments in advance as aforesaid during such Lease Year. The Landlord may, if during the course of any such Lease TermYear there shall be any increase or decrease in the Landlord’s estimate of such Proportionate Share of Operating Costs for such Lease Year, adjust its estimate and upon the Tenant being notified of such adjustment the Tenant’s monthly instalments of such estimated Proportionate Share of Operating Costs from and including the instalment next due after the giving of notice of adjustment shall be adjusted in accordance with the Landlord’s notice. (c) When the Operating Costs for such Lease Year are finally determined by the Landlord, the Landlord shall furnish the Tenant with a statement showing the actual amount of the Operating Costs for such Lease Year upon request and the Landlord and Tenant covenant and agree each with the other that if an overpayment of such Operating Costs has been made by the Tenant the Landlord shall credit such amount to such Operating Costs for the next following Lease Year and if there is no such next following Lease Year such amount shall be paid to the Tenant and if an amount remains owing to the Landlord in respect of such Operating Costs the Tenant shall forthwith pay such amount to the Landlord. (d) Neither party may claim a readjustment of a Proportionate Share of Operating Costs based upon an error of estimation, determination or calculation of the Proportionate Share or of the Operating Costs unless claimed in writing before one year after the end of the Lease Year to which the claim relates.

Operating Costs. (a) Tenant shall maintain pay to Landlord, as Additional Rent, an amount ("TENANT'S OPERATING COST SHARE") equal to Tenant's Percentage of Operating Costs (as hereinafter defined) paid or incurred by Landlord in any twelve-month period established by Landlord (an "OPERATING YEAR"). Except as otherwise provided in the Premises immediately following paragraph Tenant shall pay Tenant's Operating Cost Share to Landlord within twenty (20) days from the date Landlord shall furnish to Tenant an itemized statement thereof, prepared, allocated and computed in their condition accordance with then prevailing customs and practices of the real estate industry in the San Diego area, consistently applied. At the election of Landlord, Tenant shall pay to Landlord, as Additional Rent on the Effective Date first day of each calendar month during the term but otherwise in the manner provided for the payment of Annual Fixed Rent, estimated payments on account of Tenant's Operating Cost Share, such monthly amounts to be sufficient to provide to Landlord, by the end of each Operating Year, a sum equal to Tenant's Operating Cost Share for such Operating Year, as reasonably estimated by Landlord from time to time during such Operating Year. If, at the expiration of each Operating Year in respect of which monthly installments of Tenant’s sole cost and expense. Landlord may inspect 's Operating Cost Share shall have been made as aforesaid, the Premises and, if Landlord reasonably determines that Tenant total of such monthly remittances is not maintaining greater than the Premises in their condition on the Effective Dateactual Tenant's Operating Cost Share for such Operating Year, Landlord may provide Tenant with written notice shall credit such overpayment against Tenant's subsequent obligations on account of any Operating Costs (or promptly refund such maintenance concern, overpayment if the term of this Lease has ended and Tenant shall promptly make such repairs. If Tenant fails has no further obligation to complete such repairs within thirty (30) days of receipt Landlord); if the total of such noticeremittances is less than Tenant's Operating Cost Share for such Operating Year, Landlord may undertake such repairs and Tenant shall be obligated pay the difference to reimburse Landlord for its costs within ten (10) days of receipt of an invoice thereforeafter being so notified by Landlord. Landlord represents and warrants to Tenant In the event that the exterior walls, foundation and roof Commencement Date shall occur or the term of this Lease shall expire or be terminated during any Operating Year or Tenant's Percentage shall be modified during any Operating Year due to a change in the rentable area of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertain. (b) Tenant shall pay all Operating Costs during the Lease Term.Building and/or the

Operating Costs. (a) This Lease is totally net to the Landlord. Tenant shall keep in repair and maintain the Premises at all times in their first-class condition on the Effective Date at Tenant’s sole cost and expense. Landlord may inspect the Premises and, if Landlord reasonably determines that Tenant is not operating, repairing and maintaining the Premises in their condition on the Effective Datea first-class condition, Landlord may provide Tenant with written notice of any such maintenance concern, and Tenant shall promptly make such repairsrepairs and needed replacements. If Tenant fails to complete such maintenance, repairs and replacements within thirty (30) days of receipt of such notice, Landlord, in addition to all other remedies available to Landlord for such failure, may undertake such repairs and Tenant shall be obligated to reimburse Landlord for its Landlord’s costs within ten (10) days of receipt of an invoice therefore. The foregoing shall not require or impose any obligation on Landlord represents and warrants to Tenant that the exterior walls, foundation and roof of the Premises are in good working order on the Effective Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the roof until the first anniversary of the Commencement Date. Landlord will, at its cost, replace, restore, repair or maintain (as necessary) the exterior walls and foundation of the Premises until the fifth anniversary of the Commencement Date. Tenant shall be fully responsible for the replacement, restoration, repair and maintenance of the roof, exterior walls and foundation of the Premises thereafter. If Landlord fails to commence such repairs within thirty (30) days of receipt of any notice from Tenant, Tenant may undertake such repairs and Landlord shall be obligated to reimburse Tenant for its costs within ten (10) days of receipt of an invoice therefore; provided, however, that Tenant shall have no rights to offset or set off any such amounts against the Rent to be paid hereunder. If Landlord does not reimburse Tenant within ten (10) days from the date of notice, such charge shall bear interest at the rate of eighteen percent (18%) per annum until paid. Notwithstanding anything to the contrary herein contained (except for the provisions of paragraph 32 below), if Tenant makes any changes, additions or alterations to the roof of the Premises which involves penetration of the roof (other than those for telecommunications installations so long as the installation contractor has Landlord’s prior written approval which will not be unreasonably conditioned, delayed or denied), Landlord’s obligations to replace, restore, repair or maintain the roof shall cease. If Tenant undertakes any structural repairs in the Premises which impact, affect, or alter the walls or foundation of the Premises, Landlord’s obligation to replace, restore, repair or maintain that portion of the exterior walls and foundation of the Premises shall cease as of the date of such action by Tenant. Any Operating Costs that pertain to a period prior to or after the Lease Term will be pro rated between Landlord and Tenant in the proportion of the amount of the Lease Term that falls within the period to which the Operating Costs pertainrepairs. (b) Except for Landlord Maintenance Items, as described below, Tenant shall pay all Operating Costs during the Lease TermTerm and shall not permit the placement of any lien upon the Premises by any material/men, laborer or other provider of goods and services to the Premises. (c) Subject to reimbursement by Tenant of its share of the costs thereof, Landlord shall keep in repair and maintain the driveways and entrances, and shall (collectively, “Landlord Maintenance Items”) on the Property. As Additional Rent, Tenant shall pay to Landlord on a monthly basis Tenant’s Share of the Landlord Maintenance Items. (d) Landlord shall, prior to January 1 of each calendar year during the Lease Term of this Lease following the commencement date of this Lease, estimate the expenses for the Landlord Maintenance Items for the following year. Tenant shall pay as part of its Additional Rent, on the first day of each month, one-twelfth (1/12) of Tenant’s Share of Landlord’s estimate of such expenses for that year. Should Landlord fail to provide Tenant with an estimate of such expenses anticipated for the following year by January 1 of any calendar year, Tenant shall continue to pay based on the prior year’s estimate until notice is given by Landlord to Tenant of the estimated expenses for Landlord Maintenance Items, on which date, Tenant will pay the amounts required If, as finally determined, Tenant’s Share of such expenses for the Landlord Maintenance Items shall be greater or less than the aggregate of all installments so paid by Tenant to Landlord during such period, then Tenant shall pay to Landlord the amount of such underpayment within thirty (30) days of Tenant’s receipt of a statement therefrom by Landlord, or Landlord shall credit Tenant for the amount of such overpayment, as the case may be. Landlord may, by written notice to Tenant, revise Landlord’s estimate for any year, in which case subsequent payments by Tenant for the year shall be based upon the revised estimate. Tenant’s obligation to pay Tenant’s Share of Landlord Maintenance Items is part of Additional Rent owed by Tenant, and, in the event of non-payment thereof, Landlord shall have all the rights and remedies herein provided for in case of nonpayment of rent. If the Building is not fully occupied at any time during the year, the expenses for the Landlord Maintenance Items shall be adjusted to those of a fully occupied building during the entire period.